HomeMy WebLinkAboutResolution - 2000-R0186 - Agreement - West Texas & Lubbock Railroad And TXDOT - 06/20/2000Resolution No. 2000-RO186
June 20, 2000
Item No. 85
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock BE and is hereby authorized and
directed to execute for and on behalf of the City of Lubbock an agreement with the West
Texas & Lubbock Railroad and the Texas Department of Transportation entitled
"Agreement Between West Texas & Lubbock Railroad Company, Inc. and the City of
Lubbock Regarding Conveyance of a Portion of the Railroad Right -of -Way to the State
of Texas for Highway Construction" and any other related documents. Said Agreement
shall be in substantially the same form as the Agreement attached hereto and incorporated
in this Resolution as if fully set forth herein and shall be included in the minutes of the
Council.
Passed by the City Council this Wo- day of , 2000.
DY 4S3IN, MAYOR
APPROVED AS TO CONTENT:
J "am,
trate c Planning Manager
trate
APPROVED AS TO FORM:
Linda Chamales,
Supervising Attorney- Office Practice
gs/ccdocs/RR Conveyance.res
June 9, 2000
i
Resolution No. 2000-80186
June 20, 2000
Item No. 85
AGREEMENT BETWEEN WEST TEXAS & LUBBOCK RAILROAD CO., INC.
AND THE CITY OF LUBBOCK REGARDING CONVEYANCE OF
A PORTION OF THE RAILROAD RIGHT-OF-WAY
TO THE STATE OF TEXAS FOR HIGHWAY CONSTRUCTION
This agreement is entered into by and between West Texas & Lubbock Railroad Co.,
Inc., a Texas Corporation, hereinafter called "RAILROAD," the City of Lubbock, Texas,
hereinafter called "CITY," and the Texas Department of Transportation "STATE" to be
effective on the date last executed.
WHEREAS, the Texas State Department of Highways and Public Transportation
Commission by its respective Minute Orders 88,791, 88,792, and 88,793, made offers
to the CITY to participate in the construction and/or reconstruction of U.S. Highway 82
from Loop 289 Northeast to Interstate Highway 27 which was accepted in City of
Lubbock Resolution No. 3173, dated August 10, 1989; and
WHEREAS, the Texas Department of Transportation (hereinafter called
"STATE") and the CITY have deemed it necessary to relocate the right-of-way of the
RAILROAD for highway construction improvements; and
WHEREAS, the City and Seagraves, Whiteface and Lubbock Railroad
Corporation entered into an Agreement dated on or about March 8, 1991, for the purpose
of relocating the Seagraves, Whiteface, and Lubbock Railroad for construction of a
controlled access highway facility in the City of Lubbock known as the East-West
Freeway; and
WHEREAS, the City and the RAILROAD, respectively bound themselves, their
successors, assigns and legal representatives to the other party to this Agreement and the
successors, assigns and legal representatives of the other party with respect to all
covenants and provisions of the March 8, 1991, agreement; and
WHEREAS, Ownership of the Seagraves, Whiteface, and Lubbock Railroad
Corporation has changed and the railroad is now owned by West Texas & Lubbock
Railroad Co., Inc.; and
WHEREAS, the City and the STATE entered into an agreement February 12,
1991, which was modified by agreements dated on or about June 5, 1991 and May 30,
1997, setting forth the respective responsibilities of the STATE and the CITY in the
relocation of the RAILROAD described in the March 8, 1991 agreement between the
City and the RAILROAD; and
WHEREAS, the February 12, 1991 agreement, as modified, expressly provides
that the STATE pay 90% of the CITY's eligible costs, as defined therein, of effecting the
relocation of the RAILROAD and the CITY pay 10% of the eligible costs of relocation of
the RAILROAD; and
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WHEREAS, Article 4 of the March 8, 1991, agreement provides that the CITY
pay to the RAILROAD an amount equal to the difference between the Agreed Value of
the Old Right -of -Way, as defined therein, and the Agreed Value of the New Right -of -
Way, as defined therein, called "Additional Consideration" upon conveyance of the Old
Right -of -Way to the STATE, as nominee for the CITY, and
WHEREAS, the RAILROAD and the CITY, with concurrence of the STATE,
have agreed upon the amount of "Additional Consideration' and desire to convey the
Old Right -of -Way to the STATE under the terms of this agreement (hereinafter called the
"Conveyance Agreement");
NOW THEREFORE, in consideration of the monetary payment herein described
and the mutual promises, covenants and agreements of the parties hereto, it is agreed as
follows:
CONVEYANCE AGREEMENT
ARTICLE 1. Parties: For and in consideration of the payment by the CITY (with
participation from the STATE) to the RAILROAD, as set forth in Article 4 below, West
Texas & Lubbock Railroad Company, Inc. (RAILROAD) agrees to convey to the State of
Texas (STATE) as nominee for the City of Lubbock (CITY) by Quitclaim Deed attached
hereto as Exhibit "A" the property described in Article 2 below ("Quitclaim Deed").
ARTICLE 2. Property, also referred to as "Premises": a portion of RAILROAD's
line of railroad hereinafter collectively designated the "Old Right -of -Way,"
described as follows:
That certain right-of-way and real property situated, lying and being all in
the County of Lubbock, . State of Texas, which was conveyed by
Seagraves, Whiteface and Lubbock Railroad Corporation to West Texas &
Lubbock Railroad Co., Inc. by deed dated October 30, 1995, and recorded
in Volume 5007, Page 207 of the Official Public Records of Lubbock,
County, Texas and more fully described by metes and bounds description
in Exhibit "B" attached hereto and made a part hereof for all purposes.
SAVE AND EXCEPT: the exclusive easement to conduct freight railroad
operations on the Property, including the right to operate trains,
locomotives, railcars, and rail equipment. This easement includes all rights
and obligations of Grantor under federal law to conduct common carrier
freight service on the Property. The easement also includes a right of entry
over the Property for any of Grantor's employees, agents or representatives,
machinery, vehicles or equipment necessary or convenient for the purposes
of inspecting the Property, clearing any derailments or wrecks of railroad
trains or otherwise conducting rail freight service over the Property.
The easement shall remain in full force and effect until the last to occur of the following:
CONVEYANCE AGREEMENT PAGE 2
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,
a) Surface Transportation Board ("STP") approval to discontinue rail operations on the
Property;
b) Fulfillment of the obligations of the Grantee and the City of Lubbock pursuant to the
terms of the Agreement for the Relocation of a Portion of the Seagraves, Whiteface and
Lubbock Railroad for the Construction of a Controlled Access Highway Facility, dated
on or about March 8, 1991, as amended on June 20, 2000 ("Relocation Agreement") and
completion of the "New Facilities," as defined therein; and
c) STB approval to commence rail operations on the "New right-of-way" as defined in
the Relocation Agreement.
ARTICLE 3. Improvements. RAILROAD shall convey the following improvements: All
buildings, structures and improvements on the Old Right of Way, including any and all
ballast, tracks, rails, ties, switches, crossings, bridges, trestles, culverts, signals, crossing
protection devices, radio antennae, communication lines, poles and loading platforms
affixed or located in on or under the Old Right -of -Way as of the date of this Conveyance
Agreement, and all and singular the rights, alleys, ways, waters, privileges, hereditaments
and appurtenances to the Old Right of Way belonging or in any way incident or
appertaining (other than excepted or reserved herein), including rights to cross any streets
adjacent to the Old Right of Way in which RAILROAD may have a right or rights, subject
to RAILROAD's right to salvage certain improvements as described in the "Agreement for
Relocation of a Portion of the Seagraves, Whiteface, and Lubbock Railroad for Construction
of a Controlled Access Highway Facility in the City of Lubbock" as amended this date
("Salvage Provision"). A copy of said agreement and the current amendment is attached
hereto as Exhibit "C and incorporated herein as if fully set forth.
The RAILROAD covenants and agrees to remove the Improvements from the Property
pursuant to the terms of the Salvage Provision, subject, however, to such extensions of
time as may be granted by STATE in writing; and if, for any reason, the RAILROAD
fails or refuses to remove the Improvements by the period of time described in the
Salvage Provision, then without any further consideration, the title to all or any part of
such Improvements not so removed shall pass to and vest in the STATE forever.
RAILROAD will continue to occupy the building located at 5010 Brownfield Highway,
Lubbock, Texas, in accordance with "Article 11. Occupancy," below.
ARTICLE 4. Consideration: In accordance with Article 4. Additional Consideration, of
the Exhibit "C" the CITY (with participation from the STATE) agrees to pay
RAILROAD at Closing, nine million two hundred sixty-five thousand dollars
($9,265,000.00) in the form of cash, certified funds or wire transfer funds. A copy of the
Agreement between the CITY and the STATE and the amendments thereto defining the
STATE's participation are attached as Exhibit "D" and incorporated herein as if fully set
forth. The State's participation and reimbursement to the City will be handled outside of,
and subsequent to this closing, upon the City providing to the State a payment application
and verification that the RAILROAD has been paid by the City, and the closing provided
for in this agreement has been completed with the Exhibit "A" Quitclaim Deed having
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been recorded under the terms of this agreement. The State will expedite the processing
of the payment submission so that such reimbursement may be made to the City as soon
as practicable following closing. Additionally, the State's reimbursement to the City of
the City's expenses (ninety per cent (90%) of eligible CITY expenses enumerated in
Article 9(B) below as required under the CITY/STATE agreements in Exhibit "C," shall
also be paid to City subsequent to and outside of this closing.
ARTICLE 5. Release of Liens: At or prior to Closing, the RAILROAD shall
A. Obtain and file for record, a release of that certain Landlord's lien dated
September 30, 1996, recorded in Volume 5289, Page 7, Real Property
Records of Lubbock County, Texas; and
B. Obtain and file for record, a partial release of UCC #2000-0059 (UCCR
94261) filed February 7, 2000, showing West Texas and Lubbock railroad
Company, Inc., a Texas Corp., (Debtor), and the Bank of Nova Scotia as
Administrative Agent (Secured party) and recorded in Volume 6569, Page 32,
Real Property Records of Lubbock County, Texas; and
C. Obtain and file for record, release of that certain Deed of Trust, herein so
called, dated February 4, 2000, securing payment of a $375,000,000.00 note
executed by West Texas and Lubbock Railroad Company, Inc., to Tommy J.
Swann, Trustee, securing payment of one note, of even date therewith, in the
original principal sum of $375,000,000.00, payable to the order of The Bank
of Nova Scotia, recorded in Volume 6569, Page 47, Real Property Records of
Lubbock County, Texas, in so far as the Deed of Trust encumbers the Old
Right -of -Way; and
D. Obtain and file for record, a termination, release or affidavit of no activity of
the January 5, 1970 lease between Atchison Topeka and Santa Fe Railway
Company and Layne Pumps, Inc., as evidenced by Affidavit recorded in
Volume 1289, Page 104, Deed Records of Lubbock County, Texas.
ARTICLE 6. Surface Transportation Board Filing. STATE shall file, on or prior to June
20, 2000, a verified Notice of Exemption with the Surface Transportation Board.
ARTICLE 7. Escrow: CITY, STATE, and RAILROAD agree that out of the
consideration to be paid to RAILROAD, as set forth herein, funds sufficient to obtain an
agreement for release of the fiber optic easement retained by BNSF shall be deposited
with the Escrow Agent, in accordance with the Escrow Agreement, a copy of which is
attached and incorporated herein as Exhibit "E."
In addition, RAILROAD shall provide an executed release of the easement retained in
this conveyance (as described in Article 2 above) and deposit said release with the
Escrow Agent in accordance with an Escrow Agreement to be in a form similar to that of
Exhibit "F." In the event title to the RAILROAD is transferred to another railroad,
RAILROAD shall insure that any successor in interest join in and ratify the escrowed
release. Said release shall be recorded by Escrow Agent in the Real Property Records of
Lubbock County, Texas, upon approval of RAILROAD after the completion of the New
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Right of Way, or without the necessity of RAILROAD approval sixty days after the
occurrence of the last event listed in Article 2 above.
ARTICLE 8. Closing: Closing (herein so called), shall take place at the offices of
Lubbock Abstract & Title Company, agent for Lawyers Title Insurance Corporation
("Escrow Agent"), 1216 Texas, Lubbock, Texas, who will serve as the closing and
escrow agent for this conveyance. Said closing shall occur on the date selected by the
parties, but shall occur between the dates of June 23, 2000, and June 29, 2000.
ARTICLE 9. Expenses. The following expenses shall be paid at or prior to closing by
the parties set forth below.
A. RAILROAD expenses: Releases of existing liens, including recording fees;
tax statements or certificates; preparation of quit claim deed, preparation of
escrow agreement in Exhibit "E"; preparation of the second escrow agreement
and release of easement; one-half of escrow fee; all attorneys' fees incurred
by RAILROAD; and other fees set out in this agreement to be paid by
RAILROAD.
B. CITY expenses: One-half of escrow fee; expenses incurred in preparing and
filing Notice of Exemption and gaining approval from Surface Transportation
Board for transfer of the Old Right of Way; preparation and filing of
amendment to CITY/RAILROAD agreement in Exhibit "C"; and premium for
owner's title policy covering the Old Right -of -Way.
ARTICLE 10. Taxes: Current taxes and assessments shall be prorated as of the Closing
date. All past due taxes and assessments shall be paid by RAILROAD. If the amount of
the ad valorem taxes for the year 2000 are not available, proration of taxes shall be "made
on the basis of taxes assessed in the previous year, with an adjustment to be made
between RAILROAD and CITY upon receipt of the current tax invoice.
ARTICLE 11. Occupancy, Indemnity, Insurance and Pollution: RAILROAD will retain
the property rights and exclusive right and obligation to conduct common carrier freight
operations over the line as described in the Quit Claim Deed until operations can be
relocated to the New Right of Way under the terms of the "Agreement for Relocation of a
Portion of the Seagraves, Whiteface and Lubbock Railroad for Construction of a
Controlled Access Highway Facility in the City of Lubbock" as amended (Exhibit "C")
and as described in Article 2 herein.
And for the same consideration described above, and upon the same conditions,
RAILROAD does hereby bargain, sell and convey unto the State of Texas that portion of
the following bisected improvements: the structure located at 6010 Brownfield Highway
on the remaining property out of which the above-described premises were originally a
portion. RAILROAD understands and agrees that it will be necessary for the State to
enter upon its remaining property out of which the above-described property was
conveyed for the purpose of removing that portion of the above-described improvements
which is located on RAILROAD's remaining property. RAILROAD hereby authorizes
the State, its agents or assigns, to enter upon such remaining property for the purpose of
CONVEYANCE AGREEMENT PAGE 5
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removing said improvements and expressly waives all damages or claims that may result
to the remaining property of the RAILROAD as a result of such entry and removal of
said improvements.
STATE agrees to allow RAILROAD to continue to occupy the structure located at 6010
Brownfield Highway while RAILROAD is building a new office facility. In
consideration of STATE allowing the RAILROAD to occupy the Property after its
acquisition by STATE, the RAILROAD agrees that such occupancy shall terminate not
later than the date of conveyance of the New Facilities as described in Article 3(b) of
"Agreement for Relocation of a Portion of the Seagraves, Whiteface and Lubbock
Railroad for Construction of a Controlled Access Highway Facility in the City of
Lubbock" as amended (Exhibit "C"), subject, however, to such written extensions of
times as STATE may grant. Such extensions will be granted only upon a showing by the
RAILROAD of extenuating circumstances which in the sole opinion of STATE will
justify such extension.
The RAILROAD and STATE agree that the right of occupancy and easement granted to
the RAILROAD herein shall be for the RAILROAD's benefit exclusively, and the
RAILROAD and STATE acknowledge that said occupancy and easement hereunder shall
be for the sole benefit of the RAILROAD and that no payment has been made or is to be
made to STATE for use of the Property and that any attempt to assign such benefit (other
than an assignment to another railroad, which assignment is expressly permitted), or to
lease, rent, sublet, or in any manner suffer or permit occupancy of the Property or
improvements thereon by a third party (other than third parties all ready in possession of
or using the Property at the time of the execution of the Quitclaim Deed) shall
automatically suspend the operation of this provision, and STATE shall then have
immediate right of possession.
The RAILROAD acknowledges that it is occupying the premises "AS IS" with all faults.
The RAILROAD hereby waives any and all causes of action, claims, demands, damages
and liens based on any warranty, expressed or implied, including but not limited to any
implied warranty of suitability for a particular purpose and any warranty of habitability.
Indemnity. EXCEPT FOR THOSE PROVISIONS RELATING SPECIFICALLY TO
THE NATURE AND CONDITION OF THE QUITCLAIM PROPERTY,
INCLUDING THE DISCLAIMER OF WARRANTIES IN THIS REGARD AND
THE DISCLAIMER OF WARRANTIES IN REGARD TO THE TITLE OR
TITLE DEFECTS RELATING TO THE QUITCLAIM PROPERTY (WHICH
PROVISIONS ARE CONTAINED IN EXHIBIT "A" THE QUITCLAIM DEED TO
BE EXECUTED BY RAILROAD TO STATE), AND EXCEPT FOR THE SOLE
NEGLIGENCE OF STATE FOR WHICH STATE IS LEGALLY LIABLE, RAILROAD
SHALL INDEMNIFY AND HOLD HARMLESS STATE, ITS RESPECTIVE
SUCCESSORS AND ASSIGNS AND ITS RESPECTIVE AGENTS,
REPRESENTATIVES, MEMBERS OF THE TEXAS TRANSPORTATION
COMMISSION, CONTRACTORS AND EMPLOYEES ("INDEMNIFIED PARTIES")
FOR, FROM AND AGAINST ANY AND ALL PROCEEDINGS, SUITS, ACTIONS,
CONVEYANCE AGREEMENT PAGE 6
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CLAIMS, DAMAGES, JUDGMENTS, LIABILITIES, LIENS, FINES, PENALTIES,
AWARDS AND EXPENSES WHATSOEVER ("CLAIMS"), WHETHER SUCH
CLAIMS ARE MADE BY RAILROAD, RAILROAD'S EMPLOYEES, AGENTS,
REPRESENTATIVES OR BY THIRD PARTIES WITHOUT LIMIT AND
WITHOUT REGARD TO THE CAUSE OR CAUSES THEREOF OR THE
NEGLIGENCE OF ANY PARTY OR PARTIES, AND REGARDLESS_ OF
WHETHER SUCH CLAIMS ARE CAUSED DIRECTLY OR INDIRECTLY BY
THE NEGLIGENCE OF STATE, THAT MAY BE BROUGHT OR INSTITUTED
ON ACCOUNT OF OR GROWING OUT OF ANY AND ALL INJURIES OR
DAMAGES, INCLUDING DEATH, TO PERSONS OR PROPERTY RELATING
DIRECTLY OR INDIRECTLY TO (I) THE OCCUPANCY AND USAGE BY
RAILROAD OF THE PROPERTY AND RAILROAD LINE (PREMISES) COVERED
BY THE RETAINED EASEMENT DESCRIBED HEREINABOVE; (II) THE
CONDITION OF THE PREMISES; (III) ANY OCCURRENCE IN, UPON, AT OR
FROM THE PREMISES OR ANY PART THEREOF; (IV) THE USE OR
OCCUPANCY OF THE PREMISES OR ANY PART THEREOF; AND/OR (V) ANY
CONSTRUCTION AND RELATED ACTIVITIES BY RAILROAD, AND/OR
RAILROAD'S LICENSEES, INVITEES, AGENTS, CONTRACTORS,
REPRESENTATIVES AND EMPLOYEES; TOGETHER WITH ANY AND ALL
LOSSES THERETO, INCLUDING, BUT NOT LIMITED TO, ALL COSTS OF
DEFENDING AGAINST, INVESTIGATING AND SETTLING THE CLAIMS. IT IS
THE EXPRESSED INTENTION OF THE PARTIES HERETO, BOTH STATE
AND RAILROAD, THAT THE INDEMNITY PROVIDED FOR IN THIS
CONVEYANCE AGREEMENT IS INDEMNITY BY RAILROAD TO
INDEMNIFY AND PROTECT STATE FROM THE CONSEQUENCES OF
STATE'S OWN NEGLIGENCE WHERE THAT NEGLIGENCE IS A
CONCURRING CAUSE OF THE CLAIM. FURTHERMORE, THE INDEMNITY
PROVIDED FOR IN THIS CONVEYANCE AGREEMENT SHALL HAVE NO
APPLICATION TO ANY CLAIM WHERE THE CLAIM RESULTS FROM THE
SOLE NEGLIGENCE OF STATE. RAILROAD SHALL ASSUME ON BEHALF OF
THE INDEMNIFIED PARTIES AND CONDUCT WITH DUE DILIGENCE AND IN
GOOD FAITH THE DEFENSE WITH COUNSEL SATISFACTORY TO STATE, OF
ANY AND ALL CLAIMS AGAINST ANY OF THE INDEMNIFIED PARTIES;
PROVIDED, HOWEVER, STATE MAY, BUT HAS NO OBLIGATION TO, ELECT
TO CAUSE THE ATTORNEY GENERAL OF THE STATE OF TEXAS TO
INTERVENE OR ASSUME THE DEFENSE FOR STATE AT THE SOLE EXPENSE
OF RAILROAD. MAINTENANCE OF ANY INSURANCE INCLUDING BUT NOT
LIMITED TO THE INSURANCE REFERRED TO IN HEREINBELOW OR
BENEFITS PAYABLE UNDER WORKERS COMPENSATION ACTS, DISABILITY
BENEFIT ACTS OR OTHER EMPLOYEE BENEFIT ACTS DOES NOT AFFECT
RAILROAD'S OBLIGATIONS OF INDEMNITY. RAILROAD WILL HAVE THE
RIGHT TO CONTEST THE VALIDITY OF ANY CLAIMS, IN THE NAME OF
STATE OR RAILROAD, AS RAILROAD MAY DEEM APPROPRIATE, PROVIDED
THAT THE EXPENSES THEREOF ARE PAID BY RAILROAD, OR RAILROAD
CAUSES THE SAME TO BE PAID BY ITS INSURER. NOTWITHSTANDING
ANYTHING HEREIN TO THE CONTRARY, RAILROAD'S OBLIGATION OF
CONVEYANCE AGREEMENT PAGE 7
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INDEMNITY AS SET FORTH HEREIN WILL CONTINUE BEYOND THE TERM OF
THIS AGREEMENT AND BEYOND THE TERM OR RECORDING OF A RELEASE
OF THE RETAINED EASEMENT IN THE EVENT RAILROAD REMAINS IN
POSSESSION OF THE PREMISES FOR ANY REASON, OR IN THE EVENT
RAILROAD HAS ANY FURTHER OBLIGATIONS UNDER THE CONVEYANCE
AGREEMENT. RAILROAD, AS A MATERIAL PART OF THE CONSIDERATION
TO STATE, HEREBY ASSUMES ALL RISK OF DAMAGE TO PROPERTY OR
INJURY TO OR DEATH OF PERSONS WITHIN THE PREMISES, EXCEPT THAT
CAUSED BY STATE'S SOLE NEGLIGENCE, AND RAILROAD HEREBY WAIVES
ALL CLAIMS IN RESPECT THEREOF AGAINST STATE, EXCEPT FOR CLAIMS
ARISING OUT OF STATE'S SOLE NEGLIGENCE. EXCEPT FOR INJURY OR
DAMAGE, IF ANY, CAUSED BY STATE'S SOLE NEGLIGENCE, RAILROAD
HEREBY COVENANTS THE INDEMNIFIED PARTIES SHALL NOT BE LIABLE
OR RESPONSIBLE FOR ANY LOSS OR DAMAGE WHICH MAY BE SUSTAINED
BY THE GOODS, WARES, MERCHANDISE OR PROPERTY OF RAILROAD,
AND/OR RAILROAD'S LICENSEES, INVITEES, AGENTS, CONTRACTORS,
REPRESENTATIVES AND EMPLOYEES OR DEATH OR INJURY OF ANY
PERSON CAUSED BY OR RESULTING FROM THEFT, FIRE, ACT OF GOD,
PUBLIC ENEMY, INJUNCTION, RIOT, STRIKE, INSURRECTION OR ANY
OTHER ACTION OF ANY GOVERNMENTAL BODY OR AUTHORITY OR ANY
OTHER MATTER, OR FOR ANY INJURY OR DAMAGE OR INCONVENIENCE
WHICH MAY ARISE THROUGH THE REPAIR OR ALTERATION OF ANY PART
OF THE PREMISES, OR FROM ANY CAUSE WHATSOEVER, INCLUDING BUT
NOT LIMITED TO, CONSEQUENTIAL LOSS OR DAMAGE FROM ANY CAUSE
WHATSOEVER BY REASON OF THE CONSTRUCTION, USE, OCCUPANCY OR
ENJOYMENT OF THE PREMISES BY RAILROAD OR ANY PERSON THEREIN
OR HOLDING UNDER RAILROAD.
Liability Insurance. At all times during the occupancy and usage by RAILROAD of the
property and railroad line (Premises) covered by the Retained Easement described
hereinabove, RAILROAD, at its sole cost and expense, shall carry commercial general
liability insurance coverage in a minimum amount of $5,000,000.00 each occurrence;
$5,000,000.00 general aggregate, which policy shall insure against bodily injury, death
and property damage and shall include (i) coverage for premises and operations; (ii)
contractual liability coverage insuring the obligations of RAILROAD under the terms of
this Conveyance Agreement, including but not limited to the indemnity obligations
herein.
Insurance Certificates and Endorsements. All liability insurance policies required herein
shall be with companies licensed by the Texas Department of Insurance and shall (i) be
endorsed to include STATE as an additional insured; (ii) contain cross -liability and
severability of interest endorsements; (iii) state that this insurance is primary insurance as
regards other insurance carried by any Indemnified Party and shall be endorsed to state
that such insurance will not be cancelled, materially changed or subject to non -renewal
without thirty (30) days prior written notice to STATE; and (iv) shall include waiver of
subrogation endorsements in a form acceptable to STATE. RAILROAD shall also
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a
include waiver of subrogation endorsements in favor of STATE on any insurance
coverages RAILROAD may carry in addition to that required herein for the Premises or
activities conducted thereon, including but not limited to workers compensation
insurance. RAILROAD shall furnish STATE with certificates of all coverage required
herein and with copies of the required endorsements prior to the closing date set out in
Article 8. above, and annually thereafter for each renewal policy not less than thirty (30)
days prior to the expiration of said policies. Certificates of insurance shall specify the
additional insured status mentioned above as well as the waiver of subrogation and shall
contain any other endorsements required herein. RAILROAD shall provide to STATE a
certified copy of any and all applicable insurance policies upon request of STATE.
RAILROAD's obligation to carry and pay for the insurance described in this Conveyance
Agreement will continue beyond the term of the occupancy and usage by RAILROAD of
the property and railroad line (premises) covered by the Retained Easement described
hereinabove, in the event RAILROAD remains in possession of the Premises for any
reason, or in the event RAILROAD elects to remove the improvements as described in
the Salvage Provision, in which case, RAILROAD will continue to carry such insurance
so long as RAILROAD remains in possession under the terms of the Salvage Provision.
If RAILROAD fails to have a certificate of any required policy of insurance on deposit
with STATE at any time during the occupancy and usage by RAILROAD of the property
and railroad line (premises) covered by the Retained Easement described hereinabove or
subsequent thereto in the event of any continued possession of the Premises, or in the
event the certificate fails to comply with the insurance company quality or coverage
requirements hereof, such failure may be treated by STATE as a default by RAILROAD.
In the event of such default, STATE shall have the right (but not the obligation) to
purchase and maintain such policy for the account of RAILROAD, and if STATE does so
and gives notice thereof to RAILROAD, then RAILROAD shall be obligated to pay
STATE the amount of the premium applicable to such policy within ten (10) days
following any such notice from STATE. Any failure of RAILROAD to make such
payment to STATE, shall be a breach of a provision of this Conveyance Agreement
entitling STATE to any legal remedy available other than termination of the Retained
Easement.
Release of Claims. STATE hereby releases RAILROAD and RAILROAD hereby
releases the members of the Transportation Commission, STATE and STATE's
employees and contractors from any and all claims or demands for damages, loss expense
or injury to the Premises, to the Improvements, or to any other property of either STATE
or RAILROAD, as the case may be, which is caused by or result from perils, events or
happenings that are the subject of insurance carried by the respective parties and in force
at the time of any such loss; provided, however, that such waiver is effective only to the
extent permitted by the insurance covering such loss and to the extent such insurance is
not prejudiced thereby or the expense of such insurance is not thereby increased.
Prevention of Pollution. RAILROAD will prevent pollution of air, soil and water in, on,
under and around the Premises during the time period of the Retained Easement, all other
times before and after being the responsibility of STATE pursuant to the "as is" language
of the Relocation Agreement and Quit Claim Deed. Except for very minor releases or
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very minor discharges of hazardous, toxic or otherwise harmful substances that are of a
type normally associated with the day-to-day operations of a railroad (such as minor
dripping of oil, fuel or grease from locomotives or railcars consistent with normal
operations), RAILROAD, at its sole cost and expense, shall take any and all corrective
action deemed necessary or desirable by the STATE, and as required by any applicable
federal, State, municipal and other laws, codes, ordinances, rules and regulations to
cleanup, remove and abate any and all soil contamination, groundwater contamination or
any other contamination of the Premises caused directly or indirectly by any release or
discharge of any hazardous, toxic or otherwise harmful substances in, on, under and
around the Premises by RAILROAD and/or RAILROAD's employees, agents,
representatives, contractors, permittees, invitees or any other persons occupying the
Premises or any portion thereof by, through, or under RAILROAD, or released due to an
accident involving RAILROAD's operations and third parties, regardless of fault or
cause. In the event RAILROAD, RAILROAD's employees, agents, representatives,
contractors, permittees, invitees or any other person occupying the Premises or any
portion thereof by, through or under RAILROAD, brings or disposes of any hazardous,
toxic or otherwise harmful substances onto or within the Premises, during the time period
of the Retained Easement, (other than those normally used in the day-to-day operations of
a railroad) RAILROAD AGREES TO INDEMNIFY STATE FROM AND AGAINST
ANY AND ALL CLAIMS, SUITS, COSTS, CAUSES OF ACTION, LOSSES AND
ALL OTHER DAMAGE AND EXPENSE (INCLUDING THE COST OF DEFENDING
AGAINST ALL OF THE AFORESAID) WHETHER THE AFORESAID ARE MADE
BY RAILROAD, RAILROAD'S EMPLOYEES, AGENTS, REPRESENTATIVES OR
BY TEMD PARTIES, WITHOUT LMT AND WITHOUT REGARD TO THE
CAUSE OR CAUSES THEREOF OR THE NEGLIGENCE OF ANY PARTY OR
PARTIES, ON ACCOUNT OF CLEANUP ABATEMENT AND/OR DISPOSAL
COSTS, FINES AND/OR PENALTIES INCURRED OR CHARGED DUE TO THE
PRESENCE OF SUCH, HAZARDOUS TOXIC OR OTHERWISE HARMFUL
SUBSTANCES, PROPERTY DAMAGE AND/OR PERSONAL INJURY SUSTAINED
OR ALLEGED TO HAVE BEEN SUSTAINED BY ANY PERSON OR PERSONS
AND THE COST OF REMOVNG ANY LIEN PLACED ON THE PREMISES.
RAILROAD'S INDEMNITY HEREUNDER INCLUDES, BUT IS NOT LIMITED TO,
ANY NEGLIGENT ACT OR OMISSION OF RAILROAD, RAILROAD'S
EMPLOYEES, AGENTS AND/OR REPRESENTATIVES, OR ANY OTHER PERSON
OCCUPYING THE PREMISES, OR ANY PORTION THEREOF, BY, THROUGH OR
UNDER RAILROAD. RAILROAD'S INDEMNITY HEREUNDER SHALL SURVIVE
ANY TERMINATION OF THIS AGREEMENT.
With respect to any improvements located upon the Property, title to which is to be
acquired by STATE, the RAILROAD shall make every reasonable effort to keep such
improvements in good repair and shall exercise such diligence as may be necessary to
protect same from damage.
The RAILROAD agrees that STATE's employees or agents may make inspections of the
Property from time to time, and that STATE will be notified at the time the RAILROAD
vacates the Property.
CONVEYANCE AGREEMENT PAGE 10 .
S0087703
ARTICLE 12. Relocation Expenses: The STATE will provide relocation assistance to
the RAILROAD as may be determined to be eligible under the State of Texas Relocation
Assistance Program. RAILROAD hereby acknowledges receipt of brochure entitled
"Relocation Assistance."
ARTICLE 13. Relocation of Utilities: RAILROAD acknowledges that the STATE will,
in anticipation of construction of the East-West Freeway, be relocating certain utilities
that are within the Old Right of Way during that period of time prior to relocation to the
New Right of Way in which the RAILROAD continues to operate on the Old Right of
Way. RAILROAD will cooperate with STATE and STATE will make every effort to
schedule utility relocation activities so as not to interfere with operation of the Railroad.
In addition, RAILROAD acknowledges that it will be necessary for the STATE to mow
the areas near the tracks. RAILROAD will cooperate with STATE and STATE will
make every effort to schedule mowing activities so as not to interfere with operation of
the RAILROAD.
STATE will endeavor to give at least five (5) days advance notice RAILROAD's general
manager or his authorized representative of intent to perform such work. Said work shall
be performed in such a manner and at such times as shall not endanger or interfere with,
hinder, interrupt or delay the operations of Railroad's trains, engines, cars and other
railroad facilities at said location. No materials, tools or equip shall be stored any closer
than ten (10) feet of the centerline of any track. The regulations of RAILROAD, and the
instruction of its General Manager, or his authorized representative shall be strictly
complied with, relating to the proper manner of protecting the tracks, pipelines, wire
lines, signals, and all other property at said location, the traffic moving on such tracks;
and the removal of tools, equipment and materials. Additionally, STATE will adhere to
the requirements of the American Railway Engineering Association or its successors as
such relate to the relocation of the utilities.
STATE will, to the extent permitted by the Constitution and laws of the State of Texas,
reimburse RAILROAD for any and all loss or destruction of, or any damage to
RAILROAD's property, including property in its custody and control, caused or
contributed to in any manner by the acts or omissions of the State, its sub -contractors, or
its or their agents, servants or employees. STATE at its expense, shall maintain
competent flagmen to protect and control the movement of vehicles and equipment of the
State at all times while private crossings over the tracks of RAILROAD are being used
by the State, its sub -contractor, its or their agents, servants and employees, in connection
with the utility relocations and/or mowing. STATE will cause all subcontractors of
STATE, to provide RAILROAD with indemnification for the actions of such
subcontractors related to the utility relocation and/or mowing and will cause such
subcontractors to provide railroad protective liability insurance coverage issued by
companies licensed by the Texas Department of Insurance, endorsed to include
RAILROAD as an additional insured, in a minimum amount of $5,000,000.00 each
CONVEYANCE AGREEMENT PAGE 11
50087703
occurrence; $5,000,000.00 general aggregate, which insurance policy shall insure against
bodily injury, death and property damage and shall include coverage for Premises and
operations.
ARTICLE 14. Representations and Warranties.
A. RAILROAD represents that it is a corporation duly organized, validly
existing, and in good standing under the laws of the State of Texas and is
qualified to carry on its business in the State of Texas. RAILROAD
represents that it has the corporate power to enter into and perform this
Agreement and all other activities contemplated hereby, and that execution,
delivery, and performance of this Agreement and the activities contemplated
hereby have been duly and validly authorized by all the requisite corporate
action on the part of the RAILROAD. A copy of said resolution is attached as
Exhibit "G" and incorporated herein as if fully set forth. RAILROAD further
represents that this Agreement constitutes legal, valid and binding obligations
of the RAILROAD and is enforceable in accordance with the terms thereof.
B. CITY represents that it is a municipal corporation, incorporated under the
laws of the state of Texas, with the power to enter into and perform this
Agreement and all other activities contemplated hereby, and that execution,
delivery, and performance of the Agreement and the activities contemplated
hereby have been duly and validly authorized by the City Council of the City
of Lubbock, Texas. A copy of said resolution is attached as Exhibit "H" and
incorporated herein as if fully set forth. CITY further represents that this
Agreement constitutes legal, valid and binding obligations of the CITY and is
enforceable in accordance with the terms thereof.
C. STATE represents that it is a body politic acting by and through the -Texas
Department of Transportation and certifies that this Agreement is being
executed for the purpose and effect of activating and/or carrying out the
orders, established policies, or work programs theretofore approved and
authorized by the Texas Transportation Commission. A copy of Minute Order
88,793, dated May 25, 1989, is attached as Exhibit' P' and incorporated herein
as if fully set forth.
ARTICLE 15. Entire Understanding. This agreement contains the. entire understanding
between the parties hereto and no modification of this agreement shall be valid until it is
agreed upon by all parties in writing.
ARTICLE 16. Conflicting Terms. If the terms of this Agreement conflict with previous
agreements among the parties, the terms of this Agreement shall prevail.
Article 17. Survival of Covenants. Any of the representations, warranties, covenants,
and agreements of the parties, as well as any rights and benefits of the parties, pertaining
to a period of time following the closing of the transactions contemplated hereby shall
survive the closing and shall not be merged therein.
CONVEYANCE AGREEMENT PAGE 12
50087703 _
IN TESTIMONY WHEREOF, the RAILROAD and the City have executed
duplicate counterparts of this Conveyance and Occupancy Agreement on the dates
indicated.
CI1
Date— A49
em
WEST TEXAS & LUBBOCK
RAILROAD CO., INC.
BY �V t v►. ft<..s : °A1 -
(name) (title) IfJr. k
Date tv (zrl o
AT ST- APPROVED AS TO FORM:
• � oY
a ie Darnell, City Se etary Rhonda G. JolleytAttornep for Railroad
APPROVED AS TO CONTENT,
EXECUTION OMMENDED:
chard Burdine, Assistant City Manager
AS TO CONTENT,
CarJV. Utley, P.E., District
Texas Department of Trans
CONVEYANCE AGREEMENT
50087703
STATE OF TEXAS
DEPARTMENT OF TRANSPORTATION
Certified as being executed for the purpose
and effect of activating and/or carrying out
out the orders, established policies, or work
programs heretofore approved and
authorized by the Texas Transportation
Commission.
By: adj ,
Charles W. Heald, P.E.
Executive Director, State of Texas
Department of Transportation
Date: a - Z?- Ze8 o
PAGE 13
Resolution No. 2000-80186
June 20, 2000
Item No. 85
Exhibit List:
A - Quitclaim Deed
B - Property Description
C — City/Railroad Agreement with Amendment
D — City/State Agreement with Amendments
E - Escrow Agreement (BNSF)
F - Escrow Agreement (Release of Easement)
G - Corporate Resolution of WTLR
H - Lubbock City Council Resolution
I - Minute Order 88,793 dated May 25, 1989
CONVEYANCE AGREEMENT PAGE 14
S0087703
EXHIBIT
QUITCLAIM DEED
THIS QUITCLAIM DEED, made this day of , 2000, between WEST TEXAS &
LUBBOCK RAILROAD CO., INC., a Texas corporation, whose mailing address for the purpose of this
document is 5300 Broken Sound Blvd., N.W., Boca Raton, Florida 33487, hereinafter called "Grantor",
and THE STATE OF TEXAS, hereinafter called "Grantee";
(Wherever used herein, the terms "Grantor" and "Grantee" may be
construed in the singular or plural as the context may require or admit, and
for purposes of exceptions, reservations and/or covenants, shall include the
successors and assigns of corporations).
Grantor, for and in consideration of the sum of TEN DOLLARS AND NO/100 U.S. DOLLARS
($10.00), and other valuable consideration, the receipt of which is hereby acknowledged, does hereby
RELEASE, DEMISE and forever QUITCLAIM to Grantee all of its right, title and interest owned at the
time of this conveyance, both at law and in equity, in and to a portion of Grantor's line of railroad known
as the "West Texas And Lubbock Railroad", described as follows:
That certain right-of-way and real property situated, lying and being all in the County of
Lubbock, State of Texas, which was conveyed by Seagraves, Whiteface and Lubbock Railroad
Corporation to Grantor by deed dated October 30, 1995, and recorded in Volume 5007, Page 207
of the Official Public Records of Lubbock, County, Texas and more fully described by metes and
bounds description in Exhibit "A" attached hereto and made a part hereof for all purposes (the
"Property").
SAVE AND EXCEPT: the exclusive easement to conduct freight railroad operations on
the Property, including the right to operate trains, locomotives, railcars, and rail equipment. This
easement includes all rights and obligations of Grantor under federal law to conduct common
carrier freight service on the Property. The easement also includes a right of entry over the
Property for any of Grantor's employees, agents or representatives, machinery, vehicles or
equipment necessary or convenient for the purposes of inspecting the Property, clearing any
derailments or wrecks of railroad trains or otherwise conducting rail freight service over the
Property.
The easement shall remain in full force and effect until the last to occur of the following:
a. STP approval to discontinue rail operations on the Property;
b. Fulfillment of the obligations of the Grantee and the City of Lubbock pursuant to the terms of
the Agreement for the Relocation of a Portion of the Seagraves, Whiteface and Lubbock
Railroad for the Construction of a Controlled Access Highway Facility, dated, -on or about
March 8, 1991, as amended on June 20, 2000 ("Relocation Agreement"); and completion of the
"New Facilities" as defined therein; and
c. STB approval to commence rail operations on the "New Right -of -Way" as defined in the
Relocation Agreement.
The Grantor and Grantee agree that the easement granted to the Grantor herein shall be for the
Grantor's benefit exclusively, and the Grantor and Grantee acknowledge that said easement
hereunder shall be for the sole benefit of the Grantor and that no payment has been made or is to be
50085562
made to Grantee for use of the Property and that any attempt to assign such benefit (other than an
assignment to another railroad, which assignment is expressly permitted), or to lease, rent, sublet,
or in any manner suffer or permit occupancy of the Property or improvements thereon by a third
party (other than third parries all ready in possession of or using the Property at the time of the
execution of the Quitclaim Deed) shall automatically terminate the easement, and Grantee shall
then have immediate right of possession.
hereinafter collectively designated the "Quitclaim Property";
TOGETHER WITH all buildings, structures and improvements on the Quitclaim Property,
including any and all ballast, tracks, rails, ties, switches, crossings, bridges, trestles, culverts, signals,
crossing protection devices, radio antennae, communication lines, poles and loading platforms affixed as of
the date of this deed to the Quitclaim Property, and all and singular the rights, alleys, ways, waters,
privileges, hereditaments and appurtenances to the Quitclaim Property belonging or in any way incident or
appertaining (other than excepted or reserved herein), including rights to cross any streets adjacent to the
Quitclaim Property in which Grantor may have a right or rights, subject to Grantor's right to salvage certain
improvements as described in the Relocation Agreement, as amended.
SUBJECT TO easements, rights -of -ways, and prescriptive rights, whether of record or not; all
presently recorded restrictions, reservations, covenants, conditions, oil and gas leases, mineral
severances, and other instruments, other than liens and conveyances, that affect the Quitclaim Property;
rights of adjoining owners in any walls and fences situated on a common boundary; any discrepancies,
conflicts, or shortages in area or boundary lines; any encroachments or overlapping of improvements,
whether of record or not, INCLUDING BUT NOT LIMITED TO:
1. Terms and conditions of license agreement between Panhandle and Santa Fe Railway Company
and Lubbock County for public road, as shown by instrument recorded in Volume 507, Page 214,
Deed Records of Lubbock County, Texas.
2. Terms and conditions of license agreement between Panhandle and Santa Fe Railway Company
and Lubbock County for public road, as shown by instrument recorded in Volume 799, Page 317,
Deed Records of Lubbock County, Texas.
3. All of the oil, gas, and other minerals, in, on and under the property, previously reserved by
instrument recorded in Volume 3313, Page 275, Real Property Records of Lubbock County,
Texas.
4. Easement reserved by The Atchison, Topeka and Santa Fe Railway Company (ATSF), a
Delaware corporation, by instrument recorded in Volume 3313, Page 275, Real Property Records
of Lubbock County, Texas.
5. Terms and conditions of Lease Option Agreement, dated September 30, 1987, between The
Atchison Topeka and Santa Fe Railway Company, a Delaware corporation, and Santa Fe Energy
Company, a Texas corporation, recorded in Volume 3321, Page 47, Deed Records of Lubbock
County, Texas.
50085562
6. Portions of subject property have been dedicated as follows:
a. Lot One (1), DOUR Addition to the City of Lubbock, Lubbock County, Texas,
according to the Map, Plat and/or Dedication Deed thereof, recorded in Volume 792,
Page 555, Deed Records of Lubbock County, Texas.
b. Lot Two (2), DOUD Addition to the City of Lubbock, Lubbock County, Texas,
according to the Map, Plat and/or Dedication Deed thereof, recorded in Volume 900,
Page 341, Deed Records of Lubbock County, Texas.
C. Lots One (1) and Two (2), LEHMAN Addition to the City of Lubbock, Lubbock County,
Texas, according to the Map, Plat and/or Dedication Deed thereof, recorded in Volume
854, Page 101, Deed Records of Lubbock County, Texas.
d. Lots One (1) and Two (2), YOUNG Addition to the City of Lubbock, Lubbock County,
Texas, according to the Map, Plat and/or Dedication Deed thereof, recorded in Volume
896, Page 473, Deed Records of Lubbock County, Texas.
7. Subject to the following matters shown on plat of Survey, dated March 15, 2000, by GARY D.
WILSON, Registered Professional Land Surveyor (Sheet number following each item listed
below refers to sheet number on Sheet Index for play of Survey):
a. Thirty Foot (30') utility and access easements, overhead electrical lines, gas lines, gas
riser, telephone box.
b. Overhead electrical lines, telephone lines, anchors, gas lines, underground telephone
line, light pole.
C. Overhead electrical lines, thirty foot (30') utility and access easement.
d. Underground telephone line, overhead electrical lines, anchors.
e. Underground telephone lines, water lines, billboard lease, overhead electrical lines, gas
lines, overhead telephone lines.
f. Overhead telephone lines, four inch (4") sewer line and cleanout, overhead electrical
lines.
g. Overhead telephone lines, septic tanks, overhead electrical lines, ten foot (10') electrical
line easement.
h. Sanitary sewer line, sewer manhole, overhead telephone line, gas line overhepd electrical
lines, solar panel.
i. Overhead telephone lines, overhead electric lines, City of Lubbock sewer line, guy poles
and guy anchors, cable television line, twenty foot (20') utility easement.
j. Overhead electric line, overhead telephone lines, meter pole, water line, valve, manhole,
City of Lubbock sanitary sewer line, cable television line.
50085562
k. Overhead telephone lines, overhead electric lines, anchors, meter pole, control box.
1. Overhead telegraph lines, drainage ditch, overhead electric lines, gas mater, gas line,
overhead telephone line, guy pole and anchor, culvert, sanitary sewer line, water line,
underground telephone line, telephone manhole, water valve, gas sign, cable television
lines, light pole.
M. Water lines, overhead electric line, anchors, manhole, guy pole, overhead telegraph
lines, overhead electric line, water valve, gas line, gas meter, gas regulator, light pole,
culvert.
n. Water line, overhead electric line, sewer line, sewer manhole, anchors.
o. Water lines, sanitary sewer line, overhead electric lines, underground telephone line,
sewer manholes, overhead telephone line.
P. Overhead electric lines, gas lines, gas riser, water lines, sanitary sewer line, underground
telephone line, anchors, sewer manhole.
q. Fiber optic cables, underground telephone lines, overhead electric lines, telephone
manholes, water lines, sanitary sewer lines, sewer manholes, cable television lines,
culvert, light poles.
r. Overhead electric lines, sanitary sewer lines, overhead telephone line, gas lines, anchor,
sewer manholes, light poles, water valve, gas valve, water lines, monitor wells.
S. Underground telephone line, monitor well, sanitary sewer lines, gas lines, sewer
manhole.
t. Underground telephone line, concrete drainage ditch, concrete drainage outlet, sewer
line, water line, monitor well.
U. Overhead telegraph lines, anchor, anchor pole, gas line.
V. Underground electric lines, underground telephone line, gas line, overhead telegraph
line, vent pipes, culverts, light pole, overhead electric lines, water lines, sanitary sewer
line, concrete dip, pump control cable, unknown conduits, time & temperature cable.
W. Overhead telegraph line, overhead electric line, guy pole.
X. Underground electric line, overhead electric line, overhead telegraph line.
Y. Overhead telegraph line, overhead telephone line, gas lines, sewer manhole, sanitary
sewer lines, water line, culverts, underground telephone line, underground electric line.
Z. Overhead electric lines, sanitary sewer lines, sewer manholes, overhead telephone line,
water lines, gas line.
aa. Overhead electric lines, sanitary sewer lines, water lines, gas line, brace pole, anchors,
underground telephone lines, sewer manhole.
S0085562
For the consideration Grantor quitclaims to Grantee all of Grantor's right, title, and interest in
and to the Quitclaim Property, to have and to hold it to Grantee, Grantee's successors, or assigns forever.
Neither Grantor nor Grantor's successors, or assigns shall have, claim, or demand any right or title to the
Quitclaim Property or any part of it.
Grantor hereby specifically disclaims any warranty, guaranty, or representation, oral or
written, past, present or future, of, as to, or concerning (i) the nature and condition of the Quitclaim
Property, including but not by way of limitation, the water, soil, geology and the suitability thereof,
and of the Quitclaim Property, for any and all activities and uses which Grantee may elect to conduct
thereon, income to be derived therefrom or expenses to be incurred with respect thereto, or any
obligations or any other matter or thing relating to or affecting the same; (ii) the manner of
construction and condition and state of repair or lack of repair of any improvements located thereon;
(iii) the nature and extent of any easement, right-of-way, lease, possession, lien, encumbrance, license,
reservation, condition or otherwise; and (iv) the compliance of the Quitclaim Property or the operation
of the Quitclaim Property with any laws, rules, ordinances, or regulations of any government or other
body. GRANTOR HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATIONS,
WARRANTIES OR COVENANTS OF ANY KIND OR CHARACTER WHATSOEVER, WHETHER
EXPRESS OR IMPLIED, WITH RESPECT TO THE QUALITY OR CONDITION OF THE
QUITCLAIM PROPERTY, THE SUITABILITY OF THE QUITCLAIM PROPERTY FOR ANY
AND ALL ACTIVITIES AND USES WHICH GRANTEE MAY CONDUCT THEREON,
COMPLIANCE BY THE QUITCLAIM PROPERTY WITH ANY LAWS, RULES, ORDINANCES
OR REGULATIONS OF ANY APPLICABLE GOVERNMENTAL AUTHORITY OR
HABITABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND
SPECIFICALLY, GRANTOR DOES NOT MAKE ANY REPRESENTATIONS REGARDING
HAZARDOUS WASTE, AS DEFINED BY THE LAWS OF THE STATE OF TEXAS AND ANY
REGULATIONS ADOPTED PURSUANT THERETO OR THE U.S. ENVIRONMENTAL
PROTECTION AGENCY REGULATIONS AT 40 C.F.R., PART 261, OR DISPOSAL OF ANY
HAZARDOUS WASTE OR ANY OTHER HAZARDOUS OR TOXIC SUBSTANCES IN OR ON
THE QUITCLAIM PROPERTY. GRANTEE agrees to accept the Quitclaim Property in its present AS
IS, WHERE IS and WITH ALL FAULTS.
GRANTEE ACKNOWLEDGES AND AGREES THAT GRANTEE IS EXPERIENCED IN
THE OWNERSHIP, DEVELOPMENT AN/OR OPERATION OF PROPERTIES SIMILAR TO THE
QUITCLAIM PROPERTY AND THAT GRANTEE HAS INSPECTED THE QUITCLAIM
PROPERTY TO ITS SATISFACTION AND IS QUALIFIED TO MAKE SUCH INSPECTION.
GRANTEE ACKNOWLEDGES THAT IT IS FULLY RELYING ON GRANTEE'S (OR
GRANTEE'S REPRESENTATIVES') INSPECTIONS OF THE QUITCLAIM PROPERTY AND
NOT UPON ANY STATEMENT (ORAL OR WRITTEN) WHICH MAY HAVE BEEN MADE OR
MAY BE MADE (OR PURPORTEDLY MADE) BY GRANTOR OR ANY OF ITS
REPRESENTATIVES. GRANTEE ACKNOWLEDGES THAT GRANTEE HAS (OR GR*ANTEE'S
REPRESENTATIVES HAVE), THOROUGHLY INSPECTED AND EXAMINED THE QUITCLAIM
PROPERTY TO THE EXTENT DEEMED NECESSARY BY GRANTEE IN ORDER TO ENABLE
GRANTEE TO EVALUATE THE CONDITION OF THE QUITCLAIM PROPERTY AND ALL
OTHER ASPECTS OF THE QUITCLAIM PROPERTY (INCLUDING, BUT NOT LIMITED TO,
THE ENVIRONMENTAL CONDITION OF THE QUITCLAIM PROPERTY); AND GRANTEE
ACKNOWLEDGES THAT GRANTEE IS RELYING SOLELY UPON ITS OWN (OR ITS
REPRESENTATIVES') INSPECTION, EXAMINATION AND EVALUATION OF THE
QUITCLAIM PROPERTY. GRANTEE HEREBY EXPRESSLY ASSUMES ALL RISKS,
S0085562
LIABILITIES, CLAIMS, DAMAGES AND COSTS (AND AGREES THAT GRANTOR SHALL
NOT BE LIABLE FOR ANY SPECIAL, DIRECT, INDIRECT, CONSEQUENTIAL, OR OTHER
DAMAGES) RESULTING OR ARISING FROM OR RELATED TO THE OWNERSHIP, USE,
CONDITION, LOCATION, MAINTENANCE, REPAIR OR OTHER DAMAGES) RESULTING OR
ARISING FROM OR RELATED TO THE OWNERSHIP, USE, CONDITION, LOCATION,
MAINTENANCE, REPAIR OR OPERATION OF THE QUITCLAIM PROPERTY ATTRIBUTABLE
TO THE PERIOD FROM AND AFTER THE DATE OF THIS QUITCLAIM DEED. GRANTEE
ACKNOWLEDGES THAT ANY CONDITION OF THE QUITCLAIM PROPERTY THAT
GRANTEE DISCOVERS OR DESIRES TO CORRECT OR IMPROVE PRIOR TO OR AFTER THE
DATE OF THIS QUITCLAIM DEED SHALL BE AT GRANTEE'S SOLE EXPENSE. GRANTEE
EXPRESSLY WAIVES (TO THE EXTENT ALLOWED BY APPLICABLE LAW) ANY CLAIMS
UNDER FEDERAL, STATE OR OTHER LAW THAT GRANTEE MIGHT OTHERWISE HAVE
AGAINST GRANTOR RELATING TO THE USE, CHARACTERISTICS OR CONDITION OF THE
QUITCLAIM PROPERTY.
IN WITNESS WHEREOF, WEST TEXAS & LUBBOCK RAILROAD COMPANY, INC.,
pursuant to due corporate authority, has caused its name to be signed hereto by its officers hereunto duly
authorized and its corporate seal, duly attested, to be hereunto affixed.
SIGNED, SEALED and DELIVERED WEST TEXAS & LUBBOCK RAILROAD
in the presence of: COMPANY, INC.
LM
President
ATTEST:
Secretary
STATE OF TEXAS §
COUNTY OF BEXAR §
(SEAL)
This instrument was acknowledged before me on this the # day of
2000 by , of West Texas
& Lubbock Railroad Company, Inc., a Texas corporation, on behalf of said corporation.
(SEAL) Notary Public, State of Texas
S0085562
S0085562
I . I. 7 I, i.
WILSON SURVEYING CO. INC.
Registered Professional Land Surveyors
Global Positioning System Surveyors
TEXAS • NEW MEXICO • ARIZONA • NEVADA • UTAH
County:
Lubbock
Account No:
8005-01-20
CSJ No:
0380-01-053
Highway No:
U.S. 82
Parcel No:
IRR
Grantor: West Texas and Lubbock Railroad Company, Inc.
EXHIBIT "A"
Being 37.035 hectares (91.515 acres) of land out of Sections 35, 36 & 37, Block A -K, Sections
1, 2, 5 & 6, Block E-2, Sections 15 & 17, Block B and Sections 19 & 20, BIock A, which tract of
land was conveyed by the Seagraves, Whiteface and Lubbock Railroad to the West Texas and
Lubbock Railroad by Deed dated October 30, 1995 and recorded in Volume 5007, Page 207, of
the Official Real Property Records of Lubbock County, Texas, of which said 37.035 hectares
(91.515 acres) of land is more particularly described as follows:
BEGINNING at a %s" Iron Rod, set for the beginning corner of this parcel, whence the Northeast
comer of said Section 35, Block -A-K bears South 87038'25" East, 150.690 meters (494.39 feet)
and North 02°22'15" East, 709.301 meters (2327.10 feet);
(1) THENCE North 56016'50" East, 19.818.meters (65.02 feet) to a %:" Iron Rod with Cap,
set for the Southwest corner of a 3.048 meters (10.00 feet) construction and overhead electrical
easement and for a corner of this parcel;
(2) THENCE North 5601750" East, 166.628 meters (546.68 feet) to a '/z" Iron Rod with
Cap, set for a corner of this parcel;
(3) THENCE South 02°22'14" West, 9.431 meters (30.94 feet) to a '/Z' Iron Rod with Cap,
set for a corner of this parcel;
(4) THENCE North 56016'10" East, 550.570 meters (1806.33 feet) to a '/Z" Iron Rod with
Cap, set for a corner of this parcel;
PAR L DOC
(806) 792-4731 • Fax (806) 792-1646 9 3330 70th Street, Suite 201 a Lubbock, Texas 79413
• . WILSON SURVEYING CO. INC.
Registered Professional Land Surveyors
Global Positioning System Surveyors
TEXAS • NEW MEXICO • ARIZONA • NEVADA • UTAH
(S) THENCE North 33°4351" West, 7.620 meters (25.00 feet) to a %2" Iron Rod with Cap,
set for a corner of this parcel;
(6) THENCE North 56016'08" East, 451.349 meters (1480.80 feet) to a ''/2" Iron Rod with
Cap, set for a corner of this parcel;
(7) THENCE South 02021'40" West, 9.434 meters (30.95 feet) to a %2" Iron Rod with Cap,
set for a comer of this parcel;
(8) THENCE North 560 1 T04" East, 49.475 meters (162.32 feet) to a '/2" Iron Rod, set for
the T.S. (Tangent to Spiral ) of a spiral curve to the left, and a corner of this parcel;
(9) THENCE Northeasterly along the arc of a spiral curve to the left, an arc distance of
27.697 meters (90.87 feet) to a %2" Iron Rod, set for the S.C. (Spiral to Circular) of said spiral
curve and for a corner of this parcel, said curve has a radius of 271.971 meters (892.29 feet) and
a chord that bears North 53°22'01" East, 27.685 teeters (90.83 feet);
(10) THENCE Northeasterly, along the arc of a circular curve to the left, an arc distance of
100.130 meters (328.51 feet) to a. %" Iron Rod, set for a corner of this parcel, said circular curve
has a radius of 217.777 meters (714.49 feet) and a chord that bears North 37°16'40" East, 99.252
meters (325.63 feet);
(11) THENCE South 371133100" East, 7.364 meters (24.16 feet) to a %z" Iron Rod, set for a
corner of this parcel;
(12) THENCE North 5202700" East, 71.960 meters (236.09 feet) to a '/2" Iron Rod, set for
the P.C. of a curve to the right and a comer of this parcel;
(13) THENCE Northeasterly, along the arc of a curve to the right, an arc distance of 58.733
meters (192.69 feet) to a'/2" Iron Rod, set for a corner of this parcel, said curve has a radius of
882.140 meters (2894.15 feet) and a chord that bears North 54°21 "27" East, 58.722 meters
(192.66 feet); #
(14) THENCE North 56015'53" East, 60.978 meters (200.06 feet) to a'/2" Iron Rod, set for
the P.C.'of a curve to the right and for a corner of this parcel;
2
PAR 1.DOC
(806) 792-4731 • Fax (806) 792-1646 * 3330 70th Street, Suite 201 • Lubbock, Texas 79413
• • WILSON SURYING CO. INC.
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(15) THENCE Northeasterly, along the arc of a curve to the right, an arc distance of 102.371
meters (335.86 feet) to a'/z" Iron Rod, set for a corner of this parcel, said curve has a radius of
1173.285 meters (3849.35 feet) and a chord that bears North 58°45'52" .East, 102.339 meters .
(335.76 feet);
(16) THENCE North 61 ° 15'50" East, 216.472 meters (710.21 feet) to a %Z" Iron Rod, set for
the P.C. of a curve to the left and for a corner of this parcel;
(17) THENCE Northeasterly, along the arc of a curve to the left, an arc distance of 50.039
meters (164.17 feet) to a %i" Iron Rod, set for a corner of this parcel, said curve has a radius of
1155.276 meters (3790.27 feet) and chord that bears North 60°01'23" East, 50.036 meters
(164.16 feet);
(18) THENCE North 53054'28" East, 7.730 meters (25.36 feet) to a '/s" Iron Rod with Cap,
set for the Southeast corner of Lot 3, Santa Fe Park Addition and in the West Right -of -Way line
of 45th Street for a corner of this parcel;
(19) THENCE North 62°18'35" East, 22.784 meters (74.75 feet) to a 2" Iron Pipe, found for
the Southwest corner of Lot 2, Santa Fe Park Addition, and in the East Right -df -Way line of said
45th Street, for a corner of this parcel;
(20) THENCE North 62006'40" East, along the South line of Lot 2, Santa Fe Park Addition,
11.503 meters (37.74 feet) to a 2" Iron Pipe, found for a corner of said Lot 2, Santa Fe Park
Addition and a corner of this parcel;
(21) THENCE North 3304346" West, 11.735 meters (38.50 feet) to a 2" Iron Pipe, found for
an interior corner of said Lot 2, Santa Fe Park Addition and a corner of this parcel;
(22) THENCE North 5601642" East, 309.609 meters (1015.78 feet) to a 5/8" Iron Rod, found
for the Southwest corner of Lot 1-A, S.W.P.S. Addition and the Northwest corner of Lot 2, Doud
Addition, for a corner of this parcel;
PARLDOC
3
(806) 792-4731 • Fax (806) 792-1646.3330 70th Street, Suite 201 • Lubbock, Texas 79413
• . WILSON SURVEYING CO. INC.
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(23) THENCE North 56016'04" East, along the South line of said Lot 1-A, S.W.P.S. Addition,.
and the North line of Lot 2, Doud Addition, at 199.835 meters (655.63 feet) pass a '/z" Iron Rod
with Cap, set for the Northeast corner of Lot 2, Doud Addition, continuing along the South line
of said Lot I -A, S.W.P.S., for a total distance of 438.669 meters (1439.20 feet) to a'/z" Iron Rod
with Cap, set for the Southeast corner of said Lot 1-A, S.W.P.S. Addition, the Southwest corner
of Lot 2, L.I.S.D. Farm and a corner of this parcel;
(24) THENCE North 5601741" East, along the South line of Lot 2, L.I.S.D. Farm, 166.451
meters (546.10 feet) to a'/z" Iron Rod with Cap, set for an interior corner of said Lot 2, L.I.S.D.
Farm and a corner of this parcel;
(25) THENCE South 33 °4436" East, 15.240 meters (50.00 feet) to a '/Z" Iron Rod with Cap,
set for a corner of said Lot 2, L.I.S.D. Farm and a corner of this parcel;
(26) THENCE North 56015'15" East, along the South line of said Lot 2, L.I.S.D. Farm,
97.518 meters (319.94 feet) to a '/z" Iron Rod, set for the Southeast comer of said Lot 2 and the
Southwest corner of Lot 1, L.I.S.D. Farm and a corner of this parcel;
(27) THENCE North 56015'17" East, along the South line of said Lot 1, L.I.S.D. Farm,
292.589 meters (959.94 feet) to a %s" Iron Rod, found at the Southeast corner of said Lot 1 and a
corner of this parcel;
(28) THENCE North 561,1631" East, along the South line of a 20 foot alley on the South side
of Sagemont Addition, Willowick Addition, Howard and Garlington Addition, and crossing
Slide Road Right -of -Way, a distance of 928.343 meters (3045.74 feet) to a '/z" Iron Rod with
Cap, set on the intersection of the East Right -of -Way line of Slide Road and the South Right -of -
Way line of Santa Fe Drive, for the Northwest corner of Lot 2, Young Addition and a corner of
this parcel;
(29) THENCE North 56°14'47" East, along the South line of Santa Fe Drive and the North
line of Lot 2, Young Addition at 240.428 meters (788.80 feet) pass a '/z" Iron Rod with Cap, set
for the Northeast corner of said Lot 2 and the Northwest corner of Lot 1, Young Addition,
continuing for a total distance of 286.148 meters (938.80 feet) to a'/Z" Iron Rod with Cap, set for
the Northeast corner of said Lot 1, Young Addition and a corner of this parcel;
PAR l . DOC
4
(806) 792-4731 - Fax (806) 792-1646.3330 70th Street, Suite 201 * Lubbock, Texas 79413
• . WILSON SURVEYING CO. INC.
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(30) THENCE North 5602245" East, continuing along the South Right -of -Way line of Santa
Fe Drive and crossing 29th Drive Right -of -Way; a distance of 40.275 meters (132.13 feet) to a .
3/8" Iron Rod, found in the East Right -of -Way line of 29th Drive for the Southwest comer of Lot
305, Midway Park Addition and a corner of this, parcel;
(31) THENCE North 5601753" East, along the South line of said Lot 305, Midway Park
Addition, 196.426 meters (644.44 feet) to a %," Iron Rod with Cap, set for Southeast corner of
said Lot 305, Midway Park Addition and a corner of this parcel;
(32) THENCE North 3304328" West, 15.240 meters (50.00 feet) along the East line of said
Lot 305, Midway Park Addition to a point for the Southwest corner of Lot 306-B, Midway Park
Addition and a corner of this parcel;
(33) THENCE North 56°16'33" East, along the South line of a 15 foot alley, 262.955 meters
(862.71 feet) to a'/z" Iron Rod with Cap, set for a corner of this parcel;
(34) THENCE South 3304327" East, 15.240 meters (50.00 feet) to a '/z" Iron Rod with Cap,
set for a corner of this parcel;
(35) THENCE North 56015'52" East, along the Southeast line of a 20 foot alley on the South
side of Sherrik Home Addition, a 22.50 foot alley on the South side of Tanglewood Addition,
Crossing Toledo Avenue Right -of -Way line and continuing along the South side of a 24 foot
alley on the South Side of Block 6, Cain Terrace Addition, a distance of 938.644 meters
(3079.53 feet) to a 3/8" Iron Rod, found for the Southeast corner of Block 6, Cain Terrace
Addition, and the Southwest corner of Alexander band Addition, for a corner of this parcel;
(36) THENCE North 56013'18" East, along the South line of said 24.50 foot alley, 11.506
meters (37.75 feet) to a 3/8" Iron Rod, found for the Southeast corner of Lot 34 and the
Southwest corner of Lot 33, Alexander Land Addition and a corner of this parcel;
(37) THENCE North 56°16'36" East, along the South line of a 20 foot Utility, Garbage
Collection, and Drainage Easement on the South side of Alexander Land Addition, 100.271
meters (328.97 feet) to a '/2" Iron Pipe, found for the Southeast corner of Lot 32 and the
Southwest corner of Lot 31, Alexander Land Addition and a corner of this parcel;
PAR L DOC
5
(806) 792-4731 - Fax (806) 792-1646.3330 70th Street, Suite 201 - Lubbock, Texas 79413
• . WILSON SURVEYING CO. INC.
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(38) THENCE North 56°14'20" East, along the South line of a 20 foot Utility, Garbage.
Collection and Drainage Easement on the South side of Alexander Land Addition, 85.711 meters
(281.20 feet) to a '/2 " Iron Rod, found for the Southeast corner of the Alexander Land Addition
and a corner of this parcel;
(39) THENCE North 56° 16'10" East, 53.054 meters (174.06 feet) to a point in the East line of
Section 17, Block B and the West line of Section 15, Block B, for a corner of this parcel;
(40) THENCE North 02°21'43" East, along the East line of Section 17 and the West line of
Section 15, Block B, 4.904 meters (16.09 feet) to a point for a corner of this parcel;
(41) THENCE North 56016'10" East, 17.372 meters (57.00 feet) to a %" Iron Rod with Cap,
set in the East Right -of -Way line of Quaker Avenue, for the Southwest corner of the City of
Lubbock property, and a corner of this parcel;
(42) THENCE North 56030'58" East, along the South line of the City of Lubbock property, a
distance of 100.483 meters (329.67 feet) to a V2" Iron Rod, found for the Southeast corner of the
City of Lubbock property and. the Southwest corner of Lot 2, Block 3, John W. Jarrott
Subdivision and a corner of this parcel;
(43) THENCE North 56011'05" East, along the South line of said Lot 2, Block 3, John W.
Jarrott Subdivision, 71.186 meters (233.55 feet) to a %s' Iron Rod, found for the Southeast comer
of said Lot 2 and the Southwest corner of Lot 3, Block 3, John W. Jarrott Subdivision, for a
corner of this parcel;
(44) THENCE North 56009'49" East, along the South line of said Lot 3, Block 3, John W.
Jarrott Subdivision, 136.796 meters (448.81 feet) to a 3/8" Iron Rod, found for the Southeast
comer of said Lot 3 and the Southwest corner of Lot 1, Dora Henson Addition and a corner of
this parcel;
(45) THENCE North 56019'40" East, along the South line of an 20 foot alley, on the South
side of Lot 1, Dora Henson Addition and Lot 3, Sara Addition, a distance of 97.123 meters
(318.65 feet) to a Square Tube, found for the Southwest corner of Lot 1, Sara Addition and a
corner of this parcel;
PAR L DOC
6
(806) 792-4731 - Fax (806) 792-1646.3330 70th Street, Suite 201 * Lubbock, Texas 79413
• . WILSON SURVEYING CO. INC.
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(46) THENCE North 56°17'11" East, along the South line of said Lot 1, Sara Addition,
67.083 meters (220.09 feet) to a concrete Highway Right -of -Way Monument, found for the
Southeast comer of said Lot 1, Sara Addition, and in the existing South Right -of -Way line of
19th Street and a corner of this parcel;
(47) THENCE North 56016'10" East, 18.113 meters (59.43 feet) to a point in the North line
of Section 15, Block B and the South line of Section 2, Block E-2, for a corner of this parcel;
(48) THENCE South 87°38'32" East, along the North line of said Section 15 and the South
line of Section 2, Block E-2, 6.447 meters (21.15 feet) to a point for a corner of this parcel;
(49) THENCE North 56013'33" East, at 34.661 meters (113.72 feet) pass an "X" on concrete,
found in the North Right -of -Way line of 19th Street, for a corner of Lot 17, Block 7, C. C.
Leftwich Addition, continuing along the Southeast line of said Lot 17, at 170.035 meters (557.86
feet) pass a "X" on concrete set for the Northeast corner of said Lot 17 and the Southeast corner
of an alley, and continuing for a total distance of 176.881 meters (580.32 feet) to a 1" Iron Pipe,
found for the Northeast corner of said alley and a corner of Lot "A", C. C. Leftwich Subdivision
and a corner of this parcel;
(50) THENCE North 56° 15'27" East, along the South line of said Lot "A", 303.895 meters
(997.03 feet) to a fence post found for the Southeast corner of said Lot "A", C. C. Leftwich
Subdivision, a corner of Texas Tech University property and a corner of this parcel;
(51) THENCE North 56°15'44" East, along .the South line of said Texas Tech University
property, 1862.283 meters (6109.84 feet) to a brass cap in concrete, found for a corner of this
parcel;
(52) THENCE North 56°15'14" East, continuing along said South line of Texas Tech
University property, 356.628 meters (1170.04 feet) to a brass cap in concrete, found in the South
Right -of -Way line of 4th Street for a corner of Texas Tech University property and a corner of
this parcel;
(53) THENCE North 56°22'50" East, 62.052 meters (203.58 feet) to a 3/8" Iron Rod, found in
the North Right -of -Way line of 4th Street, for a corner of Lot B, A. W. Blankenship Addition #2,
and a corner of this parcel;
PAR LDOC
7
(806) 792-4731 • Fax (806) 792-1646.3330 70th Street, Suite 201 - Lubbock, Texas 79413
• . WILSON SURVEYING Co., INC.
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TEXAS ! NEW MEXICO • ARIZONA • NEVADA • UTAH
(54) THENCE North 56°1517" East, along the South line of said Lot B, 194.457 meters
(637.98 feet) to a 3/8" Iron Rod, found for the most Northerly Southeast corner of said Lot B and
the West Right -of -Way line of Boston Avenue and a corner of this parcel;
(55) THENCE North 56°15'09" East, along the South Right -of -Way line of Santa Fe Drive, a
distance of 536.971 meters (1761.71 feet) to a point in the East Right -of -Way line of University
Avenue, the South line of a 15 foot alley and the Northeast comer of this parcel;
(56) THENCE South 02°2246" West, 37.853 meters (124.19 feet) to a %:" Iron Rod with Cap,
set in the East Right -of -Way line of University Avenue for the Southeast corner of this parcel;
(57) THENCE South 55°4724" West, 37.882 meters (124.28 feet) to a '/2 " Iron Rod, found in
the West line of University Avenue and at the Northeast comer of F. R. Friends Addition, for a
comer of this parcel;
(58) THENCE South 56°19'51" West, 334.633 meters (1097.87 feet) to a'/2" Iron Rod, found
in the South line of 3rd Street for the Northwest corner of A. W. Blankenship Addition and a
corner of this parcel;
(59) THENCE South 56° 14'39" West, along the West line of said A. W. Blankenship
Addition, 278.286 meters (913.01 feet) to a %a" Iron Rod with Cap, set in the North Right -of -Way
line of 4th Street for the Southwest corner of said A. W. Blankenship Addition and a corner of
this parcel;
(60) THENCE South 56°15'46" West, along the North Right -of -Way line of U. S. Highway
82, 2665.439 meters (8744.86 feet) to a concrete right -of way monument found, for a corner of
this parcel;
(61) THENCE South 56°16'04" West, continuing along the North Right -of -Way line of U. S.
Highway 82, 216.341 meters (709.78 feet) to a concrete right -of way monument found, for a
corner of this parcel;
s
(62) THENCE South 56°1621" West, continuing along the North Right -of -Way line of U.S.
Highway 82, 3747.806 meters (12,295.93 feet) to a T -Rail, found for a corner of this parcel;
PAR L DOC
8
(806) 792-4731 9 Fax (806) 792-1646.3330 70th Street, Suite 201 -* Lubbock, Texas 79413
• . WILSON SURVEYING CO.' INC.
Q�
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(63) THENCE South 34011'24" East, 15.422 meters (50.60 feet) to a_T-Rail, found in the
North Right -of -Way of U. S. Highway 82, for the Northeast corner of Lot 1, Durwood Addition
and a corner of this parcel;
(64) THENCE South 56°16'36" West, along the North line of said Lot 1, 137.450 meters
(450.95 feet) to %2" Iron Rod found, for the Northwest corner of,said Lot l and the Northeast
corner of Lot 2, Durwood Addition and a corner of this parcel;
(65) THENCE South 56°01'11" West, along the North line of said Lot 2, 17.717 meters
(58.13 feet) to %: " Iron Pipe, found in the North line of said Lot 2 and a corner of this parcel;
(66) THENCE South 5600755" West, continuing along the North line of said Lot 2, 24.355
meters (79.90 feet) to 3/8" Iron Rod, found for the Northwest comer of said.Lot 2 and a corner of
this parcel;
(67) THENCE South 56016-09" West, 63.724 meters (209.07 feet) to 3/8" Iron Rod, found for
the Northeast comer of Lot 3, Doud Addition, for a corner of this parcel;
(68) THENCE South 56°13'09" West, along the North line of said Lot 3, 92.245 meters
(302.64 feet) to ''/s" Iron Rod, found for the Northwest corner of said Lot 3 and a corner of this
parcel;
(69) THENCE South 3304320" East, along .the West line of said Lot 3, 30.480. meters
(100.00 feet) to a 3/4" Iron Pipe, found in the North Right -of -Way line of U. S. Highway 82, for
a corner of this parcel;
(70) THENCE South 5601758" West, along. the North Right -of -Way line of U. S. Highway
82, at 91.267 meters (299.43 feet) pass an axle, found at the Southeast corner of Lot 1, Doud
Addition, continuing along the North Right -of --Way line of U. S. Highway 82, for a total distance
of 243.667 meters (799.43 feet) to a point for the Southwest corner of said Lot 1, Doud Addition
and a comer of this parcel;
(71) THENCE North 33°43'40" West, along the North Right -of -Way line of U.S. Highway
82, a distance of 30.480 meters (100.00 feet) to a fence post, found for an interior corner of said
Lot 1, Doud Addition and a corner of this parcel;
PAR LDOC
N
(806) 792-4731 • Fax (806) 792-1646.3330 70th Street, Suite 201 • Lubbock, Texas 79413
• WILSON SURVEYING CO. INC.
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TEXAS* NEW MEXICO • ARIZONA • NEVADA - UTAH
(72) THENCE South 56015'16" West, along the North Right -of -Way line of U. S. Highway
82, 33.201 meters (108.93 feet) to a ''/z" Iron Rod with Cap, set for the Southwest corner of said
Lot 1, Doud Addition and a corner of this parcel;
(73) THENCE South 56°16'10" West, continuing along the North Right -of -Way line of U.S.
Highway 82, 302.081 meters (991.08 feet) to a '/z" Iron Rod with Cap, set for a comer of this
parcel;
(74) THENCE North 33°4339" West, 15.240 meters (50.00 feet) to a ''/z" Iron Rod with Cap,
set for a corner of this parcel;
(75) THENCE South 5601641" West, along the North Right -of --Way line of U. S. Highway
82, 1791.750 meters (5878.43 feet) to a W Iron Rod with Cap, set in the West line of Section 36,
Block A -K and the East line of Section 35, Block A -K, for the Southwest corner of this parcel;
(76) THENCE South 56°1713" West, along North Right -of -Way line of U.S. Highway 82,
158.670 meters (520.57. feet) to a %" Iron Rod, set in for the Southeast corner of this parcel;
(77) THENCE North 33043'10" West, 38.137 meters (125.12 feet) to the P.O.B., of which
contains an area of 37.03 hectares (91.5 acres).
A plat of even survey date herewith accompanies this legal description.
SURVEYED ON THE GROUND AUGUST, 1995
h-Qi� �O �•��f4�
C
REGISTERED P SSIONAL LAND SURVEYOR go
•••NWO •V LSON•••
me
Note: English units are provided for information only.
PAR L DOC
10
(806) 792-4731 - Fax (806) 792-1646.3330 70th Street, Suite 201 - Lubbock, Texas 79413
Resolution No. 2000-80186
WILSON SURVEYING CO., INC.
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EXHIBIT
County: # Lubbock
Account No: 8005-01-20 ._
CSJ No: 0380-01-053
Highway No: U.S. 82
Parcel No: IRR
Grantor: West Texas and Lubbock Railroad Company, Inc.
EXHIBIT "A"
Being 37.035 hectares (91.515 acres) of land out of Sections 35, 36 & 37, Block A -K, Sections
1, 2, 5 & 6, Block E-2, Sections 15 & 17, Block B and Sections 19 & 20, Block A, which tract of
land was conveyed by the Seagraves, Whiteface and Lubbock Railroad to the West Texas and
Lubbock Railroad by Deed dated October 30, 1995 and recorded in Volume 5007, Page 207, of
the Official Real Property Records of Lubbock County, Texas, of which said 37.035 hectares
(91.515 acres) of land is more particularly described as follows:
BEGINNING at a'/z " Iron Rod, set for the beginning corner of this parcel, whence the Northeast
corner of said Section 35, Block -A-K bears South 87°3825" East, 150.690 meters (494.39 feet)
and North 0202215" East, 709.301 meters (2327.10 feet);
(1) THENCE North 56°16'50" East, 19.818.meters (65.02 feet) to a'/z" Iron Rod with Cap,
set for the Southwest corner of a 3.048 meters (10.00 feet) construction and overhead electrical
easement and for a corner of this parcel;
(2) THENCE North 5601750" East, 166.628 meters (546.68 feet) to a '/z" Iron Rod with
Cap, set for a corner of this parcel;
(3) THENCE South 02°22'14" West, 9.431 meters (30.94 feet) to a '/z" Iron Rod with Cap,
set for a comer of this parcel;
(4) THENCE North 56°16'10" East, 550.570 meters (1806.33 feet) to a '/2" Iron Rod with
Cap, set for a corner of this parcel;
PAR l .DOC
(806) 792-4731 - Fax (806) 792-1646.3330 70th Street, Suite 201 - Lubbock, Texas 79413
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(5) THENCE North 33043'51" West, 7.620 meters (25.00 feet) to a '/z" Iron Rod with Cap,
set for a corner of this parcel;
(6) THENCE North 56016'08" East, 451.349 meters (1480.80 feet) to a '/z" Iron Rod with
Cap, set for a corner of this parcel;
(7) THENCE South 02°21'40" West, 9.434 meters (30.95 feet) to a"'/2" Iron Rod with Cap,
set for a corner of this parcel;
(8) THENCE North 5601704" East, 49.475 meters (162.32 feet) to a '/z" Iron Rod, set for
the T.S. (Tangent to Spiral ) of a spiral curve to the left, and a comer of this parcel;
(9) THENCE Northeasterly along the arc of a spiral curve to the left, an arc distance of
27.697 meters (90.87 feet) to a '/s" Iron Rod, set for the S.C. (Spiral to Circular) of said spiral
curve and for a corner of this parcel, said curve has a radius of 271.971 meters (892.29 feet) and
a chord that bears North 53°22'01" East, 27.685 meters (90.83 feet);
(10) THENCE Northeasterly, along the arc of a circular curve to the left, an arc distance of
100.130 meters (328.51 feet) to a.'/" Iron Rod, set -for a corner of this parcel, said circular curve
has a radius of 217.777 meters (714.49 feet) and a chord that bears North 37°16'40" East, 99.252
meters (325.63 feet);
(11) THENCE South 37033'00" East, 7.364 meters (24.16 feet) to a '/z" Iron Rod, set for a
corner of this parcel;
(12) THENCE North 5202700" East, 71.960 meters (236.09 feet) to a '/z" Iron Rod, set for
the P.C. of a curve to the right and a corner of this parcel;
(13) THENCE Northeasterly, along the arc of a curve to the right, an arc distance of 58.733
meters (192.69 feet) to a'/z" Iron Rod, set for a comer of this parcel, said curve has a radius of
882.140 meters (2894.15 feet) and a chord that bears North 54°21 "27" East, 58.722 meters
(192.66 feet);
(14) THENCE North 56015'53" East, 60.978 meters (200.06 feet) to a '/z" Iron Rod, set for
the P.C. of a curve to the right and for a corner of this parcel;
2
PARI .DOC
(806) 792-4731 - Fax (806) 792-1646.3330 70th Street, Suite 201 - Lubbock, Texas 79413
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TEXAS • NEW MEXICO • ARIZONA • NEVADA • UTAH
(15) THENCE Northeasterly, along the arc of a curve to the right, an arc distance of 102.371
meters (335.86 feet) to a '/z" Iron Rod, set for a corner of this parcel, said curve has a radius of
1173.285 meters (3849.35 feet) and a chord that bears North 58°45'52" East, 102.339 meters.
(335.76 feet);
(16) THENCE North 61 ° 15'50" East, 216.472 meters (710.21 feet) to a %s" Iron Rod, set for
the P.C. of a curve to the left and for a corner of this parcel;
(17) THENCE Northeasterly, along the arc of a curve to the left, an arc distance of 50.039
meters (164.17 feet) to a %2" Iron Rod, set for a corner of this parcel, said curve has a radius of
1155.276 meters (3790.27 feet) and chord that bears North 60°01'23" East, 50.036 meters
(164.16 feet);
(18) THENCE North 53°54'28" East, 7.730 meters (25.36 feet) to a '/Z" Iron Rod with Cap,
set for the Southeast corner of Lot 3, Santa Fe Park Addition and in the West Right -of -Way line
of 45th Street for a corner of this parcel;
(19) THENCE North 62°18'35" East, 22.784 meters (74.75 feet) to a 2" Iron Pipe, found for
the Southwest comer of Lot 2, Santa Fe Park Addition, and in the East Right -df -Way line of said
45th Street, for a corner of this parcel;
(20) THENCE North 62006'40" East, along the South line of Lot 2, Santa Fe Park Addition,
11.503 meters (37.74 feet) to a 2" Iron Pipe, found for a corner of said Lot 2, Santa Fe Park
Addition and a corner of this parcel;
(21) THENCE North 3304346" West, 11.735, meters (38.50 feet) to a 2" Iron Pipe, found for
an interior corner of said Lot 2, Santa Fe Park Addition and a corner of this parcel;
(22) THENCE North 560'16'42" East, 309.609 meters (1015.78 feet) to a 5/8" Iron Rod, found
for the Southwest corner of Lot 1-A, S.W.P.S. Addition and the Northwest corner of Lot 2, Doud
Addition, for a corner of this parcel;
PAR L DOC
3
(806) 792-4731 9 Fax (806) 792-1646 * 3330 70th Street, Suite 201 • Lubbock, Texas 79413
WILSON SURVEYING CO., INC.
Registered Professional Land Surveyors
Global Positioning System Surveyors
TEXAS * NEW MEXICO • ARIZONA - NEVADA e UTAH
(23) THLNCE North 56°16'04" East, along the South line of said Lot 1-A, S.W.P.S. Addition,.
and the North line of Lot 2, Doud Addition, at 190.835 meters (655.63 feet) pass a ''/2" Iron Rod
with Cap, set for the Northeast corner of Lot 2, Doud Addition, continuing along the South line
of said Lot 1-A, S.W.P.S., for a total distance of 438.669 meters (1439.20 feet) to a '/z" Iron Rod
with Cap, set for the Southeast corner of said Lot 1-A, S.W.P.S. Addition, the Southwest corner
of Lot 2, L.I.S.D. Farm and a corner of this parcel;
(24) THENCE North 56.1741" East, along the South line of Lot 2, L.I.S.D. Farm, 166.451
meters (546.10 feet) to a'/z" Iron Rod with Cap, set for an interior comer of said Lot 2, L.I.S.D.
Farm and a corner of this parcel;
(25) THENCE South 33°4436" East, 15.240 meters (50.00 feet) to a '/z" Iron Rod with Cap,
set for a corner of said Lot 2, L.I.S.D. Farm and a corner of this parcel;
(26) THENCE North 56°15'15" East, along the South line of said Lot 2, L.I.S.D. Farm,
97.518 meters (319.94 feet) to a '/z" Iron Rod, set for the Southeast corner of said Lot 2 and the
Southwest corner of Lot 1, L.I.S.D. Farm and a comer of this parcel;
(27) THENCE North 56°15'17" East, along the South line of said Lot 1, L.I.S.D. Farm,
292.589 meters (959.94 feet) to a'/2" Iron Rod, found at the Southeast corner of said Lot 1 and a
corner of this parcel;
(28) THENCE North 560163 1" East, along the South line of a 20 foot alley on the South side
of Sagemont Addition, Willowick Addition; Howard and Garlington Addition, and crossing
Slide Road Right -of -Way, a distance of 928.343 meters (3045.74 feet) to a %2" Iron Rod with
Cap, set on the intersection of the East Right -of -Way line of Slide Road and the South Right -of -
Way line of Santa Fe Drive, for the Northwest comer of Lot 2, Young Addition and a corner of
this parcel;
(29) THENCE North 56°14'47" East, along the South line of Santa Fe Drive and the North
line of Lot 2, Young Addition at 240.428 meters (788.80 feet) pass a '/2" Iron Rod with Cap, set
for the Northeast corner of said Lot 2 and the Northwest corner of Lot 1, Young Addition,
continuing for a total distance of 286.148 meters (938.80 feet) to a'/2"Iron Rod with Cap, set for
the Northeast corner of said Lot 1, Young Addition and a corner of this parcel;
PARI.DOC
4
(806) 792-4731 - Fax (806) 792-1646.3330 70th Street, Suite 201 - Lubbock, Texas 79413
WILSON SURVEYING CO., INC.
Registered Professional Land Surveyors
Global Positioning System Surveyors
TEXAS • NEW MEXICO • ARIZONA • NEVADA • UTAH
(30) THFfNCE North 56022'45" East, continuing along the South Right -of -Way line of Santa
Fe Drive and crossing 29th Drive Right -of -Way, a distance of 40.275 meters (132.13 feet) to a .
3/8" Iron Rod, found in the East Right -of -Way line of 29th Drive for the Southwest corner of Lot
305, Midway Park Addition and a corner of this parcel;
(31) THENCE North 56-1753" East, along the South line of said Lot 305, Midway Park
Addition, 196.426 meters (644.44 feet) to a '/z" Iron Rod with Cap, set for Southeast corner of
said Lot 305, Midway Park Addition and a corner of this parcel;
(32) THENCE North 3304328" West, 15.240 meters (50.00 feet) along the East line of said
Lot 305, Midway Park Addition to a point for the Southwest corner of Lot 306-B, Midway Park
Addition and a corner of this parcel;
(33) THENCE North 56016'33" East, along the South line of a 15 foot alley, 262.955 meters
(862.71 feet) to a'/2" Iron Rod with Cap, set for a corner of this parcel;
(34) THENCE South 3304327" East, 15.240 meters (50.00 feet) to a '/z" Iron Rod with Cap,
set for a corner of this parcel;
(35) THENCE North 56-15-52" East, along the Southeast line of a 20 foot alley on the South
side of Sherrik Home Addition, a 22.50 foot alley on the South side of Tanglewood Addition,
Crossing Toledo Avenue Right -of -Way line and continuing along the South side of a 24 foot
alley on the South Side of Block 6, Cain Terrace Addition, a distance of 938.644 meters
(3079.53 feet) to a 3/8" Iron Rod, found for the Southeast corner of Block 6, Cain Terrace
Addition, and the Southwest corner of Alexander Land Addition, for a corner of this parcel;
(36) THENCE North 56013'18" East, along the South line of said 24.50 foot alley, 11.506,
meters (37.75 feet) to a 3/8" Iron Rod, found for the Southeast corner of Lot 34 and the
Southwest corner of Lot 33, Alexander Land Addition and a corner of this parcel;
(37) THENCE North 56°16'36" East, along the South line of a 20 foot Utility, Garbage
Collection, and Drainage Easement on the South side of Alexander Land Addition, 100.271
meters (328.97 feet) to a '/2 " Iron Pipe, found for the Southeast corner of Lot 32 and the
Southwest corner of Lot 31, Alexander Land Addition and a corner of this parcel;
PARI .DOC
5
(806) 792-4731 a Fax (806) 792-1646 a 3330 70th Street, Suite 201 9 Lubbock, Texas 79413
WILSON SURVEYING CO., INC.
Registered Professional Land Surveyors
Global Positioning System Surveyors
TEXAS • NEW MEXICO • ARIZONA • NEVADA * UTAH
(38) TH19NCE North 56°14'20" East, along the South line of a 20 foot Utility, Garbage,
Collection and Drainage Easement on the South side of Alexander Land Addition, 85.711 meters
(281.20 feet) to a '/s" Iron Rod, found for the Southeast corner of the Alexander Land Addition
and a corner of this parcel;
(39) THENCE North 56°16'10" East, 53.054 meters (174.06 feet) to a point in the East line of
Section 17, Block B and the West line of Section 15, Block B, for a corner of this parcel;
(40) THENCE North 02°21'43" East, along the East line of Section 17 and the West line of
Section 15, Block B, 4.904 meters (16.09 feet) to a point for a corner of this parcel;
(41) THENCE North 56016'10" East, 17.372 meters (57.00 feet) to a'/i' Iron Rod with Cap,
set in the East Right -of -Way line of Quaker Avenue, for the Southwest corner of the City of
Lubbock property, and a corner of this parcel;
(42) THENCE North 56030'58" East, along the South line of the City of Lubbock property, a
distance of 100.483 meters (329.67 feet) to a'/z" Iron Rod, found for the Southeast corner of the
City of Lubbock property and 'the Southwest comer of Lot 2, Block 3, John W. Jarrott
Subdivision and a corner of this parcel;
(43) THENCE North 56°11'05" East, along the South line of said Lot 2, Block 3, John W.
Jarrott Subdivision, 71.186 meters (233.55 feet) to a'/z" Iron Rod, found for the Southeast corner
of said Lot 2 and the Southwest corner of Lot 3, Block 3, John W. Jarrott Subdivision, for a
comer of this parcel;
(44) THENCE North 56°09'49" East, along the South line of said Lot 3, Block 3, John W.
Jarrott Subdivision, 136.796 meters (448.81 feet) to a 3/8" Iron Rod, found for the Southeast
corner of said Lot 3 and the Southwest comer of Lot 1, Dora Henson Addition and a corner of
this parcel;
(45) THENCE North 56°19'40" East, along the South line of an 20 foot alley, on the South
side of Lot 1, Dora Henson Addition and Lot 3, Sara Addition, a distance of 97.123 meters
(318.65 feet) to a Square Tube, found for the Southwest corner of Lot 1, Sara Addition and a
corner of this parcel;
PARI .DOC
(806) 792-4731 - Fax (806) 792-1646.3330 70th Street, Suite 201 a Lubbock, Texas 79413
I VLNI
41111
iLn
WILSON SURVEYING CO., INC.
Registered Professional Land Surveyors
Global Positioning System Surveyors
TEXAS - NEW MEXICO - ARIZONA • NEVADA - UTAH
(46) THENCE North 5601711" East, along the South line of said Lot 1, Sara Addition,
67.083 meters (220.09 feet) to a concrete Highway Right -of -Way Monument, found for the
Southeast corner of said Lot 1, Sara Addition, and in the existing South Right -of -Way line of
19th Street and a corner of this parcel;
(47) THENCE North 56°16'10" East, 18.113 meters (59.43 feet) to a point in the North line
of Section 15, Block B and the South line of Section 2, Block E-2, for a corner of this parcel;
(48) THENCE South 87°38'32" East, along the North line of said Section 15 and the South
line of Section 2, Block E-2, 6.447 meters (21.15 feet) to a point for a corner of this parcel;
(49) THENCE North 56013'33" East, at 34.661 meters (113.72 feet) pass an "X" on concrete,
found in the North Right -of -Way line of 19th Street, for a corner of Lot 17, Block 7, C. C.
Leftwich Addition, continuing along the Southeast line of said Lot 17, at 170.035 meters (557.86
feet) pass a "X" on concrete set for the Northeast .corner of said Lot 17 and the Southeast corner
of an alley, and continuing for a total distance of 176.881 meters (580.32 feet) to a 1" Iron Pipe,
found for the Northeast corner of said alley and a corner of Lot "A", C. C. Leftwich Subdivision
and a corner of this parcel;
(50) THENCE North 56-15'27" East, along the South line of said Lot "A", 303.895 meters
(997.03 feet) to a fence post found for the Southeast corner of said Lot "A", C. C. Leftwich
Subdivision, a corner of Texas Tech University property and a corner of this parcel;
(51) THENCE North 56°15'44" East, along the South line of said Texas Tech University
property, 1862.283 meters (6109.84 feet) to a brass cap in concrete, found for a corner of this
parcel;
(52) THENCE North 56015'14" East, continuing along said South line of Texas Tech
University property, 356.628 meters (1170.04 feet) to a brass cap in concrete, found in the South
Right -of -Way line of 4th Street for a corner of Texas Tech University property and a corner of
this parcel;
(53) THENCE North 56022150" East, 62.052 meters (203.58 feet) to a 3/8" Iron Rod, found in
the North Right -of -Way line of 4th Street, for a corner of Lot B, A. W. Blankenship Addition ##2,
and a corner of this parcel;
PARI .DOC
7
(806) 792-4731 - Fax (806) 792-1646.3330 70th Street, Suite 201 - Lubbock, Texas 79413
WILSON SURVEYING CO., INC.
Registered Professional Land Surveyors
Global Positioning System Surveyors
TEXAS • NEW MEXICO • ARIZONA * NEVADA 9 UTAH
(54) THENCE North 56°15'17" East, along the South line 'of said Lot B, 194.457 meters
(637.98 feet) to a 3/8" Iron Rod, found for the most Northerly Southeast corner of said Lot B and
the West Right -of -Way line of Boston Avenue and a corner of this parcel;
(55) THENCE North 56015'09" East, along the South Right -of -Way line of Santa Fe Drive, a
distance of 536.971 meters (1761.71 feet) to a point in the East Right -of -Way line of University
Avenue, the South line of a 15 foot alley and the Northeast corner of this parcel;
(56) THENCE South 02°2246" West, 37.853 meters (124.19 feet) to a'/z" Iron Rod with Cap,
set in the East Right -of -Way line of University Avenue for the Southeast corner of this parcel;
(57) THENCE South 55°4T24" West, 37.882 meters (124.28 feet) to a'/2" Iron Rod, found in
the West line of University Avenue and at the Northeast corner of F. R. Friends Addition, for a
corner of this parcel;
(58) THENCE South 56,019'51" West, 334.633 meters (1097.87 feet) to a '/2 " Iron Rod, found
in the South line of 3rd Street for the Northwest corner of A. W. Blankenship Addition and a
corner of this parcel;
(59) THENCE South 56°14'39" West, along the West line of said A. W. Blankenship
Addition, 278.286 meters (913.01 feet) to a %2" Iron Rod with Cap, set in the North Right -of -Way
line of 4th Street for the Southwest corner of said A. W. Blankenship Addition and a corner of
this parcel;
(60) THENCE South 56015'46" West, along the North Right -of -Way line of U. S. Highway
82, 2665.439 meters (8744.86 feet) to a concrete right -of way monument found, for a corner of
this parcel;
(61) THENCE South 56°16'04" West, continuing along the North Right -of -Way line of U. S.
Highway 82, 216.341 meters (709.78 feet) to a concrete right -of way monument found, for a
corner of this parcel;
(62) THENCE South 56°1621" West, continuing along the North Right -of -Way line of U. S.
Highway 82, 3747.806 meters (12,295.93 feet) to a T -Rail, found for a corner of this parcel;
PARLDOC
8
(806) 792-4731 0 Fax (806) 792-1646.3330 70th Street, Suite 201 • Lubbock, Texas 79413
WILSON SURVEYING CO. INC.
Registered Professional Land Surveyors
Global Positioning System Surveyors
TEXAS - NEW MEXICO - ARIZONA - NEVADA * UTAH
(63) THENCE South 3401124" East, 15.422 meters (50.60'feet) to a T -Rail, found in the
North Right -of -Way of U. S. Highway 82, for the Northeast corner of Lot 1, Durwood Addition
and a comer of this parcel;
(64) THENCE South 56°16'36" West, along the North line of said Lot 1, 137.450 meters
(450.95 feet) to '/2" Iron Rod found, for the Northwest corner of.said Lot l and the Northeast
corner of Lot 2, Durwood Addition and a corner of this parcel;
(65) THENCE South 56*0111" West, along the North line of said Lot 2, 17.717 meters
(58.13 feet) to 1/2" Iron Pipe, found in the North line of said Lot 2 and a corner of this parcel;
(66) THENCE South 56°07155" West, continuing along the North line of said Lot 2, 24.355
meters (79.90 feet) to 3/8" Iron Rod, found for the Northwest corner of said.Lot 2 and a corner of
this parcel;
(67) THENCE South 56° 16'09" West, 63.724 meters (209.07 feet) to 3/8" Iron Rod, found for
the Northeast corner of Lot 3, Doud Addition, fora corner of this parcel;
(68) THENCE South 56°13'09" West, along the North line of said Lot 3, 92.245 meters
(302.64 feet) to %2" Iron Rod, found for the Northwest corner of said Lot 3 and a corner of this
parcel;
(69) THENCE South 33043'20" East, along .the West line of said Lot 3, 30.480. meters
(100.00 feet) to a 3/4" Iron Pipe, found in the -North Right -of -Way line of U. S. Highway 82, for
a corner of this parcel;
(70) THENCE South 56°1758" West, along the North Right -of -Way line of U. S. Highway
82, at 91.267 meters (299.43 feet) pass an axle, found at the Southeast corner of Lot 1, Doud
Addition, continuing along the North Right -of --Way line of U. S. Highway 82, for a total distance
of 243.667 meters (799.43 feet) to a point for the Southwest comer of said Lot 1, Doud Addition
and a corner of this parcel;
(71) THENCE North 33043'40" West, along the North Right -of -Way line of U.S. Highway
82, a distance of 30.480 meters (100.00 feet) to a fence post, found for an interior corner of said
Lot 1, Doud Addition and a corner of this parcel;
PARLDOC
9
(806) 792-4731 - Fax (806) 792-1646.3330 70th Street, Suite 201 - Lubbock, Texas 79413
• • WILSON SURVEYING CO., INC.
Registered Professional Land Surveyors
Global Positioning System Surveyors
TEXAS • NEW MEXICO • ARIZONA • NEVADA* UTAH
(72) TANCE South 56°15'16" West, along the North Right -of -Way line of U. S. Highway.
82, 33.201 meters (108.93 feet) to a'/2" Iron Rod with Cap, set for the Southwest corner of said
Lot 1, Doud Addition and a corner of this parcel;
(73) THENCE South 56°16'10" West, continuing along the North Right -of -Way line of U.S.
Highway 82, 302.081 meters (991.08 feet) to a '/2 " Iron Rod with Cap, set for a comer of this
parcel;
(74) THENCE North 33°4339" West, 15.240 mcters (50.00 fcct) to a %2" Iron Rod with Cap,
set for a corner of this parcel;
(75) THENCE South 56°1641" West, along the North Right -of -Way line of U. S. Highway
82, 1791.750 meters (5878.43 feet) to a %2" Iron Rod with Cap, set in the West line of Section 36,
Block A -K and the East line of Section 35, Block A -K, for the Southwest corner of this parcel;
(76) THENCE South 56°1713" West, along North Right -of -Way line of U.S. Highway 82,
158.670 meters (520.57. feet) to a W Iron Rod, set in for the Southeast corner of this parcel;
(77) THENCE North 33°43'10" West, 38.137 meters (125.12 feet) to the P.O.B., of which
contains an area of 37.03 hectares (91.5 acres).
A plat of even survey date herewith accompanies this legal description.
SURVEYED ON THE GROUND AUGUST, 1995
!Wj ! _
• .
-HISS .
fJ • . .
r or
Note' English units are provided for information only.
10
OF
� o
GARY Q W LSON
SU
too
PARI .DOC
(806) 792-4731 • Fax (806) 792-1646 a 3330 70th Street, Suite 201 • Lubbock, Texas 79413
i
Resolution No. 2000 RO186 February 28, 1991
L Icem #13
r
EXIJIBIT
JWF: js
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock BE and is hereby authorized and
directed to execute for and on behalf of the City of Lubbock an 'Agreement
for the Relacatiarr�� of a portion of the Seagraves, Whiteface and Lubbock
Railroad for conshuction of a controlled access highway facilityin the
City of Lubbock" in such form as approved by the Assistant City anager for
Development Services and the City Attorney's Office of the City of Lubbock,
said Agreement to be entered into by and between the City of Lubbock and
Seagraves, Whiteface and Lubbock Railroad, attached herewith, which shall
be spread upon the minutes of the Council and as spread upon the minutes of
this Council shall constitute and be a part of this Resolution as if fully
copied herein in detail.
Passed by the City Council this 28th
1991. day of February
jV4cM &,--6y
ATTEST:
NN, YATTEST:
Van tte oy ity Secretary
APPROVED AS TO CONTENT:
aures ertram, ssIstant ,ty
Manag for Development Services
APPROVED AS TO FORM:
l� C
t u ingim, ssi tant it
A ney y
AGREEMENT FOR THE RELOCATION OF A PORTION
OF THE SEAGRAVES, WHITEFACE AND LUBBOCK RAILROAD
FOR CONSTRUCTION OF A CONTROLLED ACCESS HIGHWAY FACILITY
IN THE CITY OF LUBBOCK, TEXAS
This agreement (the "Agreement") is entered into as of
the 9 day of _ MerCk ,- .1991, by and between the City
of Lobb co kco k, Texas (hereinafter called the "CITY"), acting by and
through its duly authorized official, pursuant to City Council
Resolution Number. 35,59, dated February 28, 1991, and City Council
Resolution Number 31`!3, dated August 10, 1989, and the Seagraves,
Whiteface and Lubbock Railroad Corporation (hereinafter called
the "RAILROAD"), acting through its duly authorized official.
WITNESSETH:
WHEREAS, the Department of Highways and Public
Transportation of the State of Texas (hereinafter called the
"STATE") and the CITY have, for the purpose of decreasing hazards
to life and property, promoting public safety, improving traffic
conditions and encouraging the CITY's orderly development, deemed
it necessary to construct a controlled access highway facility in
the City of Lubbock as a part of the State Highway System (which
facility shall be referred to as the "East-West Freeway" for
purposes of this Agreement);
WHEREAS, in Lubbock County, Texas, the STATE owns,
operates and maintains U.S. Highway 82 as a part of its State
Highway System;
WHEREAS, the STATE and CITY have, for the purposes of
decreasing hazards to life and property, promoting public safety,
improving traffic conditions, and encouraging the orderly
development of the CITY, deemed it necessary to improve a 6.8 -
mile segment of said East-West Freeway, extending from South Loop
289 (SW), northeasterly and thence easterly to a crossing with
Interstate Highway 27;
WHEREAS, the recommended design and alignment of the
improved East-West Freeway will necessitate the acquisition of a
portion of the RAILROAD's existing right-of-way, and the
relocation of the RAILROAD's operations from such right-of-way to
an alternative right-of-way;
WHEREAS, the STATE and the CITY have agreed upon the
respective responsibilities of each of them in relation to
relocation of the RAILROAD's operations in furtherance of
construction of the East-West Freeway, and have entered into an
agreement which defines such responsibilities pursuant to Texas
Civil Statutes Article 6673b;
IN
WHEREAS, in furtherance of construction of the East-West
Freeway, the CITY has requested that the RAILROAD convey to the
CITY or its nominee a portion of its existing right-of-way and
relocate its railroad operations from such right-of-way to an
alternate right-of-way to be provided by the CITY, and the
RAILROAD has agreed to cooperate with the CITY upon the terms and
conditions set forth in this Agreement; and
WHEREAS, the CITY and the RAILROAD desire to enter into
an agreement to define their respective responsibilities and
obligations, in accordance with the powers granted the CITY under
the provisions o Article 1105c, Vernon's Annotated Civil
Statutes of the State of Texas.
NOW, THEREFORE, in consideration of the recitals set
forth above, the mutual covenants and agreements of the parties
hereinafter contained, and other good and valuable consideration,
the parties hereto agree as follows:
AGREEMENT
ARTICLE 1. Exchange of Land. Upon satisfaction of all of the
conditions precedent set forth in this Agreement, the RAILROAD
agrees to:
(i) convey to the STATE (as the CITY's nominee) all
right, title and interest held by the RAILROAD in
and to the RAILROAD's present real property right-
of-way proximal to the U.S. Highway 82 corridor,
between a point to be agreed upon by the parties
located southwest of the intersection of U.S.
Highway 82 and Loop 289 (SW) and a point just east
of University Avenue (the "Old Right -Of -Way").
The parties agree that, in determining the
southwestern -most point of the Old Right -Of -Way,
they shall use all reasonable efforts to provide,
to the maximum extent possible, for the RAILROAD's
continued use and operation of the tracks on its
Whiteface Line in the proximity of Loop 289 (SW)
and the Brownfield Road Bridge. A map of the Old
Right -Of -Way (with approximate beginning and
ending points) is attached hereto as Exhibit A and
made a part hereof for illustrative purposes only;
and
accept from the CITY, in exchange for the
conveyance of the Old Right -Of -Way to the STATE,
fee simple title, less mineral rights, to a new
right-of-way to be located by agreement of the
parties between West Loop 289 and Reese Air Force
Base, connecting the RAILROAD's existing right-of-
way along the U.S. Highway 82 corridor southwest
of Loop 289, with the right-of-way of the
Atchison, Topeka and Santa Fe Railroad ("AT&SF")
K
along the U.S. Highway 84 corridor northwest of
Loop 289 (the "New Right -Of -Way"). Hereinafter,
"fee simple title" shall be understood in this
Agreement to exclude any and all mineral rights.
Notwithstanding anything in this subparagraph to
the contrary, at those locations where the New
Right -Of -way intersects with pre-existing public
roads, RAILROAD will accept from CITY in lieu of
fee simple title, and CITY will, to the extent
authorized by law, convey, assign and/or transfer
to RAILROAD, joint operating agreements, perpetual
easements and any and all other documents and
agreements, in a form acceptable to RAILROAD,
which allow for RAILROAD's use of and operation of
its railroad on, over and across said
intersections. A proposed location for the New
Right -Of -Way is identified on Exhibit A attached
hereto and made a part hereof, for illustrative
purposes only.
ARTICLE 2. Conditions Precedent to Conveyance of Old Right -Of -
Way. The RAILROAD's agreement to convey the Old Right -Of -Way to
the STATE is subject to and conditioned upon satisfaction of each
of the following conditions precedent:
A. / The CITY will, at its expense, perform or cause to be
performed all surveying, engineering and other
professional services necessary to identify, analyze,
design and plan alternative routes for the New Right -
Of -Way. The RAILROAD shall be permitted to participate
with the CITY in reviewing and analyzing all reports,
data and information compiled in connection with the
analysis of alternative routes for the New Right -Of -
Way. When the CITY has made its determination of the
appropriate New Right -Of -Way, it shall notify the
RAILROAD, in writing, and provide the RAILROAD with a
right-of-way schematic of such proposed New Right -Of -
Way, along with other relevant data and identifying
information as may be necessary for RAILROAD's review
and consideration of such proposal. The final
determination of the location of the New Right -Of -way
shall be subject to the RAILROAD's approval, which
shall not be unreasonably withheld or delayed.
B. Promptly after the CITY and the RAILROAD have agreed
upon the location of the New Right -Of -way, the CITY
will, at its expense, prepare or cause to be prepared
environmental -impact studies and all other studies,
tests and analyses of and relating to the New Right -Of -
Way as may be required to comply with applicable
federal, state and local law requirements. The CITY
shall make all such studies, tests and information
available to the RAILROAD., for its review.
Notwithstanding the RAILROAD's right to review such
3 /V�,
information submitted by the CITY, the CITY shall have
the sole responsibility of procuring all studies, tests
and data as may be required by applicable federal,
state or local laws, and RAILROAD shall have no
liability for compliance with such laws. The CITY will
cause the New Right -Of -Way to meet or exceed all
federal, state and local laws, regulations, orders and
decisions for and relating to the protection of the
environment.
C. From and after the date upon which the RAILROAD and the
CITY agree upon the location of the New Right -Of -Way,
the CITY fthall, upon request of the RAILROAD, and at no
expense to the RAILROAD, conduct such site and soil
inspections, testing or other investigations on or of
the property comprising the New Right -Of -Way and shall
otherwise to do that which is reasonably necessary, to
the satisfaction of the RAILROAD,. to determine the
suitability of the New Right -Of -Way for the uses
intended by the RAILROAD, and to determine whether
there is present on or under the New Right -Of -Way (or
whether there is any evidence of an escape, seepage or
leakage from the property underlying the New Right -Of -
Way into or upon any land, watercourse or body of
water) any hazardous or toxic chemicals, substances,
mixtures, wastes, contaminants or pollutants within the
meaning of any federal, state or local statute,
regulation or ordinance, or other wastes or petroleum
("Hazardous Substances").
D. The CITY will take all actions and do all things
necessary and appropriate to effect the relocation of
the RAILROAD's operations from the Old Right -Of -Way to
the New Right -Of -Way, including construction of the New
Facilities (as hereinafter. defined) in accordance with
plans and specifications approved by the RAILROAD.
For purposes of this Agreement, the term "New
Facilities" shall mean and include, at a minimum, the
following:
(i) new rails, ties, tie plates, spikes, switches,
gates, lights, trackage and appurtenances as are
necessary and appropriate for the operation of the
railroad by the RAILROAD on, over and across the
New Right -Of -Way;
(ii) a smooth, uninterrupted connection between the
trackage and facilities on the New Right -Of -Way
and the RAILROAD's existing track on its right-of-
way southwest of Loop 289;
(iii) switches allowing smooth interchange at the
intersection of the New Right -Of -Way and the
RAILROAD's existing tracks on its Whiteface Line;
%(iv) a switch connection on the New Right -Of -way
proximally east of Reese Air Force Base, so as to
allow for future service to Reese Air Force Base;
(v) switches providing smooth access with the AT&SF
tracks at the point northwest of Loop 289 where
the New Right -Of -Way will intersect with the AT&SF
tracks;
(vi) a railcar yard, at approximately the location of
the switches identified in (v) above, containing
at least three tracks, with each track capable of
storing at least forty (40) railcars; and
(vii) a yard, located along the RAILROAD's Whiteface
Line and having access to a public road, suitable
for the loading and unloading of aggregate and
other commodities comparable to the yard presently
being used by the RAILROAD at the approximate
location of the intersection of U.S. Highway 82
and Loop 289 (SW).
E. The CITY will, at its expense, prepare or cause to be
prepared all site -plans, designs, construction plans
and specifications for the New Facilities. The CITY
will submit the construction plans and specifications
to the RAILROAD for review and approval. Once the
RAILROAD has approved same, the CITY shall secure the
STATE's concurrence as to all construction plans and
specifications.
F. The CITY will, at no expense to the RAILROAD, secure
all necessary and appropriate licenses, permits and
approvals in connection with (i) the acquisition of the
Old Right -Of -Way, (ii) assemblage of the acreage for
conveyance of the New Right -Of -Way, (iii) construction
of the New Facilities and (iv) relocation of the
RAILROAD's operations from the Old Right -Of -Way to the
New Right -Of -Way. Upon the RAILROAD's request, the
CITY shall provide the RAILROAD with copies of such
permits, licenses and approvals. Upon request of the
CITY, the RAILROAD will cooperate with the CITY in any
proceeding or action necessary to obtain said licenses,
permits and approvals. Any such action or proceeding
shall be conducted by the CITY without any cost or
expense to the RAILROAD. RAILROAD shall, prior to
incurring any expenses under this sub -paragraph, submit
to the CITY for its approval a schedule or schedules
identifying the rates for all professionals and
personnel to be retained or used by the RAILROAD in the
exercise of its rights granted in this sub -paragraph.
Said schedule or schedules shall, to the extent
possible, also identify the range of costs that may be
incurred by the RAILROAD. Said schedule or schedules
may be disapproved by the CITY only if they are
unreasonable, and approval by the CITY may not be
unreasonably withheld or delayed. All reasonable fees,
costs and expenses incurred by the RAILROAD in
connection with the exercise of the rights granted it
in this sub -paragraph and which are in conformance with
the schedule or schedules previously approved by the
CITY shall, upon monthly submission of a detailed
invoice by the CITY and upon the CITY's approval
thereof, be promptly paid by the CITY, and such
approval shall not be unreasonably withheld or delayed.
G. The CITY shall deliver to the RAILROAD copies of final,
detailed plans and specifications for the New Right -Of -
Way and the New Facilities, which shall be subject'to
prior approval by the RAILROAD, together with evidence
satisfactory to the RAILROAD that the STATE has
concurred in such plans and specifications and the
appropriate local authorities have approved such plans
and specifications as satisfying the terms of any
agreements, ordinances, regulations or requirements
applicable to the relocation. The CITY will not cause
or permit any changes or modifications in the plans or
specifications or any deviations therefrom which would
materially adversely effect the scope or quality of the
New Right -Of -Way or the New Facilities without the
prior written consent of the RAILROAD and all necessary
federal, state or local authorities.
H. The CITY will, at its expense, cause the New Facilities
to be constructed and completed in good and workmanlike
manner, free from liens or encumbrances of any nature.
The CITY will provide construction administration for
the New Facilities and will inspect construction as
progress requires, in accordance with the CITY's
ordinances, rules, regulations and custom. The CITY
will permit the RAILROAD or its representatives at all
reasonable times and as often as the RAILROAD may
reasonably request to inspect the New Facilities and
the materials to be used in the construction thereof,
and to examine all detailed pians and drawings which
relate to construction of the New Facilities and/or the
New Right -Of -Way. The CITY will require its
contractors, sub -contractors and materialmen to
cooperate with the RAILROAD to enable it and its
representatives to exercise its rights hereunder.
I. The RAILROAD shall have the right to appoint such
independent engineers, inspectors or consultants to
assist the RAILROAD in analyzing the surveys,
le 6 PN
topographical data, engineering studies and
environmental studies relating to the New Right -Of -Way,
the plans and specifications for the New Facilities, to
conduct monthly compliance inspections and to prepare
reports regarding all of the above for the RAILROAD.
RAILROAD shall, prior to incurring any expenses under
this sub -paragraph, submit to the CITY for its approval
a schedule or schedules identifying the rates for all
professionals and personnel to be retained or used by
the RAILROAD in the exercise of its rights granted in
this sub -paragraph. Said schedule or schedules shall,
to the extent possible, also identify the range of
costs that may be incurred by the RAILROAD. Said
schedule or schedules may be disapproved by the CITY
only if they are unreasonable, and approval by the CITY
may not be unreasonably withheld or delayed. All
reasonable fees, costs and expenses incurred by the
RAILROAD in connection with the exercise of the rights
granted it in this sub -paragraph and which are in
conformance with the schedule or schedules previously
approved by the CITY shall, upon monthly submission of
a detailed invoice to the CITY and upon the CITY's
approval thereof, be promptly paid by the CITY, and
such approval shall not be unreasonably withheld or
delayed.
J. The New Right -Of -Way and New Facilities shall comply
with all federal, state and local laws, regulations and
requirements relating to the construction and operation
of railroad lines, including, without limiting the
generality of the foregoing, all regulations and
requirements promulgated by the United States
Department of Transportation, the Federal Railroad
Administration, the Interstate Commerce Commission, the
Texas Railroad Commission and the Texas Department of
Highways and Public Transportation.
K. The CITY will, at no expense to the RAILROAD, obtain
the approval of the Interstate Commerce Commission, the
Texas Railroad Commission and any other necessary
governmental body for the RAILROAD to abandon the Old
Right -Of -Way and relocate and continue its operations
over and upon the New Right -Of -Way. Upon request of
the CITY, the RAILROAD will cooperate with the CITY in
any proceeding necessary to obtain said approval,
provided, however, that RAILROAD shall not be obligated
to abandon the Old Right -of -Way or relocate its
operations to the New Right -Of -Way unless and until the
transactions contemplated by this Agreement have been
consummated. Any such proceedings shall be conducted
by the CITY without any cost or expense to the
RAILROAD. RAILROAD shall, prior to incurring any
expenses under this sub -paragraph, submit to the CITY
for its approval a schedule or schedules identifying
7
��
the rates for all professionals and personnel to be
retained or used by the RAILROAD in the exercise of its
rights granted in this sub -paragraph. Said schedule or
schedules shall, to the extent possible, also identify
the range of costs that may be incurred by the
RAILROAD. Said schedule or schedules may be
disapproved by the CITY only if they are unreasonable,
and approval by the CITY may not be unreasonably
withheld or delayed. All reasonable fees, costs and
expenses incurred by the RAILROAD in connection with
the exercise of the rights granted it in this sub-
paragraph and which are in conformance with the
schedule Mr schedules previously approved by the CITY
shall, upon monthly submission of a detailed invoice to
the CITY and upon the CITY's approval thereof, be
promptly paid by the CITY, and such approval shall not
be unreasonably withheld or delayed.
L. The RAILROAD shall secure an agreement from the AT&SF
allowing the RAILROAD to interchange with the AT&SF at
the new track intersection northwest of Loop 289. Said
agreement shall ensure the RAILROAD's ability to
interchange with the AT&SF with at least the same
frequency as now occurs in connection with the Old
Right -Of -Way and shall otherwise be satisfactory to the
RAILROAD in all respects. RAILROAD shall, prior to
incurring any expenses under this sub -paragraph, submit
to the CITY for its approval a schedule or schedules
identifying the rates for all professionals and
personnel to be retained or used by the RAILROAD in the
exercise of its rights granted in this sub -paragraph.
Said schedule or schedules shall, to the extent
possible, also identify the range of costs that may be
incurred by the RAILROAD. Said schedule or schedules
may be disapproved by the CITY only if they are
unreasonable, and approval by the CITY may not be
unreasonably withheld or delayed. All reasonable fees,
costs and expenses incurred by the RAILROAD in
connection with the exercise of the rights granted it
in this sub -paragraph and which are in conformance with
the schedule or schedules previously approved by the
CITY shall, upon monthly submission of a detailed
invoice to the CITY and upon the CITY's approval
thereof, be promptly paid by the CITY, and such
approval shall not be unreasonably withheld or delayed.
M. The RAILROAD and its agents, engineers and other
representatives shall have thirty (30) days from the
date of the CITY's completion of the New Facilities to
inspect, examine, obtain engineering inspections and to
secure such assurances and otherwise do that which, in
the RAILROAD's opinion, is necessary to determine the
structural and mechanical condition of the New
Facilities on the New Right -Of -Way and the suitability
8
of such improvements for the uses intended by the
RAILROAD. RAILROAD shall, prior to incurring any
expenses under this sub -paragraph, submit to the CITY
for its approval a schedule or schedules identifying
the rates for all professionals and personnel to be
retained or used by the RAILROAD in the exercise of its
rights granted in this sub -paragraph. Said schedule or
schedules shall, to the extent possible, also identify
the range of costs that may be incurred by the
RAILROAD. Said schedule or schedules may be
disapproved by the CITY only if they are unreasonable,
and approval by the CITY may not be unreasonably
withheld Aar delayed. All reasonable fees, costs and
expenses incurred by the RAILROAD in connection with
the exercise of the rights granted it in this sub-
paragraph and which are in conformance with the
schedule or schedules previously approved by the CITY
shall, upon monthly submission of a detailed invoice to
the CITY and upon the CITY's approval thereof, be
promptly paid by the CITY, and such approval shall not
be unreasonably withheld or delayed.
N. Upon completion of the New Facilities, the CITY shall
provide the RAILROAD with an American Land Title
Association ("A.L.T.A.") survey, or its equivalent, of
the New Right -Of -Way, certified to the RAILROAD and
prepared by a registered Texas land surveyor, showing
all improvements, the New Facilities, lot lines,
utility easements, roads and showing no encroachments.
O. (a) The CITY shall furnish to the RAILROAD a
commitment for an A.L.T.A., or its equivalent, Owner's
Form B policy of title insurance for the entire New
Right -Of -Way, issued by a title insurance company
licensed to do business in Texas and acceptable to the
RAILROAD. Said commitment for title insurance shall be
in the amount of the Agreed Value of the New Right -Of -
Way (as hereinafter defined) and shall show good and
indefeasible title to the New Right -Of -Way in the CITY,
subject only to general taxes not yet due and payable,
pre-existing public roads, mineral rights, and other
covenants and agreements of record which are acceptable
to the RAILROAD (the "Permitted Exceptions") . If the
commitment for title insurance discloses unpermitted
exceptions, the CITY shall, prior to the Conveyance
Date, have said exceptions removed or insured over to
the satisfaction of the RAILROAD. If the CITY fails to
have the exceptions removed or insured against,
RAILROAD may, within sixty (60) days of written notice
of such failure terminate this Agreement. In the event
RAILROAD does not terminate this Agreement within said
sixty (60) days, any and all exceptions disclosed on
the title commitment shall be deemed Permitted
Exceptions.
9
(b) The CITY may from time to time furnish to the
RAILROAD a commitment or commitments for title
insurance for one or more parcels contained within the
New Right -Of -Way for the sole purpose of determining if
any of the exceptions contained therein are Permitted
Exceptions. All such exceptions which the RAILROAD
accepts and acknowledges, in writing, as Permitted
Exceptions shall, thereafter, be Permitted Exceptions
in the said commitment for title insurance for the
entire New Right -Of -Way as provided in sub -paragraph
(a) hereof. Nothing herein shall relieve the CITY of
its obligations under sub -paragraph (a) hereof.
P. The CITY shall, in accordance with Article 1105c,
Vernons Annotated Civil Statutes of Texas, and any
applicable federal and state laws and policies
governing the acquisition of real property, at its
expense, acquire fee simple title to all parcels of
real estate which comprise the New Right -Of -Way. In
the event the CITY is unable to purchase any portion of
the New Right -Of -Way in fee simple on a voluntary
basis, the CITY shall commence eminent domain
proceedings pursuant to Article 1105c, sec. 14. Upon
request of the CITY the RAILROAD will, at no cost to
the RAILROAD, cooperate with the CITY and will join in
any eminent domain proceeding.
Q. In addition to acquiring the real estate comprising the
New Right -Of -Way, the CITY shall secure all necessary
and appropriate utility easements and provide all
electrical utility hook-ups and/or tie-ins as are
necessary and appropriate for the operation of a
railroad by the RAILROAD on, over and across the New
Right -Of -Way and at the intersection of the New Right -
Of -Way with RAILROAD's existing right-of-way and the
new intersection with AT&SF, and shall secure all
additional necessary and appropriate utility hook-ups
and/or tie-ins as are deemed appropriate by the
engineering studies called for under Article 2.
R. (a) The CITY shall cause each contractor, materialman
and any other person or entity, excluding the STATE and
all professional design and .engineering consultants,
directly performing work under contract with the CITY
in connection with the construction of the New Right -
Of -Way and New Facilities to warrant, for the benefit
of the CITY and the RAILROAD, as a third -party
beneficiary: (i) that the work, services and/or
materials performed and/or provided by that person or
entity are in full compliance and conformance with any
and all of the CITY's plans, terms, conditions,
designs, specifications and requirements applicable to
said work, services and/or materials; (ii) that the
work, services and/or materials performed and/or
provided by that person or entity are free from
material defects; and (iii) that all construction
and/or installations by that person or entity are
performed in a good and workmanlike manner and are in
good working order. Said warranties shall be limited
in time and shall only extend for a period of two (2)
years from the Conveyance Date; and the breach of said
warranties shall require the said contractor,
materialman and other person or entity, at his or its
cost, to promptly repair and/or replace the condition
resulting in the breach.
(b) The j4;ITY shall cause such consultant, contractor,
materialman and any other person or entity, excluding
the STATE and all professional design and engineering
consultants, directly performing work under contract
with the CITY in connection with the construction of
the New Right -Of -Way and New Facilities to indemnify
and hold the CITY and the RAILROAD, as a third -party
beneficiary, harmless from and against any claim, cost,
expense, damage, liability, loss or deficiency suffered
or incurred by the CITY or the RAILROAD (including,
without limitation, reasonable attorneys' fees and
other reasonable costs and expenses incident to any
suit, action or proceeding) arising out of or resulting
from the breach of the warranties set forth in sub-
paragraph R.(a) of this Article.
(c) The CITY shall cause all professional design and
engineering consultants, contractors, materialmen and
any other person or entity, excluding the STATE,
directly performing work under contract with the CITY
in connection with the design and construction of the
New Right -Of -Way and New Facilities to indemnify and
hold the CITY and the RAILROAD, as a third -party
beneficiary, harmless from and against any claim, cost,
expense, damage, liability, loss or deficiency suffered
or incurred by the CITY or the RAILROAD (including,
without limitation, reasonable attorney's fees and
other reasonable costs and expenses incident to any
suit, action or proceeding) arising out of or resulting
from any negligent act, error or omission by said
professional design and engineering consultant,
contractor, materialman and other person or entity and
any negligent act, error or omission of their agents,
employees, contractors or officers.
(d) The CITY shall cause each "prime contractor", as
defined in Article 5160, Vernon's Annotated Civil
Statutes, under contract with the CITY in connection
with the design and construction of the New Right -Of -
Way and the New Facilities to provide a bond or bonds
as are required under Article 5160, Vernon's Annotated
Civil Statutes.
11
(e) The CITY shall cause each professional design and
engineering consultant,. contractor, materialman and
other person or entity, excluding the STATE, directly
performing work under contract with the CITY in
connection with the design and construction of the New
Right -Of -Way and New Facilities to obtain and have in
full force for the entire term of the contract a policy
or policies of insurance as reasonably required by the
CITY and RAILROAD so that the CITY and RAILROAD are
fully protected and indemnified from liability and
claims for damages or loss to property, including the
CITY's and RAILROAD's property, and the loss of use
thereof, pe rsonal injury, bodily injury, including
death, and such other risks as the CITY and RAILROAD
shall reasonably require. The said person or entity
shall obtain and maintain insurance coverage in
companies satisfactory to the CITY and RAILROAD and in
such amounts as are customarily required for like
contracts for Workmen's Compensation, Employer's
Liability, Comprehensive Primary General Liability,
Comprehensive Automobile Liability, errors and
omissions, and such other types and coverages as may be
requested by the CITY and RAILROAD. Before
commencement of any work, said entity or person shall
provide the CITY with a certificate or certificates of
insurance evidencing the existence of said policy or
policies of insurance, and showing the CITY and the
RAILROAD as additional insureds thereunder.
(f) All contracts between the CITY and said
professional design and engineering consultants,
contractors, materialmen and other persons or entities,
excluding the STATE, shall expressly identify and
designate the RAILROAD as a third -party beneficiary of
the aforesaid warranties and indemnities. The RAILROAD
shall have the right to approve the CITY's contracts
with the professional design and engineering
consultants, contractors, materialmen and other persons
or entities in connection with the design and
construction of the New Right -Of -Way and New
Facilities. All bid specifications in connection with
the design and construction of the New Right -Of -Way and
New Facilities shall advise the bidders that: (i).the
successful bidder must satisfy the RAILROAD as to the
bidder's ability to perform the work and meet all
contractual obligations set forth in the contract to be
executed; and (ii) the RAILROAD shall be required to
approve the contract as to form prior to execution.
ARTICLE !3'." -conveyance. (a) Promptly
and the RAILROAD's acceptance of the
payment to the RAILROAD of all s
satisfaction of all other conditions
Agreement, the RAILROAD will convey
12
after the CITY's completion
New Facilities, the CITY's
ums agreed to herein,' and
precedent set forth in this
to the STATE, by quit -claim
deed, the RAILROAD's right, title and interest in the Old Right -
Of -Way. The CITY and the RAILROAD hereby agree, and the CITY
hereby acknowledges the conveyance of the Old Right -Of -Way "AS
IS", with any and all defects of any kind and nature, including,
without limitation, title defects and all environmental defects,
known or unknown. Concurrently with RAILROAD's conveyance of the
Old Right -Of -Way to the STATE, the RAILROAD will convey to the
STATE "AS IS and WHERE IS", any and all personalty associated
with the Old Right -Of -Way, including but not limited to, all
rails, ties, tie plates, spikes, switches, gates, lights,
trackage and appurtenances (the "Old Facilities"), but
specifically excluding any or all of such personalty which the
RAILROAD designates t*t will salvage pursuant to Article S of this
Agreement.
(b) Concurrently. with the RAILROAD's conveyances to the STATE,
the CITY will convey to the RAILROAD, by recordable warranty
deed, good and indefeasible fee simple title to the New Right -Of -
Way, subject only to the Permitted Exceptions. The CITY will
also convey to the RAILROAD, by good and merchantable Hill of
Sale, all right, title and interest of the CITY in and to the New
Facilities, free and clear of any and all claims and liens.
Notwithstanding anything herein to the contrary, if on the
Conveyance Date the CITY has possession but does not have fee
simple title to one or more parcels in the New Right -Of -Way as a
result of ongoing eminent domain proceedings, the CITY shall
transfer possession of said parcel or parcels to the RAILROAD on
the Conveyance Date and shall, upon the conclusion of said
eminent domain proceeding or proceedings, convey to the RAILROAD,
by recordable warranty deed, good and indefeasible fee simple
title to said parcel or parcels, subject only to the Permitted
Exceptions.
(c) The date upon which the aforesaid conveyances shall take
place will be identified herein as the "Conveyance Date".
(d) On the Conveyance Date, there shall be delivered to the
RAILROAD an owner's title insurance policy that is consistent
with the then most recent commitment for title insurance approved
by the RAILROAD, showing title to the New Right -Of -Way in the
RAILROAD, subject only to the Permitted Exceptions.
ARTICLE 4. Additional Consideration. As and for additional
consideration for RAILROAD's agreement to convey the Old Right -
Of -Way and relocate its operations to the New Right -Of -Way as set
forth above, the CITY hereby agrees to pay the RAILROAD, on the
Conveyance Date, an amount equal to the difference between the
Agreed Value of the Old Right -Of -Way (as hereinafter defined) and
the Agreed Value of the New Right -Of -Way (as hereinafter
defined).
a. For purposes of this Agreement,
the New Right -0f -Way" shall be
amount paid by the CITY to third
13
the "Agreed Value of
equal to the actual
party property owners
a
b.
to acquire the parcels comprising the New Right -Of -Way,
less the fair market value of any improvements removed
from the New Right -of -Way to make way for the New
Facilities. The CITY will in good faith use its best
efforts to acquire the New Right -Of -Way for the least
amount of money.
For purposes of this Agreement, the "Agreed Value of
the Old Right -Of -Way" shall be an amount mutually
agreed upon by the CITY and the RAILROAD or, if mutual
agreement cannot be reached, an amount determined as
follows: (i) The CITY shall cause to be retained a
mutually Agreed upon registered K.A.I. appraiser with
at least five years experience appraising like
properties (the "First Appraiser") to determine a fair
market value of the highest and best use of the Old
Right -Of -Way and to determine all damages and all
enhancements to the remainder of the RAILROAD's
property and operations. If the determination by the
First Appraiser is mutually acceptable to the parties,
the determination will become the "Agreed Value of the
Old Right -Of -Way. (ii) If the determination by the
First Appraiser is not mutually acceptable to the
parties, then the CITY shall cause to be retained a
second mutually agreed-upon, registered K.A.I.
appraiser with at least five years experience
appraising like properties (the "Second Appraiser") to
determine a fair market value of the highest and best
use of the Old Right -Of -Way and to determine the
damages and enhancements to the remainder of the
RAILROAD's property and operations. If the Second
Appraiser is retained and if the determination by the
Second Appraiser is mutually acceptable to the parties,
the determination will become the "Agreed Value of the
Old Right -Of -Way". (iii) If the determination by the
Second Appraiser is not mutually acceptable to the
parties, then the CITY will cause to be instituted
eminent domain proceedings for a determination of
damages for the Old Right -Of -Way. The determination of
damages contained in a final, non -appealable order
entered in the eminent domain proceeding, or at any
earlier stage as mutually agreed by the parties, shall
be accepted by the parties as the "Agreed Value of the
Old Right -Of -Way" and, thereafter, the parties hereby
agree to cause the eminent domain proceedings to be
dismissed. Notwithstanding the institution of eminent
domain proceedings hereunder, all other terms,
conditions, covenants and agreements in this Agreement
shall remain in full force and effect. The RAILROAD
shall incur no costs or expenses in connection with the
appraisals provided for herein, and all fees, costs and
expenses (including reasonable attorneys' fees)
incurred by the RAILROAD in connection with the eminent
domain proceeding shall be paid by the CITY.
I P2
Vf7 - ,/
14PA/
C. The First Appraiser and the Second Appraiser shall, in
determining the fair market value of the highest and
best use of the Old Right -Of -Way and in determining the
damages and enhancements to the remainder of the
RAILROAD's property and operations, to the extent they
are in accordance with the provisions of Article 1105c
Vernons Annotated Civil Statutes, take into account the
following items: (i) the lease revenue and all other
revenues generated by the property and the loss of that
revenue as a result of the relocation; (ii) the
customers, shippers and shipments that may be lost as a
result of the relocation; (iii) the impact and cost of
increasedjor decreased operating costs and expenses as
a result of the relocation; and (iv) the impact and
effect on the value of the remainder of the RAILROAD's
remaining right-of-way east of the Old Right -of -Way.
The foregoing items are not exclusive, and the First
Appraiser and Second Appraiser shall take into account
any and all additional facts and circumstances which
will enable the appraiser to determine the fair market
value of the highest and best use of the Old Right -Of -
Way and to determine all damages and all enhancements
to the remainder of the RAILROAD's property and
operations.
ARTICLE 5. Prorations. General real estate taxes and any
special assessments ("Taxes") for the year in which the
Conveyance Date occurs shall be prorated as of the Conveyance
Date. Taxes shall be prorated based upon 100% of the most recent
ascertainable tax bill.
ARTICLE 6. Relocation Assistance. The CITY in cooperation with
the STATE will provide relocation assistance to the RAILROAD as
may be determined to be eligible under the State of Texas
Relocation Assistance Program.
ARTICLE 7. CITY Recommendations. The CITY will, at its expense,
and as additional consideration for the agreements of the
RAILROAD set forth herein, study and make recommendations to the
RAILROAD regarding the optimum location for a "piggy back"
facility, a parking lot for an excursion train, and a possible
maintenance facility for the RAILROAD.
ARTICLE S. RAILROAD's Salvage Rights. The RAILROAD may, at its
option, salvage any of the Old Facilities. The salvage
operations, if undertaken, will be performed by the RAILROAD at
no cost to the CITY. Prior to undertaking the appraisals called
for in Article 4 hereof, the RAILROAD will notify the CITY as to
what, if any, of the Old Facilities will be salvaged. Since the
salvage operations cannot take place until after the Conveyance
Date, the RAILROAD will cooperate with the CITY to schedule the
salvage operations so as not to unreasonably interfere with the
construction of the East-West Freeway, and, barring unforeseen
.r
15
circumstances, shall cause the salvage operation to be completed
within 120 days from the Conveyance Date.
ARTICLE 9. Possession. The CITY hereby agrees to deliver
possession of the New Right -Of -Way to the RAILROAD on the
Conveyance Date. Immediately following the Conveyance Date, the
RAILROAD shall commence the relocation of its RAILROAD operations
from the Old Right -Of -Way to the New Right -Of -Way, provided,
however, that the RAILROAD shall be entitled to remain on the Old
Right -Of -Way for the purpose of salvaging the Old Facilities as
provided in Article 8, above.
ARTICLE 10. Representations of the CITY. The CITY represents
and warrants to the RAILROAD, its successors and assigns, the
following:
a. The CITY is a municipal corporation and has full power
and the authority to enter into this Agreement and to
perform all of the covenants, agreements and
obligations of the CITY hereunder;
b. The New Facilities to be conveyed pursuant to the terms
of this Agreement will be constructed in good and
workmanlike manner and will be in good working order on
the Conveyance Date. If any of the New Facilities are
not in good working order, for a period of two (2)
years from the Conveyance Date, then CITY and RAILROAD
shall, at no cost to the RAILROAD, jointly pursue any
contractor, engineer, materialman and other person or
entity who provided the non -conforming work or
materials under the warranties heretofore set forth in
Article 2, Paragraph R.
C. The agreement by and between the CITY and the STATE
dated February 12, 1991 relating to the respective
responsibilities of each of them for the relocation of
the RAILROAD in furtherance of construction of the
East-West Freeway (a true and correct copy of which is
attached hereto as Exhibit B) is in full force and
effect, and has not been amended since the date
thereof. The CITY further represents and warrants that
neither it nor the STATE is in default of the aforesaid
agreement and, in the event of any default by either
party thereunder, the CITY shall notify the RAILROAD,
in writing, promptly upon the occurrence of such
default.
ARTICLE il. Default. If either party shall default in the
performance of any of the provisions hereof, and said default
shall remain uncured for twenty (20) days after the non -
defaulting party shall have mailed written notice to the
defaulting party specifying the default and demanding the same to
be remedied, then the non -defaulting party may, at its option, do
one or both of the following: (i) suspend any further
s
3
performance by it under this agreement, (ii) proceed by
appropriate court action to enforce performance by the defaulting
party or to recover damages for breach of contract, or both. The
foregoing remedies are not exclusive but are cumulative and are
in addition to any and all other remedies the nondefaulting party
may then and there have at law or in equity. If either party
commences an action against the other to enforce any of the terms
of this agreement or because of the breach of either party of any
of the terms of this agreement, then the prevailing party after
final judgment shall be paid its attorneys' fees, costs and
expenses incurred in connection with the prosecution or defense
of such action.
i��
ARTICLE 12. Survival of Representations and WaThe
representations and warranties made in this Agreement by either
Party to the other shall be deemed to be remade on the Conveyance
Date and shall be true and correct in all material respects at
such time. No representation or warranty made or provided in
this Agreement shall be deemed to be merged in any closing or
conveyance document unless expressly otherwise agreed to in
writing. Notwithstanding anything contained in this Article, all
representations and warranties by the CITY shall be limited in
time to two (2) years from the Conveyance Date.
ARTICLE 13. miscellaneous. (a) The RAILROAD hereby agrees to
make available to the CITY, upon request of the CITY and at no
expense to the RAILROAD, all records and other information deemed
necessary by the CITY to assess the impact of the relocation�-
This assessment will be made available to the RAILROAD upon
request. The RAILROAD will grant permission to the CITY or its
agents to enter upon the Old Right -of -Way for the purposes of
surveying, testing and other similar activities, provided these
activities do not unreasonably interfere with the operation of
the RAILROAD. Any records or other information made available to
the CITY pursuant to this sub -paragraph which is designated by
the RAILROAD as confidential business information shall be
maintained by the CITY in strict confidence and shall not be
copied, disclosed to any other person or used in any manner
except as is necessary for the CITY to assess the impact of the
relocation. All such confidential information and records shall
be returned to the RAILROAD on the Conveyance Date.
(b) Changes in the time frame, character,' cost or obligations
authorized herein shall be enacted by written amendment before
additional work may be performed or additional cost incurred.
Any amendment to this Agreement must be executed by both parties.
(c) The CITY and RAILROAD shall comply with all applicable laws
and regulations, and the orders and final decrees of any court of
final jurisdiction in any manner affecting the performance of
this Agreement.
(d) The CITY and the RAILROAD, respectively, bind themselves,
their successors, assigns and legal representatives to the other
17
}
J
party to this Agreement and the successors, assigns and legal
representatives of such other party with respect to all covenants
and provisions of this Agreement.
(e) In case one or more of the provisions contained in this
agreement shall for any reason be held invalid, illegal, or
unenforceable in any respect, such invalidity, illegality, or
unenforceable provision thereof and this Agreement shall be
construed as if such invalid, illegal, or unenforceable provision
has never been contained herein.
(f) This Agreement contains the entire understanding between the
parties hereto and typo modifications of this Agreement shall be
valid until it is agreed upon by the CITY and the RAILROAD in
writing.
(g) This Agreement constitutes the sole and only agreement of
the parties thereto and supersedes any prior understanding or
written or oral agreements between the CITY and the RAILROAD
respecting the within subject matter.
(h) This Agreement shall be governed, construed and enforced in
accordance with the laws of the State of Texas.
(i) This Agreement may be executed in any number of
counterparts, each of which shall be deemed to be an original,
and all of such counterparts shall together constitute one
agreement.
(j) In addition to the acts and deeds recited herein and
contemplated to be performed, executed and/or delivered by the
CITY to the RAILROAD, the CITY and the RAILROAD agree to perform,
execute and/or deliver or cause to be performed, executed and/or
delivered on the Conveyance Date or prior to or after the
Conveyance Date, as the case may be, any and all further acts,
deeds and assurances as may be reasonably necessary to consummate
the transactions contemplated hereby.
(k) Any notice which a party may be required or may desire to
give hereunder shall be deemed to have been given: (i) when
delivered, if delivered personally; (ii) three days after deposit
in the United States mail, certified or registered with postage
prepaid; or (iii) one business day after deposit with a
nationally recognized overnight courier, if addressed as follows:
If to CITY: City Manager
P.O. Box 2000
Lubbock, Texas 79457
or
1625 13th Street
Lubbock, Texas 79401
f�
O,
If to RAILROAD: c/o Temco Corporation
100 E. Scranton Avenue
Lake Bluff, Illinois 60044
Attention: Gary W. Leydig, General
Counsel
or to such other address as a party may have furnished to the
other party, in writing.
(1) All approvals required by any party in this Agreement shall
not be unreasonably withheld.
IN WITNESS WiHEREOF,,j the CITY and RAILROAD have executed this
Agreement on the day and year above indicated.
SEAGRAVES, WHITEFACE AND CITY OF LUBBOCK
LUBBOCK RAILROAD
By By • ,Q s
Chairman A the Board B. C. Mcklrdi, Mayor
ATTEST:
By: / "IIJ7
,4 SSf rTAOi T Secretary
ATTEST:
tte Boyd, Cit Se etary
PROVED AS TO CONTENT:
By:
Ja s E. Bertram,
Asis nt City Manager
for velopment Services
APPROVED AS TO FORM:
By: om'
worth Fullingim
ssistant City Attorney
19
ION
_ OXY
Resolution No. 20 0-80186
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EXHIBIT
Resolution N0. 2000—RO186 I
FIRST AMENDMENT TO THE "AGREEMENT FOR THE RELOCAVOIT�
OF A PORTION OF THE SEAGRAVES, WHITEFACE AND LUBBOCK
RAILROAD FOR CONSTRUCTION OF A CONTROLLED ACCESS HIGHWAY
FACILITY IN THE CITY OF LUBBOCK, TEXAS"
This amendment agreement is entered into by and between the West Texas and Lubbock
Railroad Company, Inc., a Texas Corporation, hereinafter called "RAILROAD" and the
City of Lubbock, Texas, hereinafter called "CITY" to be effective on the date last
executed.
WITNESSETH
WHEREAS, the City and Seagraves, Whiteface and Lubbock Railroad
Corporation entered into an Agreement dated March 8, 1991, for the purpose of
relocating the Seagraves, Whiteface and Lubbock Railroad for construction of a
controlled access highway facility in the City of Lubbock; and
WHEREAS, the City and the Railroad have agreed to modify the agreement to
clarify current ownership of the railroad and to reflect other agreements regarding the
construction of the New Facility and the conveyance of the Old Right -of -Way;
NOW, THEREFORE, in consideration of the promises and of the mutual
covenants and agreements of the parties hereto, the parties agree to the following
amendments to the March 8, 1991, agreement:
1. Since the date of the agreement herein referenced, ownership of the
Seagraves, Whiteface, and Lubbock Railroad Corporation has changed
and the railroad is now owned and operated by the West Texas and
Lubbock Railroad Company, Inc. All references in said agreement to the
Seagraves, Whiteface and Lubbock Railroad Corporation shall be
amended to read West Texas and Lubbock Railroad Company, Inc.; and
2. Article 2 introductory paragraph is deleted and replaced by the following
paragraph:
"ARTICLE 2. Responsibilities of CITY and RAILROAD in effecting the
relocation of the RAILROAD's operations from the Old Right -of -Way to
the New Right -of -Way including plans, specifications and construction of
the New Facilities (as hereinafter defined):"
Amendment to Agreement for Railroad Relocation
Page 1
3. Article 2, sub -paragraph D, Section (vi) is deleted and replaced by the
following paragraph:
"(vi) one rail siting, at approximately the location of the switches
identified in (v) above, containing storage capabilities of at least forty (40)
railcars;"
4 Article 2, sub -paragraph K is amended as follows:
"K. The City will, at no expense to the Railroad, obtain the approval of
the Interstate Commerce Commission, the Texas Railroad
Commission, the Surface Transportation Board and any other
necessary governmental body for the Railroad to abandon the Old
Right -of -Way and relocate and continue its operations over and
upon the New Right -of -Way. (Remainder of sub -paragraph K is
unchanged)."
5. Article 2, sub -paragraph S, is added to read as follows:
"S. The City will, at its own expense, resurface the track of the
existing railroad mainline (Levelland) between the south terminal
from approximately the intersection of Upland Street
northwestward approximately 13,200 feet to the proposed "Y"
connection.
(i). `Resurfacing' shall include the following services
a. Surveying existing alignment to determine both
horizontal and vertical placement; and
b. Reviewing existing horizontal and vertical alignment to
incorporate modifications to allow upgrade to 40 mph; and
c. Developing plan, profile, and summary of work to
include
1) Replacement of defective crossties and tie spikes
not to exceed 33% (with all defective crossties to be
removed being marked by a Railroad
representative), but reusing existing tie plate and
anchors; and
2) Cleaning of crib between all ties to allow
placement of ballast; and
3) Placement of minimum of six (6) inches of
ballast under tie throughout. #
d. Providing smooth transitions at proposed yard and "Y"
locations; and
e. Construction observation during removal and
installation of specified times.
Amendment to Agreement for Railroad Relocation
Page 2
(ii). `Resurfacing' shall not include the following services
a. Modification or replacement of at -grade crossings; or
b. Modifications or replacement of at -grade signal systems
and protection equipment. No attempt will be made to
update existing signal system to 40 mph design speed; or
c. Replacement of the rail or guard rail; or
d. Replacement of turnouts; or
e. Rail grinding or other alteration of the existing rail; or
f. Modification or reconstruction of subgrade or subballast;
or
g. Modification or reconstruction of drainage or drainage
structures."
6. Article 2, sub -paragraph L is deleted and replaced by the following
section:
"L. The RAILROAD shall secure an agreement from the BNSF
(formerly AT&SF) allowing the RAILROAD to connect with the BNSF at
the new track intersection northwest of Loop 289 and shall gain track
rights from BNSF from this connection to the downtown yard (`BNSF
Agreement"). Said BNSF Agreement shall ensure the RAILROAD's
ability to connect with BNSF with at least the same frequency as now
occurs in connection with the Old Right -Of -Way and shall otherwise be
satisfactory to the RAILROAD in all respects. Written confirmation of
said BNSF Agreement, signed by both parties shall be a condition
precedent to conveyance of the New Facility. RAILROAD shall, prior to
incurring any expenses under this sub -paragraph,. submit to the CITY for
its approval a schedule or schedules identifying the rates for all
professionals and personnel to be retained or used by the RAILROAD in
the exercise of its rights granted in this sub -paragraph. Said schedule or
schedules shall to the extent possible, also identify the range of costs that
may be incurred by the RAILROAD. Said schedule or schedules may be
disapproved by the CITY only if they are unreasonable, and approval by
the CITY may not be unreasonably withheld or delayed. All reasonable
fees, costs and expenses incurred by the RAILROAD in connection with
the exercise of the rights granted it in this sub -paragraph and which are in
conformance with the schedule or schedules previously approved by the
CITY shall, upon monthly submission of a detailed invoice to the CITY
and upon the CITY's approval thereof, be promptly paid by the CITY, and
such approval shall not be unreasonably withheld or delayed."
Amendment to Agreement for Railroad Relocation
Page 3
7. Article 2, subparagraph N is deleted and replaced by the following section:
"N. Upon completion of the New Facilities, the CITY shall provide the
RAILROAD with an American Land Title Association ("A.L.T.A.")
Survey, or its equivalent, of the New Right -of -Way, certified to the
RAILROAD and prepared by a registered Texas land surveyor, showing
all improvements, the New Facilities, lot lines, utility easements, roads
and showing no encroachments. RAILROAD agrees that the CITY's
provision of both Final Right -of -Way Maps for the New Right of Way and
`As Built' Construction Plans for the New Facilities will be deemed
equivalent to an A.L.T.A. survey for the purposes of this section."
8. Article 3, Conveyance. is deleted and replaced by the following article:
"Article 3. Conveyance. (a) Promptly after the CITY'S payment to the
RAILROAD of all sums agreed to in the `Agreement Between West Texas
and Lubbock Railroad Company, Inc. and the City of Lubbock Regarding
Conveyance of a Portion of the Railroad Right of Way to the State of
Texas for Highway Construction' (`Conveyance Agreement') executed
simultaneously herewith, and satisfaction of all other conditions precedent
set forth in said agreement, the RAILROAD will convey to the STATE,
by quit -claim deed (in the form attached hereto as Exhibit `B" and made a
part hereof for all purposes) the RAILROAD's right, title and interest in
the Old Right -of -Way. The CITY, the STATE and the RAILROAD
hereby agree, and the CITY and STATE hereby acknowledge the
conveyance of the Old Right -of -Way `AS IS', with any and all defects of
any kind and nature, including, without limitation, title defects of any kind
and nature, including, without limitation, title defects and all
environmental defects, known or unknown. Concurrently with
RAILROAD's conveyance of the Old Right—of-Way to the State, the
RAILROAD will convey to the State by Assignment and Bill of Sale (in
the form attached hereto as Exhibits "C" and "D" and made a part hereof
for all purposes), `AS IS and WHERE IS' any and all personalty
associated with the Old Right -of -Way, including but not limited to, all
rails, ties, tie plates. spikes, switches, gates, lights, trackage and
appurtenances (the `Old Facilities'), but specifically excluding the
following personalty which the RAILROAD has designated that it will
salvage pursuant to Article 8 of this Agreement: all metal track materials
including but not limited to rails, tie plates, spikes, switches, gateg, lights,
signals, connectors, crossings, trackage and appurtenant facilities.
Amendment to Agreement for Railroad Relocation
Page 4
Promptly after the CITY's completion and the RAILROAD's acceptance
of the New Facilities, the CITY will convey to the RAILROAD, by
recordable warranty deed, good and indefeasible fee simple title to the
New Right -of -Way, subject only to the Permitted Exceptions. The CITY
will also convey to the RAILROAD, by good and merchantable Bill of
Sale, all right, title and interest of the CITY in and to the New Facilities,
free and clear of any and all claims and liens. Notwithstanding anything
herein to the contrary, if on the Conveyance Date the CITY has possession
but does not have fee simple title to one or more parcels in the New
Right—of-Way as a result of ongoing eminent domain proceedings, the
CITY shall transfer possession of said parcel or parcels to the
RAILROAD on the Conveyance Date and shall, upon the conclusion of
said eminent domain proceeding or proceedings, convey to the
RAILROAD, by recordable warranty deed, good and indefeasible fee
simple title to said parcel or parcels, subject only to the Permitted
Exceptions.
(b) The date upon which the aforesaid conveyance from the CITY to the
RAILROAD shall take place will be identified herein as the `Conveyance
Date.'
(c) On the Conveyance Date, there shall be delivered to the
RAILROAD an owner's title insurance policy that is consistent with the
then most recent commitment for title insurance approved by the
RAILROAD, showing title to the New Right -of -Way in the RAILROAD,
subject only to the Permitted Exceptions."
9. Article 4. Additional Consideration, is deleted and replaced by the
following article:
"Article 4. Additional Consideration. As and for additional consideration
for RAILROAD's agreement to convey; the Old Right -of -Way and
relocate its operations to the New Right—of-Way as set forth above, the
CITY hereby agrees to pay the RAILROAD, on the date RAILROAD
conveys the Old Right -of -Way to the STATE, an amount equal to the
difference between the Agreed Value of the Old Right -of -Way (as
hereinafter defined) and the Agreed Value of the New Right -of -Way (as
hereinafter defined), in accordance with the terms of the Conveyance
Agreement executed simultaneously herewith. i
a. For purposes of this Agreement, the `Agreed Value of the New Right -
of -Way' shall be three hundred fifty thousand dollars ($350,000.00).
b. For purposes of this Agreement, the `Agreed Value of the Old Right -
of -Way' shall be nine million, six hundred fifteen thousand dollars
($9,615,000.00)."
Amendment to Agreement for Railroad Relocation
Page 5
10. Article 8. RAILROAD's Salvage Rights. Is deleted and replaced by the
following article:
"Article 8. RAILROAD's Salvage Rights. The RAILROAD may, at its
option, salvage that portion of the "Old Facilities" identified in Article 3
(a) as designated for salvage ("Salvage Rights"). The salvage operations,
if undertaken, will be performed by the RAILROAD at no cost to the
CITY. CITY will notify RAILROAD approximately sixty (60) days prior
to the anticipated completion date of the New Facilities. Since the salvage
operations cannot take place until after the Conveyance Date, the
RAILROAD will cooperate with the CITY and STATE to schedule the
salvage operations so as not to unreasonably interfere with the
construction of the East-West Freeway, and barring unforeseen
circumstances, shall cause the salvage operation to be completed within 90
days from the Conveyance Date. IN the event the Railroad assigns other
rights set out in the Relocation Agreement and/or this Amendment, the
Salvage Rights will remain the sole and exclusive right of the West Texas
and Lubbock Railroad Company, Inc."
11. Article 10, subsection c, is deleted and replaced by the following section:
"c. The agreement by and between the CITY and the STATE dated
February 12, 1991, relating to the respective responsibilities of each of
them for the relocation of the RAILROAD in furtherance of construction
of the East-West Freeway is in full force and effect, as amended by the
Modification Agreement dated June 5, 1991, the Second Modification
Agreement dated May 30, 1997. True copies of each Modification
Agreement are attached hereto as Exhibits C and D. The CITY further
represents and warrants that neither it nor the STATE is in default of the
aforesaid agreements at this time, and in the event of any default by either
party thereunder, the CITY shall notify the RAILROAD, in writing,
promptly upon the occurrence of such default."
IT IS FURTHER AGREED by and between the parties hereto that the Agreement
referenced herein, except as modified by this Agreement, shall remain in all respects as
originally written and shall continue to be effective as of the dates of the respective
Agreements.
Amendment to Agreement for Railroad Relocation
Page 6
IN TESTIMONY WHEREOF, the Railroad and the City have executed duplicate
counterparts of this agreement on the dates indicated.
CITY OF LUBBOCK WEST TEXAS & LUBBOCK RAILROAD
COMPANY, INC.
By: By:
/1
Date:' —'`7 Date:
ATTEST:
, A4A.'"o
"�,-
Kaylbfe Darnell, City'Secre
*"
AP OVED AS TO CONTENT:
Richard Burdine, Assistant City Manager
APPROVED AS TO FORM:
Linda Chamales, Supervising Attorney
APPROVED AS TO CONTENT
EXECUTI I
RECOMMENDED:
Carl R tley, P.E. District Engi er
State of Texas
Department of Transportation
,r
Date: oQ
LC: 11929 — RR -Amendment
Amendment to Agreement for Railroad Relocation
Page 7
I�V.JVIJL1Vl ..V. JJ.�I
• Resolution No. 2000—RO186 January 24, 1991
Item #
EXHIBIT
b
JWF:da
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock BE and is hereby authorized and
directed to execute for and on behalf of the City of Lubbock an agreement
i entitled "Agreemer for the relocation of a portion of the Seagraves,
Whiteface, and Lubbock Railroad for construction of a controlled access
highway facility in the City of Lubbock, Texas," said agreement to be
entered into by and between the City of Lubbock and the Texas State
Department of Highways and Public Transportation, attached herewith, which
shall be spread upon the minutes of the Council and as spread upon the
minutes of this Council shall constitute and be a part of this Resolution
as if fully copied herein in detail.
Passed by the City Council this 24th day of January 1991.
ATTEST:
4Rane Soyd, City Secretary
APPROVED AS TO CONTENT:
James E. Bertram, Assistant City
Manag.v for Development Services
APPROVED AS TO FORM:
c
J. r h Fullingim, Assistant
CitA Attorney
B. C. MCMINN, MAYOR
...
STATE OF TEXAS
COUNTY OF TRAVIS
ne5U.LUL1U11 l40. »L/
AGREEMENT FOR THE RELOCATION OF A PORTION OF
THE SEAGRAVES, WHITEFACE, AND LUBBOCK RAILROAD
FOR CONSTRUCTION OF A CONTROLLED ACCESS HIGHWAY FACILITY
IN THE CITY OF LUBBOCK, TEXAS
foe
This agreement is entered into by and between the State of Texas, acting by
and through the State Department of Highways and Public Transportation,
hereinafter called the State, pursuant to Minute Order Number 88793, dated
May 24, 1989, and the City of Lubbock, acting by and through its duly
authorized official pursuant to Resolution Number 3173, dated August 10,
1989, hereinafter called the City, to be effective on the date last
executed.
WITNESSETH
WHEREAS, the State and City have, for the purpose of decreasing hazards to
life and property, promoting public safety, improving traffic conditions,
and encouraging the City's orderly development, deemed it necessary to
construct a controlled access highway facility in the City as a part of the
State Highway System, and to be known as the East-West Freeway for the
purposes of this agreement; and
WHEREAS, in LUBBOCK COUNTY, the State owns, operates and maintains
U. S. Highway 82 as a part of its State Highway System; and
WHEREAS, the State and City have, for the purposes of decreasing hazards to
life and property, promoting public safety, improving traffic conditions,
and encouraging orderly development of the City, deemed it necessary to
improve a 6.8 mile segment of said East-West Freeway, extending from South
Loop 289 (SW), northeasterly and thence easterly to a crossing with
Interstate Highway 27; and
WHEREAS, the recommended design and alignment of the improved facility will
necessitate the acquisition of a portion of the right of way and the
relocation of related trackage and facilities, hereinafter called the
Relocation, of the Seagraves, Whiteface, and Lubbock Railroad, hereinafter
called the Railroad, which is owned and operated by the Seagraves,
Whiteface, and Lubbock Railroad Corporation; and
WHEREAS, the State and the City have agreed upon the respective
responsibilities of each for the Relocation in furtherance of construction
of the East-West Freeway, and desire to enter an appropriate agreement for
such purposes pursuant to Texas Civil Statutes Article 6673b;
AGREEMENT
NOW, THEREFORE, in consideration of the premises and of the mutual
convenants and agreements of the parties hereto, to be by them respectively
kept and performed as hereinafter set forth, it is agreed as follows:
ARTICLE 1. The City will effect the Relocation from the present track
alignment proximal to the U. S. Highway 82 corridor between a point
southwest of the crossing with Loop 289 (SW) and just east of University
Avenue, to a new alignment yet to be determined between West Loop 289 and
Reese Air Force Base, con�Rpcting with existing tracts along the
U. S. Highway 82 corridor southwest of Loop 289, and with those tracks along
the U. S. Highway 84 corridor northwest of Loop 289, together with such
other trackage connections as may be required.
ARTICLE 2. The City will perform all engineering services necessary to
research, investigate, and analyze alternative routes for the Relocation.
ARTICLE 3. The City will prepare environmental studies for the Relocation
in a form suitable for inclusion with the State's environmental studies for
the East-West Freeway, and will provide for the State's formal review of
those Relocation studies.
ARTICLE 4. The City will conduct appropriate public involvement and
perform/prepare drainage analysis, survey, design, construction plans and
specifications, and right of way maps for the Relocation. The plans,
specifications and cost estimates for the Relocation will be submitted to
the State for review and comment.
ARTICLE 5. The City, in accordance with applicable Federal and State laws
and policies governing the acquisition of real property, will acquire all
right of way for the new railroad alignment and will adjust all eligible
utilities for the new railroad alignment necessary for the Relocation.
ARTICLE 6. The City will provide construction administration for and will
inspect construction of the relocated Railroad facilities.
ARTICLE 7. The City will effect conveyance or cause to be conveyed to the
State all of the title and interest owned by the Seagraves, Whiteface, and
Lubbock Railroad Corporation on and along the existing Railroad right of way
from the new railroad alignment to just east of University Avenue.
Conveyance shall be free and clear of all encumbrances.
ARTICLE 8. The State will provide relocation assistance as may be
determined to be eligible under its Relocation Assistance Program.
ARTICLE 9. The State will provide the lesser of ninety (90%) percent or
$10,800, 000.00 of the eligible costs incurred by the City in effecting the
Relocation. Reimbursement to the City shall be requested in accordance with
the State's standard billing procedures with reimbursements being requested
no more than once per month. "Eligible costs" are those that the State
normally recognizes in railroad adjustments undertaken by the State pursuant
to applicable Federal and State laws and policies. The sum of
$10,800,000.00 represents ninety (90%) percent of the currently estimated
eligible costs of the Relocation. In the event that actual eligible costs
exceed estimated eligible costs, the State will consider amending this
agreement to provide for appropriate increase in State funding as may be
feasible within the State's budgetary constraints and other commitments.
ARTICLE 10. Upon completion of the respective responsibilities and duties
by the City, it will furnish the State a final audit of all costs associated
with the Relocation, and such other information or records as the State may
require for cost verificatlon. In addition, the State reserves the right to
audit costs billed to the State by the City to determine eligibility as
provided in Article 9 of this agreement.
ARTICLE 11. This agreement may be terminated by any of the following
conditions:
A. By mutual consent of both parties.
B. By either party, upon the failure of the other party to fulfill
its responsibilities and obligations as set forth in this
agreement.
C. By satisfactory completion and acceptance of all services and
obligations described herein.
The termination of this agreement shall extinguish all rights, duties,
obligations and liabilities of the State and the City under this agreement.
If the termination is due to the failure of the City to fulfill its
contractual obligations, the State will notify the City that possible breach
of contract has occurred. Within thirty (30) days from the State's written
notification, the City must remedy the breach as outlined by the State. In
the event the City does not remedy the breach to the satisfaction of the
State, the State may terminate this agreement or suspend performance
thereunder and the parties shall conclude their activities relating to the
Relocation and proceed to a final audit in accordance with Article 10.
If the termination is due to the failure of the State to fulfill its
contractual obligations, the City will notify the State that possible breach
of contract has occurred. Within thirty (30) days from the City's written
notification, the State must remedy the breach as outlined by the City. In
the event the State does not remedy the breach to the satisfaction of the
City, the City may terminate this agreement or suspend performance
thereunder, and the parties shall conclude their activities relating to the
Relocation and proceed to a final audit in accordance with Article 10.
ARTICLE 12. Changes in the time frame, character, cost or obligations
authorized herein shall be enacted by written amendment before additional
work may be performed or additional cost incurred. Any amendment to this
agreement must be executed by both parties.
ARTICLE 13. The City and State shall comply with all applicable laws and
regulations, and the orders and final decrees of any court of final
jurisdiction in any manner affecting the performance of this agreement.
ARTICLE 14. The State and the City, respectively, bind themselves, their
successors, assigns and legal respresentatives to the other party to this
agreement and the successors, assigns and legal representatives of such
other party with respect to all covenants and provisions of this agreement.
ARTICLE 15. To the extent permitted by law, the City shall indemnify and
save harmless the State from all claims and liabilities due to activities of
itself, its agents, employees, contractors or officers performed under this
agreement and which result from an error, omission or negligent act of the
City or any person contracted or employed by the City. To the extent
permitted by law, the Cit shall also indemnify and save harmless the State
from any and all expense, including attorney fees, which might be incurred
by the State in litigation or otherwise resisting said claim or liability
which might be imposed on the State as the result of such activities of the
City, its agents, employees, contractors or officers.
ARTICLE 16. In case one or more of the provisions contained in this
agreement shall for any reason be held invalid, illegal or unenforceable in
any respect, such invalidity, illegality or unenforceable provision thereof
and this agreement shall be construed as if such invalid, illegal or
unenforceable provision has never been contained herein.
ARTICLE 17. This agreement contains the entire understanding between the
parties hereto and no modification of this agreement shall be valid until it
is agreed upon by the State and the City in writing.
ARTICLE 18. This agreement constitutes the sole and only agreement of the
parties thereto and supersedes any prior understanding or written or oral
agreements between the State and the City respecting the within subject
matter.
IN TESTIMONY WHEREOF, the State and City have executed duplicate
counterparts of this agreement on the dates indicated.
- 4 -
.►
CITY OF LUBBOCK
By:
8. C. Mc- inn, Mayor
Date: January 24, 1991
ot
ATTEST:
4Rane26
Boyd, City Sec toy
APPROVED AS TO CONTENT:
I
James Bertram, Assistant
Cit` Ma ager for Development
Servic s
APPROVED AS TO FORM:
i Azat M r
d. Porth Fullingim
A istant City Attorney
THE STATE OF TEXAS
Certified as being executed for
the purpose and effect of
activating and/or carrying out the
orders, established policies, or work
programs heretofore approved
and authorised by the State Highway
and Public Transportation Commission
under the authority of Minute Order
82513.
By: •
Gkfy6n Y� P.E.
Rig h of ay Engineer
1. [�- I- /0-7 010, /
Recommended by:
- 5 -
William M. Pope, P.E.
District Engineer
DWM : j s
RESOLUTION
Item f2U
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock BE and is hereby authorized and
directed to execute for and on behalf of the City of Lubbock an Agreement in
the form approved by the City's Assistant City Manager for Development Ser-
vices and the City Attorney's Office to be entered into by and between said
City and the Texas State Department of Highways and Public Transportation,
said Agreement amending a previous Agreement concerning railroad relocation in
connection with the East-West Freeway construction, attached herewith, which
shall be spread upon the minutes of the Council and as spread upon the minutes
of this Council shall constitute and be a part of this Resolution as if fully
copied herein in detail.
Passed by the City Council this 23rd day of May 1991.
I'
.s
ATTEST:
r ;
anett oy , City ecretary
APPROVED AS TO CONTENT:
D��.A � - A
amertram, Assistant ,ty
Mana -for Development Services
APPROVED AS TO FORM:
'moi s V`c� ri aT Attorney
• Item #20
STATE OF TEXAS §
COUNTY OF TRAVIS §
MODIFICATION AGREEMENT FOR THE RELOCATION OF
A PORTION OF THE SEAGRAVES, WHITEFACE, AND
LUBBOCK RAILROAD FOR CONSTRUCTION OF A CONTROLLED
ACCESS HIGHWAY FACILITY IN THE CITY OF LUBBOCK, TEXAS
M
This agreement is entered into by and between the State of Texas, acting by and
through the State Department of Highways and Public Transportation, hereinafter
called the State, pursuant to Minute Order Number 88793, dated May 24, 1989, and
the City of Lubbock, acting by and through its duly authorized official, pur-
suant to Resolution No. 3173, dated August 10, 1989, hereinafter called the
City, to be effective on the date last executed.
WITNESSETH
WHEREAS, The State and the City entered into an agreement dated February 12,
1991 for the purpose of relocating the Seagraves, Whiteface and Lubbock
Railroad; and
WHEREAS, the State and the City have agreed to modify that agreement to more
definitely provide for reimbursement of eligible costs and to identify who will
perform the various actions deemed necessary to effect the Relocation.
AGREEMENT
NOW, THEREFORE, in consideration of the premises and of the mutual covenants and
agreements of the parties hereto, to be by them respectively kept and performed
as hereinafter set forth, it is agreed that the agreement dated February 12,
1991 is modified as follows for the sole purpose of adding Articles 19, 20, 21,
22 and 23 with that agreement in all other respects remaining in effect:
..
ARTICLE 19. Eligible Costs. Reimbursement to the City for the cost of the
Relocation, as provided in this agreement and the agreement dated March 8, 1991
by and between the City and Railroad, hereinafter called the Railroad Agreement,
will be based upon the following documented eligible costs:
A.. All documented costs which were paid by the City to others that are
determined by the State to be reasonable and necessary in making the
Relocation.
B. All commitments and agreements to purchase goods or services costing in
excess of $2,500dpach will be subject to prior written approval by the
State.
C. The provisions as specified by Article 2R in the Railroad Agreement are
hereby found satisfactory by the State for use in applicable City
contracts.
D. All approvals by the City to the Railroad for incurring expenses will
require the Railroad to furnish and maintain supporting documentation for
expenses to be reimbursed, to make available the documentation for audit
by the City and/or its agents, and to maintain the documentation for
three years following final reimbursement to the Railroad by the City.
ARTICLE 20. Engineering and Environmental. It is anticipated that all engi-
neering and environmental functions related to the Relocation will be performed
by consultants and the Railroad as follows:
A. The following are tasks to be performed by consultants:
(I) Prepare environmental assessments, with level 1 assessments for hazar-
dous materials including participation in public hearings or meetings
with the City and/or the State, which are to be coordinated with the
State for incorporation in the environmental assessment for the
controlled access highway facility.
(II) Prepare preliminary location and design for the Relocation including a
switch connection proximally east of Reese Air Force Base, a railcar
yard containing at least three tracks (each track capable of storing
at least forty railcars), and a yard along the Railroad's Whiteface
Line suitable for the loading and unloading of aggregate and other
commodities, and prepare recommended optimum locations for a piggyback
facility, a parking lot for an excursion train and a possible main-
tenance facility for the Railroad.
(III) Obtain Interstate Commerce Commission approval and any other govern-
mental approvals necessary for the Relocation.
-2-
..
(IIt) Prepare a right-of-way map for right-of-way to be furnished to the
Railroad. The map will be prepared following the guidelines for State
highway right-of-way projects. Furnish field notes sealed by a
registered professional land surveyor for individual parcels to be
acquired for the right-of-way. Furnish sketches of whole properties
out of which the parcels are to be acquired. Be available as expert
witness in condemnation proceedings.
(V) Prepare a final Railroad right-of-way map sealed by a registered pro-
fessional land surveyor with the map showing all improvements on the
ri ght-of-way.
(VI) Prepare plans, specifications and estimates and bid proposals for
construction 4f the Relocation, including a switch connection proxi-
mally east of Reese Air Force Base, a railcar yard containing at least
three tracks (each track capable of storing at least forty railcars),
and a yard along the Railroad's Whiteface Line suitable for the
loading and unloading of aggregate and other commodities.
(VII) Perform construction inspection and engineering.
(VIII) Prepare monthly and final estimates for costs under construction
contracts.
(IX) Prepare as -built plans for the Relocation.
(X) Provide horizontal and vertical control and panels on the selected
alignment of the railroad relocation for aerial photogrammetry.
A. Horizontal Control:
1. Panel Layout
2. Primary traverse and satellite points if needed.
3. State Plane adjusted to surface is the coordinate system to
be provided.
4. Coordinates for points other than horizontal control points,
obtained by a field crew for right-of-way and centerline.
Note: One panel at a maximum spacing of 1800 feet. A minimum of 3
panels on each tangent.
B. Vertical Control:
1. Primary Control
2. Wing point distance off base line: L 200'- R 200'
3. A band of 3 panels at a maximum spacing of 1800 feet. A mini-
mum of 3 bands on each tangent.
4. Mowing of high grass or weeds, as specified by the
State, prior to flight.
C. Panels
1. Horizontal and wing panel size at 6" x 824.
2. Made of cardboard, masonite, paint or tape as may
be approved by the State.
-3-
B., The following tasks will be performed by the Railroad:
(I) Participation in obtaining Interstate Commerce Commission and any
other governmental approvals.
(II) Engage an engineering consultant to review preliminary plans; environ-
mental assessments; plans, specifications and estimates; construction
inspections; and final inspections for the Railroad as provided in the
Railroad agreement.
(III) Negotiations with the AT&SF Railroad for agreement allowing the
Railroad to interchange with the AT&SF at the new track intersection
northwest of loop 289.
C. The following tasks will performed by the State at State expense:
(I) State will provide an uncontrolled flight to obtain aerial photographs
of the railroad relocation corridor.
(II) State will provide a controlled flight to provide a planimetric map at
a scale of 1" = 100' and cross-sections in digital or plotted form.
ARTICLE 21. Right -of -Way. Right -of -Way to be furnished to the Railroad and to
be acquired for the highway facility will be handled in accordance with the
following procedures:
A. The City and State will perform the following tasks in acquiring the proposed
right-of-way for the Railroad:
(I) The City will purchase title insurance for all parcels.
(II) Real estate appraisers on the State's list of approved appraisers will
be employed by the City.
(III) The State will review real estate appraisals and furnish approved
values to the City.
(IV) Acquisiti by negotiation or condemnation will be the sole respon-
sibility tr the City.
(V) The State will review and have sole approval authority as to accep-
tance of Special Commissioners' Awards, settlements and possible
appeals for all parcels acquired by condemnation.
(VI) The City will dispose of salable improvements by public bid and give
the State credit for 90% of the net amounts received.
(VII) The City will engage outside engineering consultants to negotiate for
any necessary adjustments of utility facilities and for the right to
occupy, for railroad purposes, the utility owned right-of-way.
-4-
(VIII) Payments by the City to util-ty companies for rights to occupy utility
right-of-way will be considered as a cost of right-of-way and reim-
bursed by the State accordingly.
• (IX) The City will engage consultants to perform assessments for hazardous
waste or contaminated materials on the right-of-way, and for reme-
diation as may be necessary and as approved by the State.
(X) The City will arrange for any utility service necessary to operate the
new railroad facility.
B. The following tasks are to be performed in acquiring the existing right-of-
way owned by the Railroad:
A
(I) Real property interests not owned by the Railroad will be acquired by
the State. All agreements with utility companies will be handled by
the State.
(II) The City will engage consultants to perform level 1 assessments
for hazardous waste or contaminated materials on the right-of-way and
level 2 assessments if required. Remediation or removal of hazardous
and contaminated materials and removal of underground storage tanks
will be handled by the State.
(III) The State will be responsible for determining the fair market value of
the old right-of-way as specified in Article 4.c in the Railroad
Agreement.
(IV) All consultants hired by the State to determine the fair market value
of the old right-of-way and copies of documents relative to the fair
market value determination will be made available to the City for use
in any eminent domain proceedings as specified by Article 4.b in the
Railroad Agreement.
(V) The City requests the State to perform the provisions of this Article
21 B of this agreement where the State is described as the responsible
party to achieve the tasks. The City agrees to escrow, by separate
agreement the form of whic' shall be agreeable to State, with the
State 10% of the costs estimated by the State to perform the tasks. If
the actual costs will appear to exceed the estimates upon request, the
City will escrow such additional amounts estimated by the State to be
10% of the total actual costs. Upon completion of these tasks, the
State will return to the City any escrowed amounts which exceed 10% of
the final total costs. The State will furnish the City a listing of
all costs incurred by and paid to others by the State in performing
the tasks.
(VI) The State will dispose of any improvements located on the land where
title is conveyed to the State. A 10% credit will be given to the
City for any amounts received from disposition of the improvements
less any expense incurred in disposition.
-5-
AR ICLE 22. Construction. The facilities to be const-ucted in the Relocation
wi be handled in the following manner:
A. Construction contracts will be awarded by the City.
B. Items deemed necessary to procure in advance of construction for timely
completion of the Relocation and as approved by the State will be pro-
cured by the City.
C. Force account agreements with AT&SF and others as may be necessary will
be handled by the City.
ARTICLE 23. Reimbursement. Requests by the City to the State for reimbursement
of eligible costs must 4q supported as follows:
A. All billings to the State must be documented to support amounts requested
with documentation to include certification by consultants, where appli-
cable as to receipt of goods or performance of services, and cer-
tification by the City that the amounts paid are in accordance with this
agreement.
B. All billings must specify the entity which the amounts requested for
reimbursement were paid to by the City.
C. Billings must identify the reimbursement amounts requested as being engi-
neering and environmental, right-of-way, or construction.
D. The City will maintain all records for three years following final
reimbursement.
IN TESTIMONY WHEREOF, the State and City have executed duplicate counterparts of
this agreement on the dates indicated.
r CITY OF LUBBOCK
C •
BY: 'J.
S. C. McMinn, Mayor
Date: May 23, 1991
A
Ranet Boyd, City Secreta
M
APPROVED AS TO CONTENT
7�lwu�-'
Ja esf. Bertram, Assistant City
Ma a.t for Development Services
APPROVED AS TO FORM:
7)"c
J. rth Fu lingim
A tant City Attorney
-7-
THE STATE OF TE) .S
Certified as being executed
for the purpose and effect of
activating and/or carrying
out the orders, established
policies, or work program
heretofore approved and authorized
by the State Highway and Public
Transportation Commission under
the authority of Minute Order
82513.
y 1B hf, P.E.
State i ght of Way E i ne
Xr
Date:
RECOMMENDED BY:
Wi liam M. Pope, P.E.
District Engineer
Date:__ Mci y 31,lgq
i.,
•.a.✓va.vaa.v.• •.v• J�vJ
Item # 34
April 10, 1997
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock BE and is hereby authorized and
directed to execute for and on behalf of the City of Lubbock an agreement with the
Texas Department of Transportation entitled "Second Modification Agreement for the
Relocation of a Portion of the Seagraves, Whiteface. and Lubbock Railroad for
Construction of a Controlled Access Highway Facility in the City of Lubbock, Texas"
which is attached hererand incorporated herein as if fully set forth, and which shall
be included in the minutes of this Council.
Passed by the City Council this 10th day of April $1997.
Windy Sitton, VAayor
ATTEST:
Kaj Darnell, City Secretary
APPROVED AS TO CONTENT:
Mildred Cox, Director of Transportation
APPROVED AS TO FORM:
i
Linda L. Chamales, Supervising Attorney
-W
i
i
i.,
•.a.✓va.vaa.v.• •.v• J�vJ
Item # 34
April 10, 1997
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock BE and is hereby authorized and
directed to execute for and on behalf of the City of Lubbock an agreement with the
Texas Department of Transportation entitled "Second Modification Agreement for the
Relocation of a Portion of the Seagraves, Whiteface. and Lubbock Railroad for
Construction of a Controlled Access Highway Facility in the City of Lubbock, Texas"
which is attached hererand incorporated herein as if fully set forth, and which shall
be included in the minutes of this Council.
Passed by the City Council this 10th day of April $1997.
Windy Sitton, VAayor
ATTEST:
Kaj Darnell, City Secretary
APPROVED AS TO CONTENT:
Mildred Cox, Director of Transportation
APPROVED AS TO FORM:
i
Linda L. Chamales, Supervising Attorney
-W
RESOLUTION NO.5463
Item #34
April 10, 1997
STATE OF TEXAS
*
COUNTY OF TRAVIS
SECOND MODIFICATION AGREEMENT FOR THE RELOCATION OF
A PORTION OF THE SEAGRAVES, WHITEFACE, AND
LUBBOCK RAILROAD FOR CONSTRUCTION OF A CONTROLLED
ACCESS HIGHWkY FACILITY IN THE CITY OF LUBBOCK, TEXAS
This agreement is entered into by and between the State of Texas, acting by and through the
Texas Department of Transportation, hereinafter called the State, pursuant to Minute Order
Number 88793, dated May 24, 1989, and the City of Lubbock, Texas, acting by and through its
duly authorized official, pursuant to Resolution No. 3173, dated August 10, 1989, hereinafter
called the City, to be effective on the date last executed.
WITNESSETH
WHEREAS, the State and the City entered into an Agreement dated February .12, 1991 and a
Modification Agreement dated June 5, 1991, both for the purpose of relocating the Seagraves,
Whiteface and Lubbock Railroad for construction of a controlled access highway facility in the
City of Lubbock; and,
WHEREAS, the State and the City have agreed to modify the agreements to clarify current
ownership of the railroad and to clarify the percentage of reimbursement of eligible costs
responsibilities of the State pursuant to the agreements.
4
1
R 4% a
AGREEMENT
NOW, THEREFORE, in consideration of the premises and of the mutual covenants and
agreements of the parties hereto, the parties agree that the Seagraves, Whiteface and Lubbock
Railroad was at the time of both agreements referenced herein owned and operated by the
Seagraves, Whiteface, and Lubbock Railroad Corporation. Since the dates of the agreements
referenced herein the ownership of the railroad has changed and the railroad is now owned and
operated by the West Texas and Lubbock Railroad.
IT IS FURTHER AGREED by and between the parties hereto that Article 9 of the Agreement
dated February 12, 1991 is hereby amended by deleting Article 9 in its entirety and substituting
therefor the following: "ARTICLE 9. The State will reimburse to the City an amount equal to but
not exceeding ninety (90) percent of the eligible costs incurred by the City in effecting the
Relocation. Reimbursement to the City shall be requested in accordance with the State's standard
billing procedures with reimbursements being requested no more than once per month. "Eligible
costs" are those that the State normally recognizes in railroad adjustments undertaken by the State
pursuant to applicable Federal and State laws and policies."
The parties hereto agree that the Agreements referenced herein, except as modified by this
Agreement, shall remain in all respects as originally written and shall continue to be effective as of
the dates of the respective Agreements.
2
4 �A H
IN TESTIMONY WHEREOF, the State and the City have executed duplicate counterparts of
this agreement on the dates indicated.
CITY OF LUBBOCK
By:
Windy tton, Mayor
Date: April 10, 1997
A ST:
Darnell, City Secretary
APPROVED AS TO CONTENT
.� .Q av
Mildred Cox
Director of Transportation
APPROVED AS TO FORM
Linda L. Chamales
Supervising Attorney
EXECUTION RECOMMENDED
Carl R. UtVy, P.E., District Engineer
Date:
THE STATE OF TEXAS
Certified as being executed for the purpose and
effect of activating and/or carrying out the orders,
established policies, or work programs heretofore
approved and authorized by the Texas
Transportation Commission.
Date: 5- 3e -S17
3 ~`
Resolution No. 2000-RO186 EXHIBIT
ESCROW AGREEMENT
This Escrow Agreement (the "Agreement") is made by and among WEST TEXAS &
LUBBOCK RAILROAD CO., INC. (the " ailroad"), CITY OF LUBBOCK (the "it "), and
LUBBOCK ABSTRACT AND TITLE COMPANY (the "Escrow Agent") effective as of the
day of June, 2000
RECITALS
1. Agreement. Pursuant to the terms of the Relocation Agreement between
Railroad, City and State of Texas effectively dated and amended June ,
2000 (the "Relocation Agreement"), Railroad is conveying to State of Texas property situated in
the City of Lubbock, Lubbock County, Texas (the "Poe ").
2. Escrow. Pursuant to the terms of of the Relocation Agreement, funds
sufficient to obtain an agreement with BNSF regarding existing fiber optic lines located on the
Property ("BNSF Agreement") are to be deposited into escrow.
3. Evidence. Railroad and City are entering into this Agreement for the purpose of
evidencing the terms and conditions of this escrow and their agreements regarding the escrowed
funds.
AGREEMENTS
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Railroad, City and Escrow Agent agree as follows:
1. Escrow. The sum of $75,000.00 out of the consideration to be paid by City to
Railroad is hereby deposited with Escrow Agent, to be held and disbursed by Escrow Agent in
accordance with the terms of this Agreement. Escrow Agent shall deposit the $75,000.00 escrow
funds into an interest bearing account in a federally insured financial institution chosen by Title
Company in an account listing the federal identification tax number of Railroad, and all interest
earned shall be that of Railroad. The $75,000.00 escrow deposit is referred to herein as the
"Escrow Funds."
2. Construction. City shall negotiate, using its best efforts, to obtain the BNSF
Agreement that will result in the State's ability to construct a highway on the Property. Any
funds over $75,000.00 that must be paid to BNSF for the BNSF Agreement shall be the sole cost
of City. If less than $75,000.00 is paid to BNSF for the BNSF Agreement, City and Railroad
will, equally, divide any such difference. If
3. Release. Title Company is authorized to release portions of the Escrow Funds to
City upon receipt of a statement from City's atorney, Linda Chamales (the "Attorney's
Certification') certifying that an Agreement has been reached with BNSF and verifying the
funds needed for payment to BNSF. A copy of the Attorney's Certification shall be sent to
S0085634.WPD:
I i 1
Railroad at the same time as it is sent to the Title Company, pursuant to the notice provision set
out in Section 6 herein.
4. Other. All escrow fees charged by Escrow Agent shall be borne by City. In the
event of a bona fide dispute between Railroad and City with regard to the disbursement of the
Escrow Funds, Escrow Agent shall be entitled to deposit the disputed portion of the Escrow
Funds into the registry of a court with applicable jurisdiction. Railroad and City, jointly and
separately, agree to save and hold Escrow Agent harmless and to indemnify Escrow Agent of
and from all damage, liability, loss or expense, including without limitation, attorneys' fees and
court costs, that it may incur as a result of or relating to its acting as Escrow Agent in this
Agreement, except to the extent that such damage, liability, loss or expense arise as a result of or
related to the negligence or misconduct of the Escrow Agent.
5. ounterparts. This Agreement may be executed in one or more counterparts, each
of which shall be deemed an original and all of which shall constitute one and the same
Agreement with the same effect as if all parties had signed the same original. Any signature
page of this Agreement may be detached from any counterpart of this Agreement and reattached
to any other counterpart of this Agreement identical in form hereto but having attached to it one
or more additional signature pages. Furthermore, the undersigned agree that transmission of this
Agreement by telecopy shall be deemed transmission of the original Agreement for all purposes.
6. Notices. All notices shall be in writing and effective when hand -delivered, mailed
by certified mail return receipt requested, or sent by facsimile transmission to:
Railroad at: West Texas & Lubbock Railroad Co., Inc. City at: City of Lubbock
Attn: Attn:
Phone
Fax
with a copy to: Matthews and Branscomb
Attn: Rhonda Jolley
106 S. St. Mary's St. #700
San Antonio, Texas 78205-3692
Phone (210) 357-9300
Fax (210) 357-9325
with copy to: Mark Phariss
Phone
Fax
S0085634.WPD:
Phone
Fax
with copy to: Linda Chamales
Phone
Fax
El
EXECUTED effective as of the day of June, 2000.
Railroad:
WEST TEXAS & LUBBOCK RAILROAD CO.,
INC.
By:
Printed Name:
Title:
1":
CITY OF LUBBOCK
By:
Printed Name:
Title:
ESCROW AGENT:
LUBBOCK ABSTRACT AND TITLE COMPANY
By:
Printed Name:
Title:
S0085634.WPD:
4
Resolution No. 2000-80186
ESCROW AGREEMENT
EXHIBIT
I
This Escrow Agreement (the " eemen ") is made by and among WEST TEXAS &
LUBBOCK RAILROAD CO., INC. (the "Railroad"), STATE OF TEXAS (the " tate"), and
LUBBOCK ABSTRACT AND TITLE COMPANY (the "Escrow Agent") effective as of the
day of June, 2000
RECITALS
1. Aucement. Pursuant to the terms of the Quitclaim Deed between Railroad and
State of Texas effectively dated June , 2000 (the "Quitclaim Deed"), Railroad has conveyed
to State property situated in the City of Lubbock, Lubbock County, Texas, described as
follows(the "Pro a "):
That certain right-of-way and real property situated, lying and being all in the
County of Lubbock, State of Texas, which was conveyed by Seagraves, Whiteface
and Lubbock Railroad Corporation to West Texas & Lubbock Railroad Co., Inc.
by deed dated October 30, 1995, and recorded in Volume 5007, Page 207 of the
Official Public Records of Lubbock, County, Texas and more fully described by
metes and bounds description in Exhibit "A" attached hereto and made a part
hereof for all purposes, which Quitclaim Deed reserves an easement for freight
operation to Railroad ("Easement").
2. Escrow. Railroad shall deposit with Escrow Agent a release of Easement on
the Property ("Release of Easement") attached hereto as Exhibit "B" and incorporated
herein for all purposes, simultaneously with the execution of the Quitclaim Deed. The
Release of Easement is to be held in Escrow until either Railroad provides a written
authorization to Escrow Agent to record the Release of Easement, or an affidavit has been
received from the State (executed by the District Engineer for the Lubbock District of the
Texas Department of Transportation) stating that the following events 9as also set out in
Article 2 of the Conveyance Agreement dated June 2000, between Railroad, State and
the City of Lubbock, Article 2 of the Conveyance Agreement is attached hereto as Exhibit
" and incorporated herein for all purposes) have occurred:
(a) Surface Transportation Board ("STB") approval to discontinue rail operations on the
Property has been granted;
(b) Fulfillment of the obligations of the Grantee and the City of Lubbock pursuant to the
terms of the Agreement for the Relocation of a Portion of the Seagraves, Whiteface and
Lubbock Railroad for the Construction of a Controlled Access Highway facility, dated
on or about March 8, 1991, as amended on June 20, 2000 ("Relocation Agreement")
and completion of the "New Facilities", as defined therein; and
(c) STB approval to commence rail operations on the "New right-of-way" as defined in the
Relocation Agreement.
(d) That sixty (60) days have elapsed since the last event detailed about in a, b, and c, has
occurred.
soos7871
For the purposes of this agreement, the written authorization from "Railroad" may be from
either West Texas & Lubbock Railroad Co., Inc. or any successor railroad (with West Texas
& Lubbock Railroad Co., Inc. and any successor to provide Escrow Agent with written
notice of any sale or transfer of the operating interest relating to the Property described in
the Retained Easement and the Release of Easement.
The Release of Easement shall be recorded by Escrow Agent in the Real Property Records
of Lubbock County, Texas, upon approval of Railroad after the completion of the New
Right of Way, or without the necessity of Railroad approval sixty (60) days after the
occurrence of the last event listed in Article 2 in Exhibit "C", upon being provided the
verifying affidavit described above from the State.
3. Evidence. Railroad and State are entering into this Agreement for the purpose of
evidencing the terms and conditions of this escrow and their agreements regarding the escrowed
Release of Easement.
AGREEMENTS
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Railroad, State and Escrow Agent agree as follows:
1. Escrow. The Escrow Agent will hold the Release of Easement until such time as
the terms and conditions of Section 2 have been completed.
2. Release. Title Company is authorized to record the Release of Easement once the
terms and conditions of Section 2 have been completed.
3. QLher. All escrow fees charged by Escrow Agent shall be borne by State.
Railroad and State, jointly and separately, agree to save and hold Escrow Agent harmless and to
indemnify Escrow Agent of and from all damage, liability, loss or expense, including without
limitation, attorneys' fees and court costs, that it may incur as a result of or relating to its acting
as Escrow Agent in this Agreement, except to the extent that such damage, liability, loss or
expense arise as a result of or related to the negligence or misconduct of the Escrow Agent.
4. Counteroarts. This Agreement may be executed in one or more counterparts, each
of which shall be deemed an original and all of which shall constitute one and the same
Agreement with the same effect as if all parties had signed the same original. Any signature
page of this Agreement may be detached from any counterpart of this Agreement and reattached
to any other counterpart of this Agreement identical in form hereto but having attached to it one
or more additional signature pages. Furthermore, the undersigned agree that transmission of this
Agreement by telecopy shall be deemed transmission of the original Agreement for all purposes.
5. Notices. All notices shall be in writing and effective when hand -delivered, mailed
by certified mail return receipt requested, or sent by facsimile transmission to:
S0087871
Railroad at: West Texas & Lubbock Railroad Co., Inc. State at: Texas Department of
Attn: Vice President - Real Estate Transportation _
4040 Broadway, Suite 200 Attn: Claude Kneisley
San Antonio, Texas 78209 Box 771
Phone (210) 841-7600 Lubbock, Texas 79408
Fax (210) 841-8233 Phone:
Fax:
with a copy to: RailAmerica
Attn: Law Department
5300 Broken Sound Blvd., N.W.
Boca Raton, Florida 33487
Phone:
Fax:
with a copy to:Matthews and Branscomb
Attn: Rhonda Jolley
106 S. St. Mary's St. #700
San Antonio, Texas 78205-3692
Phone (210) 357-9300
Fax (210) 357-9325
S0087871
with copy to:
Attn:
Phone:
Fax:
with copy to:
EXECUTED effective as of the day of June, 2000.
ailroad:
Phone
Fax
WEST TEXAS & LUBBOCK RAILROAD
CO., INC.
By:
Printed Name:
Title:
State:
STATE OF TEXAS
By:
Printed Name:
Title:
ESCROW AGENT:
LUBBOCK ABSTRACT AND TITLE COMPANY
By:
Printed Name:
Title:
S0087871
EXHIBIT A
Being 37.035 hectares (91.515 acres) of land out of Section 35, 36 a 37, Block A -K, Sections
1, 2, 5 a 6, Block l-2, Sections 25 a 2.7,. Black a and Sections is i 20, Black h, which tract
of land vas conveyed by the Seagraves, tftitefaco and Lubbock Railroad to the West seas and
Lubbock Railroad by Deed dated October 30, 1995 and recorded in Volume 5007, nage 207, of the
Official Real Property Records of Lubbock County, Testas, of which said 37.035 hectares
(91.515 acres) of land is more particularly described as follows:
3=-rv'- G at a 1/2" Iraq Rod, set for the beginning corner of this parcel, whmee the
Northeast Corner of said Section 35, Block a -K bears South 870381250 ]fast, 150.630 meters
(494.39 feet) and North 02.22115• East, 709.301 meters (2327.10 feet);
(1) T2XNCE North 56.16130• mast, 19.818 meters (65.02 feet) to a 1/20 Iraq Rod with Cap,
set for the Southwest Corner of a 3.048. meters (10.00 feat)construction sad Verliead
electrical easement and for a Corner of this parcel;
(2) TAY Horth 56.17.50- Zast, 166.62E meters (946.68 feat) to a 1/20 Tran Rod with Cap
set for a Corner of this parcel;
(3) TITSNCS South 02.22'140 West, 5.431 maters (30.94 feet) to a 1/24 Iran Rod with Cap, set
for a Corner of this parcel;
(4) T1TCE North 56.16.10• East, 550.570 meters (1806.33 feet) to a 1/2- =roe Rod with cap,
set for a Corner of this parcel;
(5) TffZVCZ Worth 33.431510 West, 7.620 meters (25.00 feet) to a 1/2- Iron Rod with Cap, set
for a Corner of thin parcel;
(6) TZ2MWC8 North 56.16'080 East, 451.349 meters (1480.80 feet) to a 1/2" Iran Rod with Cap,
Set for a Corner of this parcel;
(7) TEEMS South 02.21'40• West, 9.634 meters (30.95 feet) to a 1/2- Iran Rod with Cap, not
for a corner of this parcel;
(8) TMWCE Worth 36.17104- mast, 49.475 meters (162.32 feet) to a 1/20 Iron Rod, sat for
the T.S. (Tangent to Spiral) of a spiral curve to the left, and a corner of this parcel;
(9) TSENCE Northeasterly along the arc of a spiral curve to the left. an arc distance of
27.697 meters (90.87 feet) to a 1/2" True Rod, set for the S.C. (Spiral to Circular) of Said
Spiral curve and fax a corner of this parcel, said curve has a radius of 271.971 meters
(892.29 feet) and a chord that bears North 53.22101* last, 27.685 meters (90.83 feet);
(10) 11 111 Northeasterly, along the are of a circular curve to the left, an arc distance
Of 100.130 meters (328.51 feet) to a 1/2- Iron Rod, set for a corner of this parcel, said
circular curve has a radius of 217.777 meters (714.49 test) and a chord that bears Worth
37.16140" East. 99.252 meters (325.63 feet);
(11) T88NCE South 370331004 mast, 7.364 teeters (24.16 feet) to a 1/20 Iron. Rod, set for a
Corner of this parcel;
(12) 1"I'll 8 North 52.27'00" East, 71.960 meters (236.09 feet) to a 1/20 Iran Rod, net for
the P.C. of a Curve to the right and a cower of this parcel;
(i3) :vm' $ Northeasterly, along the arc of a curve to the right, an arc distance of 58.733
meters 1192.69 feet) to a 1/24 Iron Rod, set for a corner of this parcel, said curve has a
radius of $82.140 meters (2894.15 feet) and a chord that bears Korth 54.211270 East, 58.722
meters (192.66 feet);
(14) '!ENCS North 3601SIS39 East, 60.978 meters (200.06 feet) to a 1/28 =roe Rod, out for
the P.C. of a Curve to the right and for a corner of this parcel,
Cu) T8�CS Northeasterly, along the arc of a curve to the right, an arc distance of 102.371
meters (335.86 feet) to a 1/2* Stan Rod, set for a Corner of this parcel, said carve has a
radius of 1173.285 meters (3849.35 feet) and a chord that beats Worth 58-45 '52- East, 102.339
meters (335.76 feet);
(16) 17 North 61.13'506 last, 216.472 meters (710.21 feet) to a 1/20 Irca Rod, set for
the P.C. of a curve to the left and for a Corner of this parcel;
(17) TZM= Northeasterlyalong the arc of a cu=re to the left, an arc distance of 50.039
i
meters( 164.17 feet) to a /20 Iron Rod, not for a corner of this parcel, said curve has a
radius of 1155.276 meters (3790.57 feet) and chord that bears North 60.01.230 Bast, 50.036
meters (164.16 toot);
(18) TSSttCS North 53.54'28" Bast, 7.730 meters (25.36 feet) to a 1/20 Troy Rod with Cap, set
fax the Southeast corner of Let 3, Seita Pe Park addition and in. the West Right -of -Way line
of 45th Street for a corner of this parcel;
IMAL CONTINUES ON FOLLOW= PAGE
'05/3d/00 TUE 14:16 FAX 806 773 3307 LEGAL/CITY SEC 0 003
LAWYERS TIME INSURANCE CORPORATION
CONTINUATION OF StS=ULB A - LEGAL
RBVISZ�
(19) TACE North 62.18135" East, 22.784 meters (74.75 feet) to a 20 Iron Pipe, found for
the Southwest corner of Lot 2, Santa Fe Park Addition, and in the Sant Right -of -Way line of
said 45th Street, for a corner of this parcel;
(20) TMWCE North 62.06140" East, along the South line of Lot 2, Santa Fe Park Addition,
11.503 meters (37.74 feet) to a 20 Iron pipe, found for a corner of said Lot 2, Santa Fe Park
Addition and a corner of this parcel;
(21) TMMTC3 North 33.431469 West, 11.735 meters (38.50 feet) to a 20 Iron Pipe, found for
an interior corner of said Lot 2, Santa Fe Park Addition and a corner of this parcel;
(22) T8ffiTCB North 86.161420 East, 309.609 meters (1015.78 feet) to a 5/80 stun Rod, found
for the Southwest corner of Lot 1-A, S.W.P.S. Addition and the Northwest corner of Let 2,
Doud Addition, for a corner of this parcel;
(23) TmmgCS North 56.16'04" East, along the South line of said Lot 1-A, S.N.P.S. Addition,
and the North line of Lot 2, Vaud Addition, at 199.835 meters (655.63 feet) pass a 1/20 Iran
Rod with Cap, ®et for the Northeast corner of Lot 2, Vaud Addition, continuing along the
South line of said Lot i -A, S.W.P.S., for a total distance of 08.669 meters (1439.20 feet)
to a 1120 Iron Rod with Cap, set for the Southeast corner of said Lot 1-A, S.W.P.S. Addition,
the Southwest corner of Lot 21 L.I.S.D. ?arm and a corner of this parcel;
(24) TBMCE North 56.17141" East, along the South line of Lot 2, L.I.S.D. Farm, i66.451
teeters (S46.10 feet) to a 1/20 Iron Rod with Cap, set for an interior corner of said Lot 2,
L.I.S.D. Farm and a corner of this parcel.;
(25) TEEMM South 33.44'360 East, 15.340 deters (50.00 feet) to a 1/10 Iron Rod with Cap,
feet for a corner of said Lot 2, L.I.S.D. Farm and a corner of this parcel;
(26) 22M NM North 56.15.15" East, along the South line of said Lot 2, L.I.S.D. Farm, 97.518
ureters (319.94 feet) to a 1/20 Iron Rod, met for the Southeast corner of said Lot 2 and the
Southwest corner of Lot 1, L.I.S.D. Farm and a corner of this parcel;
(27) TMMTCE North 56.15.170 East, along the South line of said Lot 1, L.I.S.D. Farm, 292.589
meters (959.94 feet) to a 1/20 iron Rod, found at the Southeast corner of said Lot 1 and a
corner of this parcel;
(28) ZHM" North 56.16'33.0 East, along the South line of a 20 foot alley on the South side
of Sagemont Addition, Willowick Addition, Howard and Garlingtoa Addition, and croscing slide
Road Right -of -Way, a distance of 928.343 meters (3045.74 feet) to a 1/20 Iron Rod with crap,
set on the intersection of the East Right -of -Way line of Slide Road and the South Right -of -
Way line of Santa Fe Drive, for the Northwest corner of Lot 2, Young Addition and a corner
of this parcel;
(29) VICE North 56.141470 East, along the South line of Santa Fe Drive and the North line
of Lot 2, Young Addition at 240.428 meters (788.80 feet) pass a 1/20 Iron Rod with Cap, set
for the Northeast corner of said Lot 2 and the Northwest corner of Lot 1, Young Addition,
continuing for a total distance of 286.148 meters (938.80 feet) to a 1/20 iron Rod with Cap,
set for the Northeast corner of said Lot 1, Young Addition and a corner of thin parcel;
(30) TMWC9 North 56.22'450 East, continuing along the South Right -of -Way line of Santa Fe
Drive and crossing 29th Drive Right-of-way, a distance of 40.275 meters (132.13 feet) to a
3/80 Iron Rod, found in the East Right -of -Way line of 29th Drive for the Southwest corner of
Lot 305, Midway park Addition and a corner of this parcel;
(31) TSEMcs North 56.17.530 East, along the South line of said Int 305, Midway Park
Addition, 196.426 meters (644.44 feet) to a 1/20 Iron Rod with Cap, set for the Southeast
corner of said Lot 305, Midway Park Addition and a corner of this parcel;
(32) T3121C8 North 33.43'280 West, 15.240 meters (50.00 feet) along the East line of said Lot
305, Kidway park Addition to a point for the Southwest corner of Lot 306-B, Midway Park
Addition and a corner of this parcel;
(33) TRW= North 56.16'33" East, along the South line of a 15 foot alley, 262.955 ureters
(862.71 feet) to a 1/20 Iron Rod with Cap, set for a corner of this parcel;
LEGAL CONTIMMS Oa FOLLOWING PAG33
S63/30/00 TUE 14:17 FAa 806 775 436LEGAL/CITY SEC OOQ
Can -n UATION Or SCSMOLg A, - LBGgL
REVISIM
(34) TEMTCE South 33.43'27" East,
met for a corner of this parcel;
15.240 meters (50.00 feet) to a 1/2" Iron Rod with Cap,
(35) TZM?CE North 56*15'52' East, along the Southeast line of a 20 toot alley On the South
side of Sherrik Rome Addition, a 22.50 foot alley On the South side of Tanglewood Addition,
Crossing Toledo Avenue Right -of -Way line and continuing along the South side of a 24 foot
alley on the South Side of Block 6, Cain Terrace Addition, a distance of 938.644 meters
(3079.53 Coat) to a 3/8" Iron Rod, found for the Southeast corner of Block.6, Cain Terrace
Addition, and the Southwest corner of Alexander Land Addition, for a corn= of this parcel;
(36) TACE North 56.13'18• r6ast, along the South line of said 24.50 foot alley, 11.506
Meters (37.75 feet) to a 3/8" Iron Rod, found for the Southeast corner of Lot 34 and the
Southwest corner of Lot 33, Alexander Land Addition and a corner of this parcel;
(37) TZENCE North 56.16136" East, along the South line Of a 20 foot Utility, Garbage
Collection, and Drainage Easement On the South side of Alexander Land Addition, 100.271
meters (328.97 feet) to a 1/2" Iron Pipe, found for the Southeast corner of Lot 32 and the
Southwest corner of Lot 31, Alexander Land Addition and a corner of this parcel;
(38) rsSNCB North 56.141200 East, along the South line of a 20 foot Utility, Garbage
Collection and Drainage Easement on the South side of Alexander Land Addition, 85.711 meters
(281.20 feet) to a 1/20 Iron Rod, found for the Southeast corner of the Alexander Land
Addition. and a corner of this parcel;
(39) TEENCR North 56.16'10" East, 53.054 meters (174.06 feet) to a point in the East line
Of Section 17, Block S and the Nest line of Section 15, Block B, for a corner of this parcel;
(40) TSffi7CE North.020211431 East, along the East line of Section 17 and the Nest line of
Section 15, Block B, 4.904 meters (16.09 Feet) to a point for a corner of this parcel;
(41) THM= North *56016110" East, 17.372 meters (57.00 feet) to a 1/20 Iron Rod with Cap,
Bet in the East Right -of -Way line of Quaker Avenue, for the Southwest corner of the City of
Lubbock property, and a corner of this parcel;
(42) TED= North 56.30'58• East, along the South line of the City of Lubbock property, a
distance of 100.483 meters (329.67 feet) to a 1/28 Iron Rod, found for the Southeast corner
Of the City of Lubbock property and the Southwest corner of Lot 2, Block 3, John. W. Jazz tt
Subdivision and a corner of this parcel;
(43) 1'7 1 North 56.11' 05• East, along the South line of said Lot 2, Block 3, Jobs W.
Jarrott Subdivision, 71.186 meters (233.55 feet) to a 1/2' Iron Rod, found for the Southeast
corner of said Lot 2 and the Southwest corner of Lot 3, Block 3, John W. Jarrott Subdivision,
for a corner of this parcel;
(44) TMWC8 North 56.09' 49" East, along the South line of said Lot 3, Block 3, John V.
Jarrott Subdivision, 136.796 meters (448.81 feet) to a 3/8" Iron Rod, found for the Southeast
corner of said Lot 3 and a Southwest corner of Lot 1, Dora Henson Addition and a corner of
this parcel;
(45) 11 ""S North 56°19.408 East, along the South line of an 20 toot alley, on the South
side of Lot 1, Dora Henson Addition and Lot 3, Sara Addition, a distance of 97.123 meters
(318.65 feet) to a square Tube, found for the Southwest corner of Lot 1, Sara Addition and
a corner of this parcel;
(46) MUM North 56.17'11ff East, along the South line of said Lot 1, Sara Addition, 67.0S3
maters (220.09 feet) to a concrete Highway Right -of -Hay x=u'ment, Fouad for the Southeast
corner of said Lot 1, Sara Addition, and in the existing South Right -of -My line of 19th
Street and a corner of this parcel;
(47) TSENCIm North 56.16'10" East, 18.113 meters (59.43 feet) to a point is the North line
of Section 15, Block 3 and the South line of Section 2, Block E-2, for a corner of this
parcel;
(48) TEXXX South 87.38'32" East, along the North line of said Section 15 and the South line
of Section 2; Block E-2, 6.447 meters (21.15 toot) to a point for a corner of this parcel;
LEGAL CONTINUES ON FOLLOWING SAGE
X18/OU%UU lUC 14:17 CAd 306 773 JJO7
LEGAL/cilky 9Ec 0,007
LAWYERS TITLE INSURANCE CORPORATION
CMiTl'=TIOM OF 503M= 1 - LEGAL
RE4IMM
(4 9) TBBIiCS worth
found in the Horth
Leftwich Addition,
(557.86 feet) pass
Southeast corner o
feet) to a 1" Iron
8301 C. C. Leftwich
56.13'33" East, at 34.661 meters (113.72 feet) pass an "Ze on concrete,
Right -of -Way line of 19th Street, for a corner of Lot 17, Block 7, C. C.
Continuing along the Southeast line of said Lot 17, at 170.035 meters
a "te on eoaerete ret for the Northeast corner of said Lot 17 and the
f an alley, and continuing for a total distance of 176.881 meters (580.32
Pipe, found for the Wortheast cornier of said alley and a corner of Lot
Subdivision and a ceraer of this parcel;
(50) TZM= Worth 56.151278 Bast, along the South line of said Lot •A", 303.895 meters
(997.03 feet) to a fence post found for the Southeast corner of Said Lot BAN, C. C. Leftwich
Subdivision, a corner of Texas Tech University property and a corner of this parcel;
(51) "1" *1E North 56.15'14" East, along the South line of said Texas Tech University
property, 1862.283 meters (6109.84 feet) to a brass cap in concrete, found for a corner of
this parcel;
(52) 11 :1 North 56.15'140 East, continuing along said South line of Texas Tech University
property, 356.628 meters (1170.04 feet) to a brass cap in concrete, found in the South Right -
of -Way line of 4th StrQet for a corner of Texas Tech University property and a corner of this
parcel;
(53) SAM :99 North 56.221508 East, 62.052 meters (203.58 feet) to a 3/8 Iron Rod, found in
the North Right -of -Way line of 4th Street, for a corner of Lot B, A. V. Blankenship Addition
B2, and a corner of this parcel;
(54) "ww"S North 56.15'175 East, along the South line of said Lot S, 194.457 meters (637.98
feet) to a 3/8 8 Iron Rod, found for the .most Northerly southeast corner 'of said Lot a and the
West Right -of -Way line of Boston avenue and,a corner of this parcel;
(55) TUMCE North 56.15'09" East; along the South Right -of -Way line of Santa Fe Drive, a
distance of 536.971 meters (1761.71 feet) to a point in the East Right -of -Ka line of
University Avenue, the South line of a 15 foot alley and the Northeast corner of this parcel;
(56) TMWCE South 02822'468 Rent, 37.853 meters (124.19 feet) to a 1/2" Iron Rod with Cap,
set in the east Right -of -Way line of University Avenue for the Southeast corner of this
Parcel;
(57) "'1" M South 55.47'24" Sliest, 37.882 meters (124.26 feet) to a 1/2" Iron Rod, found in
the West line of University Avezue and at the Northeast corner of F. R. Friends Addition, for
a corner of this parcel;
(58) TAMME South 56.19151" West, 334.633 meters (1097.87 feet) to a 1/28 Iron Rod, found
in the South line of 3rd Street for the Northwest corner of A. W. Blankenship Addition and
a corner of this parcel;
(59) CUNCE South 56014'399 West, along the West line of said A. W. Blankenship Addition,
278.286 meters (913.01 feet) to a 1/28 Iron Rod with Cap, :get in the North Right -of -Way line
of 4th Street for the Southwest corner of said A. W. Blankenship Addition and a corner of
this parcel;
(60) T230= South 568151462 West, along the North Right-cf-Way line of U. S. Hishvay 82,
2665.439 meters (8744.86 feet) to a concrete right-of-way monument found, for a corner of
this parcel;
(61) SBEHCE South 56.16.04" West, continuing along the North Right-cf-Kay line of U. S.
Highway 82, 216.341 meters (709.78 feet) to a concrete right-of-way monument found, for a
corner of this parcel; f
(62) Te3== South 56.16'218 West, continuing along the North Right -of -Way line of U. S.
Highway 82, 3747.806 meters (12,395.93 feet) to a T -Rail, found for a corner of this parcel;
(63) 1 C' South 34011124" East, 15.422 meters (50.60 feet) to a T -Rail, found in the North
Right-ef-way of U. S. Highway 82, of the Northeast corner of Lot 1, Durwood. Addition and a
corner of this parcel;
LEGAL CONTINUES ON FOLLOWING PAGE
KIM
VaiadivU TVU 14:18 FAX 806 775 3301' LEGAL/chTY 9Ec
�aoa
LAWYERS TITLE INSURANCE CORPORATION
COPTI==Xm os scs8l= A - LZGML
RsvzsEo
(64) T88NC8 South 56016136' West, along the North line of said Lot 1, 137.650 meters (450.95
feet) to 1/21 Iron Rod found, for the Northwest corner of said Lot 1 and the Northeast corner
of Lot 2, Durwood Addition and a corner of this parcel;
(C 5) TRSNCS South 56.01111" West, along the Horth line of said Lot 2, 17.717 meters (58.13
feet) to 1/20 Iran Pipe, found in the North line of said Lot 2 and a corner of this parcel;
(66) South 56.07155" West, continuing along the North line of said Lot 2, 26.355
meters (79.90 feet) to 3/8- iron Rod, found for the Northwest corner of said Lot 2 and a
corner of this parcel;
(67) TZM= South 56-16'09• West, 63.724 meters (209.07 feet) to 3/8* Iron Rod, found for
the Northeast corner of hot 3, Doud Addition, for a corner of this parcel;
(68) TSHNCS South 560131090 Nest, along the North line of said Lot 3, 9.245 meters (302.64
feet) to 1/20 Iron Rod, found for the Northwest corner of said Lot 3, and a corner of this
parcel;
(6 9) TMM South 33043120- East, along the nest line of said Lot 3, 30.480 meters (100.00
feet) to a 3/4' Iron Pipe, found in the North Right-of-Way line of U. S. Righway 82, for a
corner of this parcel;
(70) THENCE South 56.17'58• West, along the Horth Right-of-Way line of U. S. Highway 82, at
91.267 meters (299.43 feet) pass an axle, found at the Southeast corner of Lot 1, Doud
Addition, continuing along the Worth Right-of-Way line of U. S. Highway 82, for a total
distance of 243.667 meters (799.43 feet) to a point for the Southwest corner of said Lot 1,
Doud Addition and a corner of tbi.a parcel;
(71) THEM= North 330431408 Neat, along the North Right-of-Way litre of U. $- Highway 82, a
distance of 30.480 teeters (100.00 feet) to a fence post, found for an interior corner of said
Lot 1, Doud Addition and a corner of this parcel;
(72) TEENCB South 56015116* West, along the Borth Right-of-Way line of U. S. Highway 82,
33.201 meters (108.93 feet) to a 1/2" Iron Rod with Cap, set for the Southwest corner of said
Lot 1, Dowd Addition and a corner of this parcel;
(73) THENCE South 56!16' l0- west, continuing along .the North. Right-of-Way line of U. S.
Highway 82, 302.081 meters (991.08 feet) to a 1/20 Iron Rod with Cap, set for a corner of
thia parcel;
(74) TSENCE North 33.43139- West, 15.240 meters (50.00 feet) to a 1/211 Iron Rod with Cap,
set for a corner of this parcel;
(75) TEE= South 56-16,418 West, along the North Right-of-Way line of U. S. Highway 82,
1791.750 meters (5878.43 feet) to a 1/2- Iron Rod with Cap, set in the West line of Section
36, Block A-R and the East line of Section 35, Block A-K, for the Southwest corner of this
parcel;
(76) TMWCR South 560171130 West, along the North Right-of-Way line of U.S. Highway 82,
158.670 meters (520.57 feet) to a 1/20 iron Rod, set in for the Southeast corner of this
parcel;
(77) TBMCB Horth 3304311011 West, 38.137 meters (125.12 feet) to the P.O.B., of which
contains an area of 37.03 hectares (91.5 acres).
E1fFliBli 6
RELEASE OF EASEMENT
Date: , 2000
Easement
Date: June , 2000
Grantor: West Texas & Lubbock Railroad Co., Inc.
Grantor's Mailing Address (including county):
5300 Broken Sound Blvd., N.W.
Boca Raton, Palm Beach County, Florida 33487
Grantee: State of Texas
Grantee's Mailing Address (including county):
Texas Department of Transportation
Attn: Carl R. Utley, P.E. District Engineer
Box 771
Lubbock, Lubbock County, Texas 79408
Easement Retained in: Quitclaim Deed dated June —'2000, from
Railroad Co., Inc. to the State of Texas, recorded in Volume
Official Public Records of Lubbock County, Texas.
Property (including any improvements) Subject to Easement:
m West Texas & Lubbock
Page of the
That certain right-of-way and real property situated, lying and being all in the
County of Lubbock, State of Texas, which was 'conveyed by Seagraves,
Whiteface and Lubbock Railroad Corporation to West Texas & Lubbock Railroad
Co., Inc. by deed dated October 30, 1995, and recorded in Volume 5007, Page
207 of the Official Public Records of Lubbock, County, Texas and more fully
described by metes and bounds description in Exhibit "A" attached hereto and
made a part hereof for all purposes.
Grantor acknowledges its release of the Easement and by these presents herby releases
and discharges, the above described property from said Easement.
S0087855.DOC:
When the context requires, singular nouns and pronouns include the plural.
WEST TEXAS & LUBBOCK RAILROAD
CO., INC.
By:
Name:
Title:
THE STATE OF TEXAS §
COUNTY OF LUBBOCK §
This instrument was acknowledged before me on this the day of
2000, by of the State of Texas.
S0087855.DOC:
2
Notary Public, State of Texas
4
EXHIBIT "A"
[to be attached)
S0087855.DOC:
SCHEDULE "C"
ARTICLE 2 OF CONVEYANCE AGREEMENT
ARTICLE 2. Property, also referred to as "Premises": a portion of RAILROAD's line of railroad
hereinafter collectively designated the "Old Right -of -Way," described as follows:
That certain right-of-way and real property situated, lying and being all in the County
of Lubbock, State of Texas, which was conveyed by Seagraves, Whiteface and
Lubbock Railroad Corporation to West Texas & Lubbock Railroad Co., Inc. by deed
dated October 30, 1995, and recorded in Volume 5007, Page 207 of the Official
Public Records of Lubbock, County, Texas and more fully described by metes and
bounds description in Exhibit "B" attached hereto and made a part hereof for all
purposes.
SAVE AND EXCEPT: the exclusive easement to conduct freight railroad operations
on the Property, including the right to operate trains, locomotives, railcars, and rail
equipment. This easement includes all rights and obligations of Grantor under federal
law to conduct common carrier freight service on the Property. The easement also
includes a right of entry over the Property for any of Grantor's employees, agents or
representatives, machinery, vehicles or equipment necessary or convenient for the
purposes of inspecting the Property, clearing any derailments or wrecks of railroad
trains or otherwise conducting rail freight service over the Property.
The easement shall remain in full force and effect until the last to occur of the following:
a) Surface Transportation Board ("STP") approval to discontinue rail operations on the Property;
b) Fulfillment of the obligations of the Grantee and the City of Lubbock pursuant to the terns of
the Agreement for the Relocation of a Portion of the Seagraves, Whiteface and Lubbock Railroad
for the Construction of a Controlled Access Highway Facility, dated on or about March 8, 1991,
as amended on June 20, 2000 ("Relocation Agreement") and completion of the "New Facilities,"
as defined therein; and
c) STB approval to continence rail operations on the "New right-of-way" as defined in the
Relocation Agreement.
4r
S0088458.WPD:
Received: ®/12/00 6:25AM; RAILTEX; Page
JIN.12.2000 9`16AM Resolution N0. 2000-80186 EXHIBIT
UNANIMOUS 'WRITTEN CONSENT OF
THE BOARD OF DIRECTORS AND SOLE. SHAREHOLDER OF
WEST TEXAS AND LUBBOCK RAILROAD CO., INC.
The undersigned, being all of the members of the Board of Directors and Sole
Shareholder of West Texas and Lubbock Railroad Co, Inc., a Texas corporation (the
"Corporation'), acting in lieu of a meeting of the Board of Directors and Sole Shareholder
pursuant to Texas corporation law, do hereby consent to, adopt and approve in all respects
the following resolutions and transactions set forth or contemplated therein:
RESOLVED, that the Corporation be and it hereby is authorized to enter into (i) a
First Amendment to the "Agreement for the Relocation of a Portion of the Seagraves,
WhiteFace and Lubbock Railroad for Construction of a Controlled Access Highway Facility
in the City of Lubbock, Texas" (the "Relocation Agreement Amendment'j, providing for,
among other things, the sale of a portion of the railroad right�of-way to the State of Texas for
highway construction (the "Property") to the State of Texas for at least Nice Million Two
Hundred Sixty Five Thousand Dollars ($9,265,000.00)(the "Purchase Price"); (ii) an
Agreement between Corporation and the City of Lubbock, Texas regarding conveyance of
the Property (the "Conveyance Agreement'', providing for, among other things, certain
conditions under which the Property will be sold to the State of Texas; (iii) a Quit Claim
Deed conveying the Property to the State of Texas (the "Quit Claim Deed"), which Quit
Claim Deed reserves an easement for rail operations; (iv) an Escrow Agreement with the City
of Lubbock, Texas and Lubbock Abstract and Title Company (the 'Tscrow Agreement',
providing for, among other things, the escrow of Seventy Five Thousand Dollars of the
Purchase Price; (v) an Assignment of Agreements executed by Corporation to the State of
Texas (" Assignment's assigning certain existing leases on the Property to the State of Texas;
and (vi) such other documents as may be required by Lubbock Abstract and 'Title Company
to complete the sale of the Property. All agreements and documents executed are to be in
such form as any officer of the Corporation shall approve, his/her execution thereof to be
conclusive evidence of such approval;
RESOLVED FURTHER, that the officers of the Corporation be, and each of these
hereby are, authorized to execute all such instruments and documents and do all such other
acts and things as in their opinion, or in the opinion of any of them, may be necessary or
appropriate in order to carry out the intent and purposes of any or all of the foregoing
resolutions; and
RESOLVED FURTHER, that the authority 'and power given hereunder shill be
deemed retroactive and any and all acts authorized hereunder performed prior to the passage
of these resolutions are hereby approved and ratified in all respects.
This Consent may be executed in more than one part, all of which taken together shall
be one and the same instrument.
Received: 6/12/00 6:26AM; -> RAILTEX; Page 3
JUN.12.2M 9:16AM NO.707 P.3i3
FMCUIW effective the 6th day of June, 2000.
p
$0086512
a
SOLE SHAREHOLDER:
RAU,AMMC.hcj INC.
i
1F
IXHIBIT
1
CITY OF LUBBOCK §
COUNTY OF LUBBOCK §
STATE OF TEXAS §
Resolution No. 2000—RO186
CERTIFICATE TO COPY OF PUBLIC RECORD
I hereby certify, in the performance of the functions of my office, that the
attached instrument is a full, true and correct copy of Resolution No. 2000 R0186,
without attachments, as the same appears of record in my office and that said
document is an official record from the public office of the City Secretary of the City
of Lubbock, Lubbock County, State of Texas, and is kept in said office.
I further certify that I am the City Secretary of the City of Lubbock, that I have
legal custody of said record, and that I am a lawful possessor and keeper and have legal
custody of the records in said office.
In witness whereof I have hereunto set my hand and affixed the official seal of
said office this 28th day of June, 2000.
(City Seal)eIadell
¢�,y�
Kayth' Darnell
City Secretary, City of Lubbock
Lubbock County, State of Texas
Resolution No. 2000-RO186
June 20, 2000
Item No. 85
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock BE and is hereby authorized and
directed to execute for and on behalf of the City of Lubbock an agreement with the West
Texas & Lubbock Railroad and the Texas Department of Transportation entitled
"Agreement Between West Texas & Lubbock Railroad Company, Inc. and the City of
Lubbock Regarding Conveyance of a Portion of the Railroad Right -of -Way to the State
of Texas for Highway Construction" and any other related documents. Said Agreement
shall be in substantially the same form as the Agreement attached hereto and incorporated
in this Resolution as if fully set forth herein and shall be included in the minutes of the
Council.
Passed by the City Council this Q60- day of r 2000.
4aDY SIT N, MAYOR
APPROVED AS TO CONTENT:
R7A A 11Q
J "am, tteoc Planning Manager
APPROVED AS TO FORM:
Linda Chamales,
Supervising Attorney- Office Practice
gs/ccdocs/RR Conveyance.res
June 9, 2000
06/27/00 14:16 FAX 512 463 0283
14 1
TXWT ADMIN
Resolution No. 2900-RO186
STATE DEPARTMENT OF HIGHWAYS
AND PUBLIC TRANSPORTATION
E
HIBIT
LUBBOCK County MINUTE ORDER Page 1 of 3 Pages
District No. LUBBOCK 5
WHEREAS, in LUBBOCK COUNTY on U.S. HIGHWAY 82 from State Loop
289 in southwest Lubbock o nterstate ighway 27, a distance of
approximately 6.8 miles, an added capacity project is approved in Level
II of the 1988 10 -Year Project Development Plan; and
WHEREAS, certain right of way of the Atchison, Topeka and Santa
Fe Railway Company which runs parallel to the alignment of the above
referenced highway is needed for said highway project; and
WHEREAS, the railroad can be relocated from southwest of State
Loop 289 north and east to the Atchison, Topeka and Santa Fe Railroad
northwest of Lubbock, making existing railroad right of way available
for conveyance to the State for highway purposes at a substantial
savings to the State; and
WHEREAS, the City of Lubbock has offered to participate in the.
relocation of the railroad; and
WHEREAS, the State Highway and public Transportation Commission
considers the relocation of the railroad to be in the public interest
and also desires to participate in the relocation;
NOW, THEREFORE, IT IS ORDERED that the Engineer -Director is
hereby authorized to tender the following proposal to the City of
Lubbock:
Fax Transmitta[ memo of Pages _ ----�
To: CJ,2u c, From: Dee Aernw,
bboc- Co.: arbm
67
Dept.: Phone p qS3�
Fax i QD� 1�: Fax
RCFxu
06/27/00 14:36 FAX 512 463 0263 TINT ADMIN 0002
STATE DEPARTMENT OF HIGHWAYS
AND PUBLIC TRANSPORTATION
LUBBOCK County MINUTE ORDER Page 2 of 3 Pages
District No. LUBBOCK (5)
Provided the City of Lubbock will:
1. Acquire one hundred percent of the additional right of way
required for the relocation of the railroad, providing ten
percent of the cost of right of way, clear of obstructions
and free of cost to the State with acquisition procedures
to be in accordance with applicable Federal and State laws
governing the acquisition policies for acquiring real
property.
2. Adjust all eligible utilities required for the relocation
of the railroad, providing ten percent of the cost of
eligible utility adjustments as may be required.
3. Provide ten percent of the cost of the relocation of the
railroad's rail and appurtenant facilities from southwest
of State Loop 289 north and east to the Atchison, Topeka
and Santa Fe Railroad northwest of Lubbock, and relocate
said facilities west of State Loop 289, making the existing
railroad right of way available for conveyance to the State,.
for highway purposes.
The State Department of Highways and Public Transportation will:
1. Provide ninety percent of the cost of right of way clear of
obstructions with acquisition procedures to be in
accordance with State Department of Highways and Public
Transportation policies and with Federal and State laws
governing the acquisition policies for acquiring real
property.
0 003
06/27/00 14:36 FAX 512 463 4283 TIEDOT ADMIN
LUBBOCK County
District No. LUBBOCK (5)
Submitted by
STATE DEPARTMENT OF HIGHWAYS
AND PUBLYC TRANSPORTATION
MINUTE ORDER
Page 3 of 3 Pages
2. Provide ninety percent of the cast of eligible utility
adjustments as may be required in accordance with policies
of the State Department of Highways and Public
Transportation.
3. Provide ninety percent: of the cost of the relocation of,the
railroad's rail and appurtenant facilities west of State
Loop 289.
4. Provide relocation assistance as may be determined to be
eligible under the Relocation Assistance Program.
S. Add the above referenced railroad relocation to Level III
of the 1988 10 -Year Project Development Plan.
Upon acceptance of the provisions of this Order by the City of
Lubbock, IT IS FURTHER ORDERED that the above referenced railroad
relocation is hereby added to level III of the 1988 10 -Year Project
Development Plan; and the Engineer -Director is hereby authorized to
proceed in the most feasible and economical manner with project
development to include any necessary agreements. right of way
acquisition, utility adjustments, relocation assistance and relocation
of the railroad at an estimated cost to the State of $10,800,000.
This Order shall become operative upon acceptance by the City
of Lubbock; and if not accepted within 90 days of the date hereof, the
action herein contained shall be automatically cancelled.
Exami d Ld rec Pnded yee:
"OZ
epu ector
Minute Number
Date Passed MAY 2 89
No Text