Fiber Optic License Agreement ` REBECCA SEEMAN
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�c°"�'•��GISTER OF DEEDS SALINE COUNTY KANSAS
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. °r ;;';Book: 1233 Page: 1257-1263
Receipt 4: 73292 Recording Fee: $32.00
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Pages Recorded: 7 I V
Dat a Recorded: 8/30/2011 11:12:59 AM
LICENSE AGREEMENT
This License Agreement made this L+lay of August, 2011,by and between the CITY OF
SALINA,KANSAS, a municipal corporation(the"City") and GREAT PLAINS MANUFACTURING,
INC. (the"Licensee").
RECITALS
A. The Licensee leases and operates a manufacturing facility(Plant No. 4) addressed as 1030
East North Street and located on a parcel legally described as a part of Lot Three (3) in Surveyors Plat G,
in the City of Salina, Saline County,Kansas,which is more particularly described as follows:
Commencing at a point where the West line of said Lot Three (3) intersects the South line
of North Street (the South line of North Street being Thirty-five (35) feet South of the
North line of said Lot Three (3)); thence East along the South line of North Street Two
Hundred Sixty(260) feet; thence South parallel with the East line of Lot Three (3), Three
Hundred (300) feet; thence West parallel with the South line of North Street to the center
of the Smoky Hill River; thence Northwesterly up the center of the Smoky Hill River to its
intersection with the West line of Lot Three (3) extended; thence North along the West
line of Lot Three(3)to the point of beginning.
B. The Licensee also owns and operates a facility(Building S-1) addressed as 601 Idlewilde
Place (on the north side of East North Street on the primary Great Plains campus east of North Ohio
Street) and located on a parcel legally described as Lot 1, Block 1 of the Great Plains Addition to the City
of Salina, Saline County, Kansas.
C. The Licensee has informed the City of its desire to install a private fiber optic cable within
the public right-of-way of East North Street and North Ohio Street for the purpose of providing a fiber
optic link to provide additional data and telephone connectivity between Plant No. 4 and Building S-1.
D. Considering the complexity of the system of underground utilities in the public right-of-
way affected by Licensee's proposed fiber optic cable installation, the City required the Licensee to
complete exploratory excavations to determine the feasibility of the proposed installation. Based upon
those exploratory excavations, the City has determined that the granting of a license to the Licensee to
install the. private fiber optic cable within the public right-of-way for East North Street and North Ohio
Street as depicted on the attached and incorporated Exhibit A should not interfere with use of the public
right-of-way by the City or its franchisees if existing public utilities are properly located in advance of
installation.
Book: 1233 Rage® 1258
E. The City has determined that the public interest would be served by granting a license to
the Licensee to install the private fiber optic cable within the East North Street and North Ohio Street
public right-of-way, subject to the terms and conditions outlined below.
THE PARTIES THEREFORE AGREE:
1. Grant. The City hereby grants a license (the "License") to the Licensee and its contractor
to install and maintain a private fiber optic cable(the"Line") within the East North Street and North Ohio
Street right-of-way as depicted on Exhibit A (the "Right-of-Way"), for the limited purpose of providing a
fiber optic link between the building at 1030 East North Street and Building S-1 at 601 Idlewilde Place.
The Line is not for the provision of any fiber optic service under any arrangement with any person or
entity other than the Licensee, its successors and authorized assigns.
2. Use of Ri t-of-Way. In the use of the Right-of-Way under this Licensee Agreement, the
Licensee shall be subject to all rules, regulations, policies, resolutions, and ordinances now or hereafter
adopted or promulgated by the City and shall be subject to all applicable laws, orders, rules, and
regulations adopted by governmental bodies now or hereafter having jurisdiction. In addition, the
Licensee and its contractor shall be subject to all rules, regulations, policies, resolutions, and ordinances
now or hereafter adopted or promulgated by the City relating to permits and fees, sidewalk and pavement
cuts, utility location, construction coordination, beautification, and other requirements on the use of the
public right-of-way and shall comply with the following:
a. The Licensee's use of the Right-of-Way shall in all matters be subordinate to the City's
use of the Right-of-Way for any public purpose. The Licensee and its contractor shall coordinate
the placement of the Line in a manner which minimizes adverse impact on public improvements,
as reasonably determined by the City. Where placement is not otherwise regulated, the Line shall
be placed with adequate clearance from such public improvements so as not to impact or be
impacted by such public improvement.
Specifically, the Licensee and its contractor shall place the Line at an elevation between 6
ft. and 10 ft. below the street surface where the Line crosses the Ohio Street and North
Street intersection.
b. All earth, materials, sidewalks, driveway approaches, paving, crossings, utilities, public
improvements, or improvements of any kind injured or removed by the Licensee or its contractor
in its activities under this License Agreement shall be fully repaired or replaced promptly by the
Licensee or its contractor at its expense and to the reasonable satisfaction of the City or owner
thereof.
C. All of the materials, plans, and installation of the Line shall be approved by or as directed
by the Public Works and Utilities Departments and in accordance with any other approved
specifications for performing work in the public right-of-way.
d. The Licensee or its contractor shall keep and maintain accurate records and as-built
drawings depicting accurate horizontal and vertical location of the Line as constructed or
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Book. 1233 Page: 1259
reconstructed in the Right-of--Way after the date hereof. All points of the Line shall be
horizontally located from street centerline, or section or quarter section lines or corners. Vertical
locations or all points of facilities shall consist of elevations in either City datum or United States
Geological Survey datum.
e. Prior to construction, reconstruction, or relocation of any facilities in the Right-of-Way,
the Licensee or its contractor shall submit to the Public Works and Utilities Departments for
approval, plans and specifications of the proposed installation. Such approval shall not be
unreasonably withheld, delayed, or conditioned.
f. The Licensee and its contractor shall cooperate promptly and fully with the City and take
all measures necessary to provide accurate and complete information regarding the nature and
locations, both horizontal and vertical, of the Line located within the Right-of-Way when
requested by the City or its authorized agents for a public project. Such location and
identification shall be at the sole expense of the Licensee without expense to the City, its
employees, agents or authorized contractors. The Licensee shall have a person familiar with the
facilities, who is responsible for timely satisfying information needs of the City and other users of
the Right-of-Way.
g. The Licensee or its contractor shall promptly relocate or adjust the Line located in the
Right-of-Way for any project planned or undertaken by the City or any governmental entity for
construction, reconstruction, maintenance, or repair of public facilities or public improvements,
or any other purpose of a public nature. Such relocation or adjustment shall be performed by the
Licensee at its sole expense without expense to the City, its employees, agents or authorized
contractors and shall be specifically subject to rules and regulations of the City not inconsistent
with this License Agreement pertaining to such.
h. It shall be the sole responsibility of the Licensee to take adequate measures to protect and
defend the Line in the Right-of-Way from harm or damage. If the Licensee fails to accurately or
timely locate the Line when requested, they will have no claim for costs or damages against the
City and its authorized contractors or any other party authorized to be in the Right-of-Way unless
such party is solely responsible for the harm or damage by its negligence or intentional conduct.
i. The Licensee or its contractor shall notify the City not less than three (3) working days in
advance of any excavation, construction, reconstruction, repair, or relocation of the Line which
would require any street closure which reduces traffic flow to less than two (2) lanes of moving
traffic. The City shall follow its policies in the grant or denial of such street closure, which shall
not be unreasonably delayed or withheld. In addition, all work performed in the traveled way or
which in any way impacts vehicular or pedestrian traffic shall be properly signed,barricaded, and
otherwise protected. Such signing shall be in conformance with the latest edition of the Federal
Highway Administration's Standards and Guideline for Work Zone Traffic Control.
J. All technical standards governing construction, reconstruction, installation, operation,
testing, use, maintenance, and dismantling of the Line in the Right-of-Way shall be in accordance
with applicable present and future federal, state, and City law and regulation, including but not
limited to the most recent editions of the Uniform Plumbing Code,National Electrical Code, the
National Electrical Safety.Code and the Fiber Optic Line Installation Standard of the
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Book: 1233 Payee 1260
Telecommunications Industry Committee, or such substantive equivalents as may hereafter be
adopted or promulgated. It is understood that the standards established in this paragraph are
minimum standards and the requirements established or referenced in these codes may be
additional to or stricter than such minimum standards.
3. Indemnification and Hold Harmless. During the term of License, the Licensee and its
successors and assigns shall hold harmless and indemnify the City, its officers, agents, employees and
authorized contractors, against all liability, loss damage, expense, and judgment, including attorney's
fees so incurred, arising from or relating to its installation, use or maintenance of the Line in the public
right-of-way pursuant to this License Agreement by the Licensee, their agents, contractors, or
employees.
4. General Liability Insurance. The Licensee agrees to procure and maintain, during the
term of this License Agreement and any extension thereof for their use and operations on the Right-of-
Way, commercial general liability insurance with limits not less than $1,000,000 each occurrence
bodily injury and/or property damage, including the risk of explosion, collapse & underground;
$500,000 personal and/or advertising injury limit, $1,000,000 products and completed operations
aggregate and $1,000,000 general aggregate; $500,000 Auto Liability for all Owned, Hired and Non-
Owned Autos; and Statutory Worker's Compensation insurance. Licensee is responsible to ensure their
independent contractors carry coverage equal or greater than that required of the Licensee. City shall
be named as an additional insured on Licensee's general liability policy. Licensee shall keep on file
with City a certificate of insurance that shows compliance with its _obligations as set forth herein.
Licensee agrees to obtain insurance coverage or self-insure itself for contents or owned equipment
associated with its own operation(s). Licensee or its insurance representative shall provide for at least
thirty(30) days prior written notice of cancellation or any changes of insurers to City.
The insurance limits outlined above represent the minimum coverage limit and do not infer or place a
limit of liability of the Licensee nor has the City assessed the risk that may be applicable to the Licensee.
The Licensee's liability program will be primary and any insurance maintained by the City (including
self-insurance)will not contribute with the coverage maintained by the Licensee. Coverage limits outlined
above may be met by a combination of primary and excess liability insurance programs. The City will
only accept coverage from an insurance carrier who offer proof that it is licensed to do business in the
State of Kansas, and carries a Best's rating of"AX' or better; or is a company mutually agreed upon by
the City and the Licensee.
5. Title. By granting this license the City does not warrant title to or the right to possess and
occupy the Right-of-Way. In the event that it is determined that the City is not entitled to possess and
utilize the Right-of-Way, this License Agreement shall terminate and the Licensee shall quit and
surrender their use of the Line in the Right-of-Way in compliance with this License Agreement.
6. Corps of Engineer Approvals. Any permission granted pursuant to this License
Agreement to install the Line shall be subject to and conditional upon approval by the Corps of Engineers
where applicable.
7. Breach of License Agreement. In the event that the Licensee uses the Line for any purpose
other than that specifically authorized under this License Agreement, all rights granted hereunder to the
Licensee shall immediately cease as if never granted and the Licensee shall immediately quit and
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Book: 1233 Page: 1261
surrender its use of the Line in the Right-of-Way. In the event that the Licensee or their contractor shall
fail to comply with any other substantial term, condition or covenant of this License Agreement within
thirty (30) days after written notice to do so has been mailed to them by the City, or in the event the
Licensee abandons their authorized use of the Right-of-Way, any such event shall be deemed an
immediate breach and forfeiture of the License Agreement which shall then terminate. Upon such
termination of this license, the Licensee shall quit and surrender their use of the Line in the Right-of-Way
in compliance with the terms of this License Agreement. If the failure to comply with a substantial term,
condition or covenant is satisfactorily resolved, License shall be allowed to resume their use of the Line in
the Right-of-Way.
8. Term. The License shall commence upon execution of this License Agreement and shall
continue until the earlier of:
a. The Licensee's discontinuation of its authorized use of the Right-of-Way;
b. Notification of the Licensee by the City that the public interest is best served by the use of
the Right-of-Way in a manner in conflict with the License, and that the License shall
terminate no less than 90 days following such notice. City acknowledges and agrees that it
will make every effort to work with Licensee to provide an alternate route, and modify the
license to that effect so that it may continue; or
C. Termination of the License pursuant to paragraph 7 above.
9. Removal of Lines. Upon termination of this License Agreement, the Licensee shall have
the right to remove the Line within a reasonable time, not to exceed one hundred twenty (120) days. In
the event the Licensee chooses to exercise the right to remove the Line, the Licensee or its contractor shall
within the permitted time period restore the Right-of-Way from which the Line is removed to as good a
condition as existed prior to the removal. In the event the Licensee or its contractor should exercise its
right to remove the Line but fail to properly restore the Right-of-Way, the City shall have the right to
cause the Right-of-Way to be restored and to charge any reasonable costs associated therewith to the
Licensee.
10. Notices. Any notice to either party hereunder shall be sufficient if mailed by United States
mail,postage prepaid, at the following addresses:
City of Salina,Kansas
c/o City Clerk
P.O. Box 736
Salina,KS 67402-0736
Great Plains Manufacturing, Inc.
Attn: James Hall
P.O. Box 5060
Salina,KS 67402-0560
mail to: james.hall @greatplainsmfg.com
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Book: 1233 page: 1262
11. Invalidity in Part. If any clause, sentence, or paragraph of this License Agreement shall be
held to be invalid, it shall not affect the validity of the remaining provisions of this License Agreement.
12. Binding}Effect. This License Agreement shall be binding upon the parties, their heirs and
assigns.
EXECUTED the day and year first above stated.
CITY OF SALINA,KANS S
By:
Samantha P. gell,Mayor
ATTEST:
Lieu Ann Elsey, CMC, Cit Jerk
GREAT PLAINS MANUFACTURING, INC.
B :
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Roy E. App equist, President
STATE OF KANSAS, COUNTY OF SALINE, SS:
On this 154�ay of 2011, before me a Notary Public in and for said state, personally
appeared Samantha P. Angell, Mayor of the City of Salina,Kansas and Lieu Ann Elsey, CMC, City Clerk
for the City of Salina, Kansas, known to me to be the persons who executed the within License
Agreement and acknowledged to me that they executed the same for the purposes therein stated on behalf
of the City of Salina,Kansas.
SHA.NDI L.. WICKS
1 Notary Puoiic- State of Kansas
MyAppt.Expires . �L� t� -
Notary Public
STATE OF KANSAS, COUNTY OF SALINE, SS:
On this // day of , 2011, before me a Notary Public in and for said state, personally
appeared Roy E. Applequist,P esident of Great Plains Manufacturing, Inc., known to me to be the person
who executed the within License Agreement and acknowledged to me that they executed the same for the
purposes therein stated on behalf of said Corporation.
Not Public
SHELDON A MUNINGER
Notary Public-State of Kansas
_6_ My Appt. Expires -2 - s
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