RES NO 07-02-1984 1 I `T 84
c
CITY OF VAN BUREN, ARKANSAS
RESOLUTION NO. '7 1984
RESOLUTION AUTHORIZING THE MAYOR AND CITY CLERK
OF THE
CITY OF VAN BUREN, ARKANSAS, TO ENTER INTO
AN INDEMNIFICATION CONTRACT WITH GRIFFIN GROCERY
COMPANY AND FOR FINAL SETTLEMENT OF EXISTING
REPAIRS OWED BY THE CITY UNDER AN INDUSTRIAL TRACK
AGREEMENT.
WHEREAS, on October 3, 1975, an Industrial Track Agreement
was executed between S H, Inc., and the City of Van Buren,
Arkansas, for the maintenance of approximately 968 feet of
railroad track over the property leased by S H, Inc.; that
in said agreement, S H, Inc., agreed to be responsible for
the notherly 363 feet of said track and the City of Van Buren
agreed to be responsible for the Southerly 605 feet of the
track; and,
WHEREAS, the City of Van Buren, Arkansas, authorized the
Mayor and City Clerk to enter into said Industrial Track
Agreement by Ordinance No. 38 -1975 passed on December 8, 1975;
that said Ordinance specifically states that the Mayor and City
Clerk were authorized and directed to execute on behalf of the
City of Van Buren an Indemnification Track Agreement and Supplemental
Industrial Track Agreement dated October 4, 1975; and,
WHEREAS, Griffin Grocery Company has entered into a Lease
Agreement with S H, Inc., and has, therefore, become S H, Inc.'s
successor under said Industrial Track Agreement; and,
WHEREAS, Griffin Grocery Company has incurred expenses over the
Southerly 605 feet of track amounting to $13,524.38; and,
WHEREAS, Griffin Grocery Company has agreed to compromise said
amount to a total cost of $12,000.00 to the City of Van Buren,
Arkansas; and,
WHEREAS, Griffin Grocery Company has agreed to indemnify and
hold harmless the City of Van Buren, Arkansas, from any and all
other repairs either presently existing or in the future, in exchange
for payment of said amount.
i r
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF VAN BUREN, ARKANSAS:
THAT, the Mayor and City Clerk of the City of Van Buren,
Arkansas, are hereby authorized to make payment to Griffin Grocery
Company in the amount of $12,000.00 paid from prior year's balance
in exchange for Griffin Grocery Company's agreement to finally
settle any and all debts which may be owed by the City of Van
Buren, Arkansas, to Griffin Grocery Company for repairs arising
under an obligation by the City of Van Buren under the abovestated
Industrial Track Agreement and for Griffin Grocery Company's
agreement to hold the City of Van Buren harmless from any and all
other repair costs to said railroad either presently existing or
future repairs to be done.
And, that the Mayor and City Clerk of the City of Van Buren,
Arkansas, are hereby authorized to enter into any and all contracts
or agreements necessary to accomplish those things herein set out.
PASSED AND APPROVED THIS /69- day of 1984.
CITY OF VAN BUREN, ARKANSAS
By
MAYOR
,ATTEST•
Y CLERK
FINAL SETTLEMENT OF CLAIM
AND INDEMNIFICATION AGREEMENT
This Agreement made and entered into this 20 day of July,
1984, by and between the City of Van Buren, Arkansas, hereinafter
referred to as "CITY" and Griffin Grocery Company, hereinafter
referred to as "GRIFFIN" do hereby agree as follows:
WITNESSETH:
That upon payment to GRIFFIN by the CITY of the amount of
$12,000.00, GRIFFIN does hereby release and finally settle any
and all claims that GRIFFIN does or may have against the CITY
arising out of repairs to a railroad track located upon property
leased by GRIFFIN for which the CITY may be liable for repair
under an Industrial Track Agreement dated October 3, 1975, and
Supplemental Track Agreement dated October 4, 1975; that said
Industrial Track Agreements are attached hereto and incorporated
by reference herein; that the payment of $12,000.00 by the CITY
forever releases and discharges the CITY from any damages or
repairs owed by the CITY to GRIFFIN or to S& H, Inc., for any
repairs made to said track in the past, presently owed or for
future repairs.
It is, therefore, agreed and understood that this settlement
is in compromise of a disputed claim and not to be construed as
an admission of liability of the part of the parties hereby
released by whom liability is expressly denied.
That for the above stated consideration, GRIFFIN does hereby
indemnify, release and hold harmless the CITY from any and all
past, present and future liability for maintenance and for repairs
to any of the 968 feet of track which is the subject of the
Industrial Track Agreement of October 3, 1975, and Supplemental
0 Track Agreement dated October 4, 1975.
C)\ EC
"W.. V AN 8 454
JUL 3 1 1984
cfc
°ORS oCiA
That said Agreement has hereinabove been set out and made
part of this Agreement and is attached hereto.
IN WITNESS WHEREOF, the parties have signed this Agreement.
GRIFFIN'GROCERY COMPANY
By "4aikreC t1tt'la ea
(CORPORATE SEAL)
ATTEST:
SECRETARY
CITY OF VAN BJREN; ARKANSAS
By 41-474(Ag MAYOR-
ATTEST:
JCL .o
II TURK
INDUSTRIAL TRACK AGREEMENT
THIS AGREEMENT, executed in duplicate October 3 1975 WITNESSETII
The undersigned Shipper (as defined in Paragraph 1(a) hereof] tcoxbeflxrt
(Indlvidua4 copartnen or corp. le state where Incorporated)
shall be served by one
;ertain existing track, 968 feet long, more or Tess,
)nd appurtenances, herein called Switch. Switch is located at or near Van Buren Crawford
(piece) (county]9tY10GIiX
%rk a s approximately where shown by green line, on the undersigned Carrier's
(state)
tttached print, map numberCD 6 -1 -98, dated atKansas City, Missouri January 21
(place) plate) (month) (day)
1975 "Switch" also means, except as respects cost, ownership and maintenance, any addition to or extension of
'Switch. 7 LIO''ClWe'' 251K
1. .Shipper,.at Shipper's cost, has constructed Switch, complete in place.
1(a). Shipper, as used in this agreement, means S H, Inc., an Arkansas
:orporation, to be addressed at P. 0. Box 126, Fort Smith, Arkansas 72901, and
:he City of Van Buren, Arkansas, a Municipal corporation, to be addressed at
ran Buren, Arkansas, as their respective interests may appear.
S 11, Inc. shall own and maintain, at its cost, the northerly.363 feet
if Switch. The City of Van Buren shall own and maintain, at City's cost, the
southerly 605 feet of Switch.
2. Carrier may use Switch when not unnecessarily detrimental to Shipper. -Mnizi italkroxia-1tDtflirmnctimaxE
i.i -1aC:2 1a51'CX• dKMilall=F:: =1. yskailth ecrus aihi., o. .4 in. u... «e i.• t.. i':
,t 0 0' „a ;awya: it t. tie •,er, y Shipper, at Shipper's cost, shall provide anything
equired by law for protection or benefit of owners of land adjacent to Switch. Shipper, at Shipper's cost, shall adjust
;witch to any additional tracks installed by or for Shipper or by reason of changes desired by Shipper for the benefit or
:onvenience of Shipper. If any adjustment of Switch is made necessary by public improvement work required by
;overnmental authority Shipper shall bear the cost of adjusting that section of Switch the maintenance of which is
issumed by Shipper. Carrier on Shipper's written request may, as agent of Shipper, furnish or do anything required of
;hipper hereunder; and Shipper on request shall deposit with Carrier in advance estimated cost thereof. If any deposit
•nder this agreement be less than Carrier's cost, Shipper shall pay difference; if more,' Carrier shall repay difference.
y;)ipper shall pay Carrier's customary charges for labor, materials, equipment and supplies, and for handling, accounting
ind supervision.
3. Shipper shall not erect or maintain, or allow to be erected or.maintained, any building, structure or fixture, or
place or store, or allow to be placed or stored, material, equipment or obstruction of any kind, over or adjacent to
Twitch at distances less than those prescribed by competent public authority; and in no event shall any such building,
structure, fixture, material, equipment or obstruction be erected, maintained, placed or stored at a height less than
twenty-three feet above nearer rail, or at a distance less than eight and
one half feet from the center line, of Switch; provided: (i) the overhead minimum clearance of wires shall be in
accordance with specifications of the current National Electrical Safety Code, and in no event less than twenty -seven
feet above nearer rail of Switch, (ii) the horizontal minimum clearance with respect to curved tracks shall be increased
one inch for each degree of curvature, and (iii) loading platform of car floor height may be constructed with a horizontal
clearance which is not prohibited under clearance regulations established by competent public authority and which shall
have the approval of Carrier's Chief Engineer. Shipper assumes full responsibility for, and shall defend, indemnify and
save harmless the Carrier from and against, any and all liability, suits, claims, damages, costs (including attorneys' fees),
losses, outlays and expenses in any manner caused by, arising out of or connected with the failure or refusal of Shipper
to comply with, observe or perform any of the provisions of this Paragraph 3, notwithstanding any possible negligence
(aJm' cnle, eonrnrr'nt nr otherwise) on the part of rnrrier, its :ionic or rninInve4,
G
he ne' 1' n e of Carrier, Shipper r shall have s the burden of proving, Shipper assumes m ;e i i ,d
.4;
plx all responsibility for and
agrees to indemnify Carrier against loss or damage to property of Shipper or to property upon Shipper's premises arising
from fire taused'by locomotives operated by Carrier on Switch, or in its vicinity, for purpose of serving Shipper or
Shipper's tenant, if any, except to premises of' Carrier and to rolling stock belonging to Carrier or to others and to
shipments in course of transportation. Shipper also agrees to indemnify. and hold harmless Carrier for loss, damage or
injury from any act or omission of Shipper, Shipper's employes or agents, to the person or property of the parties hereto
and their employes and to the person or property of any other person or corporation, while on or about Switch; and,
except as otherwise provided intis agreement, if any claim or liability shall arise from joint or concurring negligence of
both parties hereto, it shall be borne by them equally.
5. Term hereof shall be concluded (a) by either party serving on the other party 30 days' written notice of such
being the intention, (b) by Shipper failing for 20 days to cure any default after written notice thereof, or (c) at Carrier's
election without notice by Shipper's non -user of Switch for six consecutive months. Any notice of Carrier shall be I
deer served when deposited, postage prepaid, in U. S. mail addressed to Shipper as aforesaid. ikzacrakadtbcoux
C s premises Switch shall belong to Shipper, as above set forth, sakk
belong to Carrier, who may remove same upon conclusion of this agreement. "Carrier's premises" includes any public
highway within Carrier's right of way produced. Covenants herein shall inure to or bind each party's heirs, legal
representatives, successors and assigns; provided: no right of Shipper shall be transferred or assigned, either voluntarily
or involuntarily, except by agreement acceptable to Carrier. Carrier or Shipper may waive any default of the other
without affecting, or impairing any right arising from, any subsequent default. Knowledge of or notice to Carrier of any
default by Shipper hereunder and Carrier's continued operation over Switch thereafter shall not be a waiver by Carrier
of any such default or of any covenant.
tr. 6. Shipper, when returning this to Carrier (signed) shall cause
same to be accompanied by such order, resolution or ordinance of the governing
body of the'City of Van Buren, passed and approved as by law prescribed, and
duly certified, evidencing the authority of the person executing this agreement
on behalf of City with the power so to do.
MISSOURI PACIFIC RAILROAD COMPANY
WITNESSES:
i f' By
Vice President As carrier. first party herein.
S H, INC.
ATTEST: ar—J
By
(Apis Sean SecreUr7 President As Shipper. second party herein.
ATTEST: CITY OF VAN BUREN
By
(Affix Seal) City Clerk Mayor As Shipper, second
party herein.
Pen
+—T. r-.. c-,.+. nwn.r=,rA•+ .rvpn^ Y::. -:.a.: :.5»4in:v.syw.�i i. e7 r ,+L+:'
THIS AGREEMENT, entered into in quadruplicate October 4, 1975, by
and between MISSOURI PACIFIC RAILROAD COMPANY, herein called "Carrier
S H, INC., an Arkansas corporation, to be addressed at P. O. Box 126,
Fort Smith, Arkansas 72901 and the CITY OF VAN BUREN, ARKANSAS, a Municipal
corporation to be addressed at Van Buren, Arkansas, herein called "Shipper
as their respective interests may appear, and GRIFFIN GROCERY COMPANY, an
Oklahoma corporation to be addressed at Muskogee, Oklahoma 74401 herein
called "Applicant WITNESSETH:
R E C I T A L S
There is now in effect between Carrier and Shipper a
certain written agreement, hereinafter referred to as
"Basic Contract dated October 3, 1975, respecting among
other things, Carrier serving certain premises of Shipper
located in Van Buren, Crawford County, Arkansas, by means
of one certain existing track 968 feet long, more or less,
and appurtenances, herein and in Basic Contract called
"Switch
Applicant herein represents it has leased from Ship-
per a portion of Shipper's improvements located adjacent
to and served by Switch and has acquired from Shipper, to
the extent of Shipper's interest, the right to be served on
Switch during, but not beyond the term of, Basic Contract
and desires Carrier's consent thereto.
NOW, THEREFORE., in consideration of the premises and of the covenants
and agreements herein contained, the respective parties hereto agree that
effective with the date hereof:
(1st) the wort'. "Shipper where and as appearing in the Basic Con-
tract, shall, with respect to the service to be performed by Carrier pursuant
to Basic Contract, be deemed to mean the Shipper and the Applicant, as their
respective interests may appear;
(2nd) in consideration of the Carrier so serving the Applicant, and
the Shipper granting Applicant permission to be served on Switch, Applicant
shall and does hereby agree to be bound by the provisions of Sections 3 and
4 of Basic Contract with respect to Applicant,. Applicant's employees and
property, and the operations of Applicant, Applicant's employees, invitees
and licensees on or near Switch, to the same extent as if Applicant instead
of said S H, INC. and CITY OF VAN BUREN, ARKANSAS were the "Shipper"
therein, true copy of Basic Contract being attached to as part of Applicant's
original hereof; and
'1 (3rd) the obligation of Carrier to serve Applicant and this supple-
mental agreement shall cease and determine (a) upon expiration of thirty
days following serving by S H, INC. and CITY OF VAN BUREN, ARKANSAS on
Applicant and Carrier of written notice of their desire to use Switch solely
for their own use, (b) termination of Basic Contract howsoever, or (c) by
expiration of thirty days following serving by Carrier on Applicant, or
vice,versa, of written notice of intention to terminate this supplemental
agreement.
Basic Contract, as hereby supplemented or amended, shall be and
continue in full force and effect as therein provided, and nothing herein
shall relieve Shipper of its obligations under Basic Contract, nor permit
Shipper to grant any additional use of Switch by other than Applicant.
IN WITNESS WHEREOF, the 'parties hereto have duly'executed this
agreement the day and year first hereinabove written.
WITNESSES: MISSOURI PACIFIC RAILROAD COMPANY
By
Vice President
1
ATTEST: S H, INC.
By By
Secretary President
(Affix Seal) As Shipper
ATTEST: CITY OF VAN BUREN, ARKANSAS
By By
City Clerk Mayor
(Affix Seal) As Shipper
ATTE GRIFFIN G OCERY COMPANY
SIE7
Secretary Presi�gg'y
(Affix Seal) As Api�jlibrant
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