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Tracking #25W-24305/BF-20565661
<br /> - 1 - Form 424; Rev. 20200605
<br />
<br />PIPE LINE LICENSE
<br />
<br />THIS PIPELINE LICENSE ("License") is made to be effective ____________, 2026 (the "Effective Date")
<br />by and between BNSF RAILWAY COMPANY, a Delaware corporation ("Licensor") and CITY OF EVERETT
<br />("Licensee").
<br />
<br />In consideration of the mutual covenants contained herein, the parties agree to the following:
<br />
<br />GENERAL
<br />
<br />1. Grant of License. Licensor hereby grants Licensee a non-exclusive license, subject to all rights, interests,
<br />and estates of third parties, including, without limitation, any leases, use rights, easements, liens, or other
<br />encumbrances, and upon the terms and conditions set forth below, to construct and maintain, in strict
<br />accordance with the drawings and specifications approved by Licensor as part of Licensee's application
<br />process (the "Drawings and Specifications"), One (1) pipeline, 48 inches in diameter inside a 60 inch
<br />Steel casing (collectively, the "Pipeline"), across or along Licensor's rail corridor at or near the station of
<br />Everett, County of Snohomish, State of Washington, Line Segment 0050, Mile Post 33.561 as shown on
<br />the attached Drawing No. 93844, dated April 18, 2025, attached hereto as Exhibit "A" and incorporated
<br />herein by reference (the "Premises").
<br />
<br />2. Term. This License shall commence on the Effective Date and shall continue for a period of twenty-five
<br />(25) years, subject to prior termination as hereinafter described.
<br />
<br />3. Existing Improvements. Licensee shall not disturb any improvements of Licensor or Licensor's existing
<br />lessees, licensees, easement beneficiaries or lien holders, if any, or interfere with the use, repair,
<br />maintenance or replacement of such improvements.
<br />
<br />4. Use of the Premises. Licensee shall use the Premises solely for construction, maintenance, and use of
<br />the Pipeline in accordance with the Drawings and Specifications. The Pipeline shall carry storm water,
<br />and Licensee shall not use the Pipeline to carry any other material or use the Premises for any other
<br />purpose. Licensee is expressly prohibited from using or allowing any telecommunication facilities or
<br />equipment within the Premises, or using or allowing the use of the Premises for any other purpose.
<br />
<br />5. Alterations. Except as set forth in this License, Licensee may not make any alterations to the Premises
<br />or permanently affix anything to the Premises or any buildings or other structures adjacent to the Premises
<br />without Licensor's prior written consent.
<br />
<br />COMPENSATION
<br />
<br />6. License Fee. Licensee shall pay Licensor, prior to the Effective Date, a one-time payment (in lieu of
<br />recurring periodic fixed license fees) in the amount the sum of Three Thousand Seven Hundred and
<br />No/100 Dollars ($3,700.00) as compensation for the use of the Premises.
<br />
<br />7. Costs and Expenses.
<br />
<br />7.1 For the purpose of this License, "cost " or "costs" and "expense" or "expenses" includes, but is not
<br />limited to, actual labor and material costs including all assignable additives, and material and
<br />supply costs at current value where used.
<br />
<br />7.2 Licensee agrees to reimburse Licensor (pursuant to the terms of Section 8 below) for all costs
<br />and expenses incurred by Licensor in connection with Licensee's use of the Premises or the
<br />presence, construction and maintenance of the Pipeline, including but not limited to the furnishing
<br />of Licensor's flaggers and any vehicle rental costs incurred, inspection coordination, safety,
<br />mobilization and/or other observation services described in this License (collectively, the
<br />"Services "). Licensee shall bear the cost of the Services, when deemed necessary by Licensor's
<br />representative. Flagging costs shall include, but not be limited to, the following: pay for at least
<br />an eight (8) hour basic day with time and one-half or double time for overtime, rest days and
<br />holidays (as applicable); vacation allowance; paid holidays (as applicable); railway and
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