24-2548 Pump Station L _ FM Addendum #1.pdf

Monday, July 22, 2024

ADDENDUM #1

Pump Station L & Force Main Replacement

IFB 24-2548

This is addendum #1 to the above-mentioned solicitation for Muskegon County. Please indicate this addendum on the Addenda Summary of the bid package; failure to acknowledge all addenda may be cause for rejection of the bid.

Bids are due in no later than 2:00 PM Thursday, July 25, 2024. Submittal Instructions are located in the Bid Conditions/Instructions for Responders in the IFB.

The time of receipt shall be determined by the time clock stamp in the electronic Bidnet system.

Respondents are responsible for ensuring that their bid response is submitted by the deadline indicated.

No late bid responses will be accepted.

Sincerely, Angela Gasiewski

Angela Gasiewski, CPA Director of Finance

BOARD OF

PUBLIC WORKS

Darrell Paige

Chair, District 7

Kim Cyr Vice Chair, District 1

Brenda M. Moore Water Resources

Commissioner Secretary

Michelle Hazekamp

District 3

Marcia Hovey-Wright District 4

Charles Nash

District 5

Jessica Cook District 6

Jennifer Hodges

Ex-Officio Member

Scott Huebler Ex-Officio Member

DEPARTMENT OF FINANCE & MANAGEMENT- PROCUREMENT • 1903 MARQUETTE AVENUE, SUITE A106 •

MUSKEGON, MI 49442

(231) 724-6281 • FAX (231) 724-3337 • bids@co.muskegon.mi.us • www.co.muskegon.mi.us

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Addendum No. 1

Owner: Muskegon County Resource Recovery Center, Muskegon County, Michigan

Project Title: Pump Station L & Force Main Replacement

Project #: 2230672 Date of Addendum: July 22, 2024

Notice to Prospective Bidders

In accordance with Article 1 of the General Conditions, this Addendum is hereby issued as part of the Contract Documents.

PROJECT SPECIFICATIONS

1. Section 6 Sanitary Sewer

Add the following to 6.09.01 Connections to Existing Sewer:

“The existing Sanitary Manhole #1176 is a brick structure.”

2. Section 7 Force Main

Add the following to 7.02.06.01 Manhole:

“Force Main Discharge Manhole must be constructed without the upturned 90° bend. Modify the bench and flow channel accordingly.”

APPENDIX A: PUMP STATION SPECIFICATIONS

1. Section 10 14 00 Signs and Identification Devices

Add 2.02D:

“Station address identification shall be provided for the proposed pump station building. The address identification shall be legible and placed in a position that is visible from the street or road fronting the property. Address identification characters shall contrast with their background. Address numbers shall be Arabic numbers or alphabetical letters. Numbers shall not be spelled out. Each character shall be not less than 4 inches (102 mm) high with a minimum stroke width of ½ inch (12.7 mm). Where required by the fire code official, address identification shall be provided in additional approved locations to facilitate emergency response.”

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2. Section 33 31 00 Sanitary Utility Sewer Piping

Add the following to Part 2 – Products:

“Based on available record plans and field observations, the existing sanitary sewer entering the existing wet well appears to be clay pipe. Contractor shall field verify existing pipe material and diameter.”

APPENDIX E: GENESEE & WYOMING RAILROAD DOCUMENTS

1. Add the draft Occupancy License Agreement (attached). The Owner has paid the $5,000 fee associated with this permit application.

2. Add the draft Contractor Right of Entry License Agreement (attached). The Owner has paid the

$4,000 fee associated with this permit application. Following contract award, the Licensee for this agreement will be updated to the Contractor, not the Owner. Contractor will be responsible for meeting all insurance requirements and abiding by all terms of the agreement.

3. Add the Railroad Protective Liability Insurance Application (attached). If the Contractor does not carry a policy of Railroad Protective Liability insurance, this coverage can be secured through the railroad at the cost of $1,150 for 60 days. Payment shall be as indicated in Section 1.05 Permits of the Project Specifications.

APPENDIX G: SUPPLEMENTIAL DOCUMENTS

1. Add the City of Muskegon Heights Application for Right-of-Way Permit (attached).

CONSTRUCTION DRAWINGS

1. Sheet 3 of 15 – Pump Station Site Plans

Site Plan – Proposed Pump Station:

- Delete the proposed vent tube in the Valve Chamber lid.

2. Sheet 5 of 15 – Pump Station Details

Plan – Above Grade:

- Delete the vent tube callout and replace with “6" Vent Tube (Typ. of 2, See Detail).”

Section A-A:

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William C. Thies, P.E.

Enclosures: Genesee & Wyoming Occupancy License Agreement (Draft) Genesee & Wyoming Contractor Right of Entry License Agreement (Draft)

Railroad Protective Liability Insurance Application City of Muskegon Heights Application for Right-of-Way Permit c: All Plan Holders

Form PPL-CLX-09-2020 Permit No. MSRR240527225

OCCUPANCY LICENSE AGREEMENT

This Agreement (“Agreement”) made this day of ______________, 2024, by and between Michigan Shore Railroad, a

Division of Mid-Michigan Railroad, Inc. (“LICENSOR”), whose address is C/O Genesee & Wyoming Railroad Services, Inc., 13901 Sutton Park Dr. South, Suite 270, Jacksonville, FL 32224, and Muskegon County Resource Recovery Center

(“LICENSEE”), whose address is 698 N Maple Island Rd, Muskegon, MI 49442.

WHEREAS, LICENSEE has submitted a written request or application to LICENSOR requesting permission to occupy LICENSOR’S property located at or near the location specified in Section 1 below; and

WHEREAS, LICENSOR is willing to grant to LICENSEE the limited right to occupy LICENSOR’S property for the limited purpose described herein.

NOW THEREFORE, in consideration of these promises, the Agreement herein, and other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

Section 1. LOCATION/DESCRIPTION.

1.1 LICENSOR hereby conveys to LICENSEE a license (“Occupancy”) to operate upon, along or across LICENSOR’S property as indicated below:

A. ( ) above ground ( X ) below ground

B. ( ) water pipeline ( X ) sewer pipeline ( ) stormwater pipeline ( ) cable tv wireline ( ) fiber optic wireline

( ) communications wireline ( ) power wireline located at or near Mile Post 195.07, Michigan Shore Subdivision, Latitude: 43.205197, Longitude: -86.25615, at or near

MUSKEGON HEIGHTS, County of MUSKEGON, State of MI. Nothing herein contained shall be construed as conferring any property right on LICENSEE.

1.2 Said Occupancy to be located and described as follows:

UNDERGROUND SEWER PIPELINE CROSSING 6.96" CARRIER 15.25" CASING including necessary appurtenances, structures and other related fixtures, equipment, marker posts or electric power (“LICENSEE’S Facilities”), placed as shown on Exhibit A attached hereto and made a part hereof. LICENSEE’S Facilities are subordinated to all matters of record. LICENSOR reserves the right to use the area three (3) feet below ground level and to enter

LICENSEE’S Facilities for construction and maintenance of LICENSOR’S property.

Section 2. USE/PURPOSE/OWNERSHIP.

2.1 LICENSEE’S Facilities shall be installed to the satisfaction and approval of LICENSOR’S Engineer and all costs of

LICENSOR’S Engineer and other technicians or professional consultants as may be required from time to time shall be borne by LICENSEE.

2.2 LICENSEE hereby agrees to reimburse LICENSOR for any and all expenses LICENSOR may incur or be subjected to, or in consequence of, the planning, negotiation, installation, construction, location, changing, alteration, relocation, operation or renewal of said Facilities, within thirty (30) days after receipt of LICENSOR’S invoice for payment.

Section 3. FEE.

Said Agreement and Occupancy is granted contingent upon payment to LICENSOR of an annual fee of $800. LICENSEE shall also submit a one-time agreement processing fee of $1000, engineering review fee of $2250 and a contractor right of entry fee of $1750, which shall be covered by a separate agreement known as CONTRACTOR RIGHT OF ENTRY LICENSE

AGREEMENT. LICENSOR reserves the right to adjust the annual fee on each anniversary date of this Agreement, or at such other times as conditions warrant. Billing or acceptance by LICENSOR of any annual fee shall not imply a definite term or otherwise restrict either party from canceling this Agreement as herein provided.

Section 4. TERM/TERMINATION.

This Agreement shall continue in force indefinitely from and after the date hereof, subject, however, to the right of either party to terminate this Agreement as to the Occupancy or LICENSEE’S Facilities, or any part of LICENSEE’S Facilities, at any time, upon giving the other party thirty (30) days’ notice in writing of its desire to terminate this Agreement, and indicating in said notice the extent of said facilities and facilities to which such termination shall apply. Notwithstanding the foregoing, in the event that (i) the use of the Occupancy as set forth above in Sections 1 and 2 is materially changed, (ii) LICENSEE’S Facilities are removed, or (iii) LICENSEE defaults on a material obligation hereunder and such default is not cured within 30 days after receipt of written notice from LICENSOR describing such default (or such longer cure period as determined in LICENSOR’S sole discretion), this Agreement shall automatically terminate. When this Agreement shall be terminated as to LICENSEE’S

Facilities, or as to any part thereof, LICENSEE within thirty (30) days’ after the expiration of the time stated in said termination notice, agrees at LICENSEE’S own risk and sole expense to remove LICENSEE’S Facilities from the property of LICENSOR, or such portion thereof as LICENSOR shall require removed, and to restore LICENSOR premises and property to a neat and safe condition to the satisfaction of LICENSOR’S designated Engineer or Representative, and if LICENSEE shall fail to do so within said time, LICENSOR shall have the right, but not the duty, to remove and restore the same, at the risk and expense of

LICENSEE. If this Agreement shall be terminated without cause by LICENSOR pursuant to this Section 4, and LICENSEE has complied with all of the terms and conditions of this Agreement, then LICENSOR shall refund to LICENSEE the unearned portion of the annual fee paid in advance (prorated on a monthly basis).

Section 5. INDEMNITY/LIABILITY.

5.1. LICENSOR, ITS PARENTS, AFFILIATES AND SUBSIDIARIES, AND THE RESPECTIVE SHAREHOLDERS, DIRECTORS, OFFICERS AND EMPLOYEES OF EACH (HEREINAFTER COLLECTIVELY THE “LICENSOR

INDEMNITEES”), SHALL not be responsible for any damage to LICENSEE’S Facilities at any time while this Agreement is in effect.

5.2 (a) LICENSEE HEREBY AGREES TO INDEMNIFY, SAVE, HOLD HARMLESS AND DEFEND THE LICENSOR

INDEMNITEES FROM AND AGAINST (I) INJURY TO OR DEATH OF ANY PERSON OR PERSONS WHOMSOEVER, INCLUDING BUT NOT LIMITED TO THE AGENTS, EMPLOYEES OR CONTRACTOR(S) OF THE PARTIES

HERETO, AND (II) THE LOSS OR DAMAGE TO ANY PROPERTY WHATSOEVER, INCLUDING PROPERTY

CLAIMS, DEMANDS, SUITS, JUDGMENTS OR EXPENSES INCURRED IN CONNECTION THEREWITH,

RESULTING FROM OR ARISING OUT OF THE ACTS OR OMISSIONS OF LICENSEE, ITS AGENTS, EMPLOYEES

OR CONTRACTOR(S), OR RESULTING FROM, ARISING OUT OF, OR OCCURRING IN CONNECTION WITH THE

ENTRY OR PRESENCE OF LICENSEE, ITS AGENTS, EMPLOYEES OR CONTRACTOR(S) ON THE PROPERTY, OR

RESULTING FROM, ARISING OUT OF, OR OCCURRING IN CONNECTION WITH THE PERFORMANCE OR

EXECUTION OF ANY WORK PERFORMED UNDER THIS AGREEMENT OR INCIDENTAL THERETO, INCLUDING

BUT NOT LIMITED TO THE USE AND OCCUPANCY OF LICENSEE’S FACILITIES BY LICENSEE, ITS

PERMITTEES, INVITEES OR ANY OTHER PERSON OR ENTITY. THE INDEMNITIES PROVIDED IN THIS SECTION

5 ARE SPECIFICALLY MEANT TO INCLUDE INDEMNITY OF THE LICENSOR INDEMNITEES FOR THEIR OWN

ORDINARY NEGLIGENCE, EVEN IF THE INJURY OR DAMAGE IS CAUSED ENTIRELY BY THE ORDINARY

NEGLIGENCE OF THE LICENSOR INDEMNITEES AND THERE IS NO NEGLIGENCE OR FAULT ON THE PART OF

LICENSEE. LICENSEE’S INDEMNITY OBLIGATIONS IN THIS SECTION 5 SHALL NOT BE LIMITED IN ANY WAY

BY ANY LIMITATION ON THE AMOUNT OR TYPE OF DAMAGES, COMPENSATION OR BENEFITS AVAILABLE

UNDER WORKERS’ OR WORKMEN’S COMPENSATION ACTS, DISABILITY ACTS OR EMPLOYEE BENEFITS

ACTS.

(b) THE PARTIES ACKNOWLEDGE THAT THE USE OF LICENSOR’S PREMISES IS FOR THE SOLE

CONVENIENCE OF LICENSEE AND THAT THE LICENSOR INDEMNITEES SHALL HAVE NO DUTY TO

LICENSEE, ITS OFFICERS, EMPLOYEES, AGENTS OR CONTRACTORS TO PROVIDE A REASONABLY SAFE

PLACE IN WHICH TO WORK, TO PROVIDE ADEQUATE OR SAFE METHODS AND EQUIPMENT FOR THEIR

WORK OR TO INSPECT OR MAINTAIN LICENSEE’S FACILITIES FOR SAID SAFE METHODS AND WORK

EQUIPMENT NOR TO GIVE ANY WARNINGS OR OTHER NOTICES TO LICENSEE’S EMPLOYEES OR INVITEES

REGARDING SAFETY EITHER OF LICENSEE’S FACILITIES AND RELATED WORKPLACE OR LICENSOR’S

PROXIMATE RAILROAD OPERATIONS AND THAT ALL SUCH DUTIES SHALL BE ASSUMED BY LICENSEE WHO

FURTHER AGREES TO DEFEND AND HOLD HARMLESS THE LICENSOR INDEMNITEES FROM ANY AND ALL

CLAIMS ALLEGING ANY FAILURE TO PERFORM SAID DUTIES.

(c) IN NO EVENT UNDER THIS AGREEMENT WILL THE LICENSOR INDEMNITEES HAVE ANY LIABILITY

FOR INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES. THE TERM “LICENSOR

INDEMNITEES” AS USED IN THIS SECTION 5 SHALL INCLUDE ANY OTHER RAILROAD COMPANY THAT MAY

BE LAWFULLY OPERATING UPON AND OVER THE TRACKS, OR THE TRACKS CROSSING OR ADJACENT TO

THE TRACKS, AND THE OFFICERS, AGENTS, INVITEES AND EMPLOYEES THEREOF.

Section 6. RESERVED.

Section 7. RESERVED.

Section 8. ASSIGNMENT.

Neither this Agreement nor the Occupancy herein granted may be transferred, assigned or sublet to another party not a signatory hereto without the prior written approval of LICENSOR. Upon approval by LICENSOR, LICENSEE shall satisfy any applicable transfer of rights or assignment fees in effect at that time.

This Agreement or Occupancy herein granted may not be transferred, assigned or sublet to another party not a signatory hereto without the prior written approval of LICENSOR. Said approval by LICENSOR, subject to LICENSEE’S satisfaction of applicable transfer of rights or assignment fees in effect at that time, shall not be unreasonably withheld.

Section 9. ENVIRONMENTAL/HAZARDOUS MATERIALS.

LICENSOR may, at LICENSOR’S sole discretion, during the removal of LICENSEE’S Facilities in accordance with Section 9, require LICENSEE to conduct an environmental appraisal and report of the property formerly occupied by LICENSEE’S

Facilities at LICENSEE’S sole cost and expense. All reports shall be prepared by a LICENSOR approved environmental consultant, to determine if LICENSOR’S property has been environmentally impacted by the Occupancy. All environmental reports, which are prepared subject to this clause, shall be immediately available to LICENSOR by LICENSEE and shall be treated as confidential information by the parties unless disclosure of such environmental reports is required by law. This clause shall survive termination of this Agreement.

Section 10. NOTIFICATION.

In the case of emergency repairs, LICENSEE shall contact LICENSOR by calling LICENSOR’s emergency number at (866)

527-3499 in order to obtain LICENSOR’S consent prior to entering LICENSOR’s property.

Section 11. RESERVED.

Section 12. ALTERATIONS/REPAIRS.

12.1 In the event LICENSEE desires to make changes in the physical or operational characteristics of the Occupancy, LICENSEE shall first obtain in writing the consent and approval of LICENSOR.

12.2 Any entry onto LICENSOR’S property by LICENSEE its employees, agents, representatives or contractors after

LICENSEE’S Facilities have initially been constructed shall occur only upon obtaining LICENSOR’S consent pursuant to

Section 12 herein, if required, and entering into an additional CONTRACTOR RIGHT OF ENTRY LICENSE AGREEMENT with LICENSOR prior to entry. LICENSEE agrees that any physical or operational changes that LICENSEE desires to make shall be made at LICENSEE’S sole risk, cost and expense and subject to all the terms, covenants conditions and limitation of this Agreement. Any “flagging” services determined at LICENSOR’s sole discretion to be necessary shall be at LICENSEE’S sole cost and expense.

Section 13. RESERVED.

Section 14. INSURANCE.

LICENSEE agrees to comply with the INSURANCE REQUIREMENTS, attached hereto as Exhibit C and made a part hereof, and shall provide the required Certificate of Insurance to LICENSOR simultaneous to the execution of this Agreement.

Section 15. RESERVED.

Section 16. RESERVED.

Section 17. RESERVED.

Section 18. GOVERNMENTAL REQUIREMENTS.

18.1 LICENSEE shall comply with any and all laws, statutes, ordinances, rules, regulations, orders, decisions (collectively, the

“Laws”), issued by any federal, state or municipal governmental body or agency established thereby (“Authority”), relating to the construction, maintenance, and use of the LICENSEE’s Facilities by LICENSEE and any the use of LICENSOR’S property.

18.2 LICENSEE, in its Occupancy as granted herein, shall not create or permit any condition on LICENSOR’S property that could present a threat to human health or to the environment. LICENSEE shall at all times be in full compliance with all Laws, present or future, set by any Authority, including but not limited to any, environmental laws concerning water quality (surface or underground), hazardous substances and hazardous waste(s).

18.3 Should any discharge, leakage, spillage, emission or pollution of any type occur or arise on LICENSOR’S Property as a result of LICENSEE’S presence, use, operation or exercise of the rights granted herein, LICENSEE shall immediately notify

LICENSOR and shall, at LICENSEE’S expense, be obligated to clean all property affected thereby, whether owned or controlled by LICENSOR or any third persons, to the satisfaction of LICENSOR (insofar as the property owned or controlled by LICENSOR is concerned) and any governmental body having jurisdiction in the matter. LICENSOR may, at is option, clean the property; if LICENSOR elects to do so, LICENSEE shall pay LICENSOR the reasonable cost of such cleanup promptly upon the receipt of a bill therefor.

18.4 LICENSEE AGREES TO RELEASE, INDEMNIFY AND DEFEND THE LICENSOR INDEMNITEES FROM AND

AGAINST ALL LIABILITY, COST AND EXPENSE (INCLUDING, WITHOUT LIMITATION, ANY FINES, PENALTIES, JUDGMENTS, LITIGATION COSTS AND ATTORNEY FEES) INCURRED BY THE LICENSOR INDEMNITEES AS A

RESULT OF LICENSEE’S BREACH OF THIS SECTION 18 REGARDLESS OF THE NEGLIGENCE OF THE LICENSOR

INDEMNITEES, EXCEPT TO THE EXTENT ANY SUCH LIABILITIES, COSTS AND EXPENSES ARE SOLELY

CAUSED BY THE GROSS NEGLIGENCE OF THE LICENSOR INDEMNITEES.

Section 19. RESERVED.

Section 20. RESERVED.

Section 21. RESERVED.

Section 22. LEGAL NOTICES.

Any notice, demand, approval, consents or communication required, permitted or desired to be given hereunder shall be in writing and shall be served on the parties at the following respective addresses:

LICENSEE: Muskegon County Resource Recovery Center

698 N Maple Island Rd

Muskegon, MI 49442

Attention: David Johnson

LICENSOR: Michigan Shore Railroad, a Division of Mid-Michigan Railroad, Inc.

c/o Genesee & Wyoming Railroad Services, Inc.

Real Estate Department

13901 Sutton Park Drive South, Suite 270

Jacksonville, FL 32224

Copy to:

General Counsel

Genesee & Wyoming Inc.

20 West Avenue

Darien, CT 06820 legalnotices@gwrr.com the attention of such other person or officer, as any party may by written notice designate. Any notice, demand or communication required, permitted or desired to be given hereunder shall be sent either (a) by hand delivery, in which case notice shall be deemed received when actually delivered, (b) by prepaid certified or registered mail, return receipt requested, in which case notice shall be deemed received three calendar days after deposit, postage prepaid in the United States Mail, or (c) by a nationally recognized overnight courier, in which case notice shall be deemed received one business day after deposit with such courier.

Section 23. SPECIAL PROVISIONS.

If required by LICENSOR, LICENSEE at its sole cost and expense, shall furnish LICENSOR with a survey drawing, showing the final exact location of said Occupancy and LICENSEE’S Facilities. The survey drawing shall indicate LICENSOR’S survey valuation station which said installation is located, and/or the position of LICENSEE’S Facilities in relation to the center line of the track and/or the centerline of the closest public street crossing said track(s). Said survey drawing to be attached to this Agreement as Exhibit B and made a part hereof.

Section 24. PRIOR AGREEMENTS.

Execution of this Agreement shall supersede and/or cancel, as of the date first above written, any and all previous agreements, if any, related to the Occupancy and use herein described, which may exist between the parties or their predecessors.

Section 25. APPLICABLE LAW.

This Agreement shall be governed by and construed under the laws of the State of MI without regard to the choice of law provisions thereof.

Section 26. INTERPRETATION/SEVERABILITY.

To the maximum extent possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement shall be prohibited by, or held to be invalid under, applicable law, such provision shall be ineffective solely to the extent of such prohibition or invalidity, and this shall not invalidate the remainder of such provision or any other provision of this Agreement.

Section 27. HEADINGS.

The headings of the Sections of this Agreement are inserted for convenience only and are not intended to govern, limit or aid in the construction of any term or provision of this Agreement.

Section 28. CONSTRUCTION OF TERMS. The terms of this Agreement have been arrived at after mutual negotiation and, therefore, it is the intention of the Parties that its terms not be construed against any of the Parties by reason of the fact that it was prepared by one of the Parties.

Section 29. COUNTERPARTS.

This Agreement may be executed in multiple counterparts, each of which shall, for all purposes, be deemed an original but which together shall constitute one and the same instrument, and counterparts of this Agreement may also be exchanged electronically and any electronic facsimile of any party’s signature shall be deemed to be an original signature for all purpose.

Section 30. CONFIDENTIALITY.

The parties shall not disclose the terms of this Agreement to a third party (a) other than as required by law so long as such party required to disclose the terms of this Agreement under applicable law provides the other party with prior written notice of such requirement, or (b) as otherwise agreed in writing between the parties. Notwithstanding the foregoing, the parties may disclose the terms and conditions of the Agreement to (1) a parent, subsidiary or affiliated company; or (2) to their lawyers and consultants, including but not limited to its auditors, provided that all such parties agree to maintain the confidentiality of such information in accordance with the terms of this provision. If any party violates this paragraph, any adversely affected party may cancel this Agreement without penalty and exercise any available remedies under applicable law.

(Signature Page Follows)

THIS AGREEMENT IS hereby declared to be binding upon the parties hereto.

IN WITNESS WHEREOF, the undersigned have hereunto set their hand and seals this __________ day of

_______________2024.

LICENSOR

Michigan Shore Railroad, a Division of Mid-Michigan Railroad, Inc.

By: ____________________________________

Name:

Its:

LICENSEE

Muskegon County Resource Recovery Center

By:

Name:

Its:

EXHIBIT A

LICENSEE’S FACILITIES

EXHIBIT B

SURVEY

EXHIBIT C

INSURANCE REQUIREMENTS

(a) The Licensee shall, at its own cost and expense, prior to entry onto Licensor’s Property or the commencement of any work pursuant to this Agreement, procure and thereafter maintain throughout the term of this Agreement the following types and minimum amounts of insurance:

(i) The Licensee shall maintain Public Liability or Commercial General Liability

Insurance (“CGL”), including Contractual Liability Coverage and CG 24 17 “Contractual Liability

– Railroads” endorsement, covering all liabilities assumed by the Licensee under this Agreement, without exception or restriction of any kind, with a combined single limit of not less than Two

Million Dollars ($2,000,000) for Bodily Injury and/or Property Damage Liability per occurrence, and an aggregate limit of not less than Six Million Dollars ($6,000,000) per annual policy period.

Such insurance policy shall be endorsed to provide a Waiver of Subrogation in favor of the

Licensor Indemnitees and shall name the Licensor Indemnitees as Additional Insureds. An

Umbrella or Excess policy may be utilized to satisfy the required limits of liability under this section but must “follow form” and afford no less coverage than the primary policy.

(ii) The Licensee shall maintain Commercial Automobile Insurance for all owned, non-owned and hired vehicles with a combined single limit of not less than One Million Dollars

($1,000,000) for Bodily Injury and/or Property Damage Liability per occurrence. Such insurance policy shall be endorsed to provide a Waiver of Subrogation in favor of the Licensor

Indemnitees and shall name the Licensor Indemnitees as Additional Insureds.

(iii) The Licensee shall maintain Statutory Workers’ Compensation and Employers’

Liability Insurance for its employees (if any) with minimum limits of not less than One Million

Dollars ($1,000,000) for Bodily Injury by Accident, Each Accident; One Million Dollars

($1,000,000) for Bodily Injury by Disease, Policy Limit; One Million Dollars ($1,000,000) for

Bodily Injury by Disease, Each Employee. Such insurance policy shall be endorsed to provide a

Waiver of Subrogation in favor of the Licensor Indemnitees, if applicable.

(iv) Prior to any construction project within 50’ of the railroad track, the Licensee shall purchase Railroad Protective Liability Insurance naming the Licensor Indemnitees as the named insureds with limits of Two Million Dollars ($2,000,000) each occurrence and Six Million

Dollars ($6,000,000) aggregate limit The policy shall be issued on a standard ISO form CG 00 35

12 03, or, if available, obtain such coverage from the Licensor.

(b) The following general insurance requirements shall apply:

(i) The specified insurance policies must be affected under standard form policies underwritten by insurers licensed in the state where work is to be performed and carry a minimum

Best’s rating of “A-” and size “Class VII” or better. The Licensor reserves the right to reject as inadequate any insurance coverage provided by an insurer that is rated less than the ratings specified in this section.

(ii) All coverages shall be primary and non-contributory to any insurance coverages maintained by the Licensor Indemnitees.

(iii) All insurance policies shall be endorsed to provide the Licensor with thirty (30) days prior written notice of cancellation, non-renewal or material changes.

(iv) The Licensee shall provide the Licensor with certificates of insurance evidencing the insurance coverages, terms and conditions required prior to commencement of any activities on or about the Property. Said certificates should reference this Occupancy License Agreement by agreement date and description and shall be furnished to the Licensor at the following address, or to such other address as the Licensor may hereafter specify:

Michigan Shore Railroad, a Division of Mid-Michigan Railroad, Inc.

C/O Genesee & Wyoming Railroad Services, Inc.

(v) If any policies providing the required coverages are written on a Claims-Made basis, the following shall apply:

(1) The retroactive date shall be prior to the commencement of the work;

(2) The Licensee shall maintain such policies on a continuous basis;

(3) If there is a change in insurer or policies are canceled or not renewed, the Licensee shall purchase an extended reporting period of not less than three (3) years after the contract completion date; and

(4) Licensee shall arrange for adequate time for reporting of any loss under this Agreement.

(c) The Licensor may require the Licensee to purchase additional insurance if the Licensor reasonably determines that the amount of insurance then being maintained by the Licensee is insufficient in light of all relevant factors. If the Licensee is required to purchase additional insurance, the Licensor will notify the Licensee. Failure of the Licensee to comply within thirty (30) days shall be considered a default subject to termination of the Agreement.

(d) Furnishing of insurance by the Licensee shall not limit the Licensee’s liability under this

Agreement but shall be additional security therefor.

(e) The above indicated insurance coverages shall be enforceable by any legitimate claimant after the termination or cancellation of this Agreement, or any amendment hereto, whether by expiration of time, by operation of law or otherwise, so long as the basis of the claim against the insurance company occurred during the period of time when the Agreement was in effect and the insurance was in force.

(f) Failure to provide the required insurance coverages or endorsements (including contractual liability endorsement) or adequate reporting time shall be at Licensee’s sole risk.

(g) If contractors are utilized, the Licensee agrees to require all such contractors to comply with the insurance requirements of this Exhibit C and sign a separate right of entry agreement, as required by the

Agreement.

FORM ROE-09-2020 Permit No. MSRR240527225A

CONTRACTOR RIGHT OF ENTRY LICENSE AGREEMENT

THIS AGREEMENT (the “Agreement”) is made as of _______________, 2024, (the “Effective Date”), by and between Michigan Shore Railroad, a Division of Mid-Michigan Railroad, Inc. (“Railroad”) and Muskegon

County Resource Recovery Center (“Licensee”).

WITNESSETH:

WHEREAS, Licensee has submitted a written request or application to Railroad requesting permission to enter Railroad’s property at or near the location specified in Section 1 below for the limited purpose of performing certain work; and

WHEREAS, Railroad is willing to grant to Licensee the limited right and permission to enter upon such property for the limited purpose of performing such work in accordance with the terms provided herein.

NOW THEREFORE, in consideration of these promises, the Agreement herein, and other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

Section 1. LOCATION/PAYMENT/WORK PRACTICES:

1.1 Railroad hereby conveys to Licensee the limited right and permission to enter upon the Railroad’s property located at or near Milepost 195.07, Michigan Shore Subdivision, Latitude: 43.205197, Longitude: -

86.25615 located in MUSKEGON HEIGHTS, in the County of MUSKEGON, State of MI as reflected on the map attached hereto as Exhibit A and incorporated herein by reference (the “Property”) for the purpose of Licensee, through its employees, agents or contractors to ACCESS TO INSTALL UNDERGROUND SEWER PIPELINE

CROSSING - 15.25" CASING - 6.96" CARRIER & ABANDON EXISTING UNDOCUMENTED CROSSING IN

PLACE (the “Work”); and

1.2 Upon payment of a fee referenced in Section 11 herein, Railroad hereby grants to Licensee, the right and permission to enter upon Railroad's Property for the purpose of performing the Work, subject to the terms, conditions and provisions set forth in this Agreement.

1.3 The Work shall be performed at the entire cost and expense of Licensee, in accordance with good and sound engineering practices, to the satisfaction of Railroad's Chief Engineer, or his duly authorized representative (the “Representative”), and in a manner to avoid accident, damage or harm to persons or property and delays to or interference with the operations of Railroad.

Section 2. PRIOR NOTICE/FLAGGING/OTHER CONDITIONS.

2.1 Licensee or Licensee’s contractor shall notify the Representative at least ten (10) business days before proceeding with any phase of the Work on the Property and shall abide by the instructions of the Representative concerning the safety of the Railroad. All persons entering the Property pursuant to the permission granted herein shall comply with and perform the Work in accordance with the following policies:

a) Genesee & Wyoming Inc.’s Contractor Safety Rules, available at: https://www.gwrr.com/wp-content/uploads/2021/05/GWI-Contractor-Safety-Rules.pdf; and

b) Genesee & Wyoming Inc.’s Code of Ethics and Conduct, available at:

gwrr.com/about_us/code-of-ethics

The following Personal Protective Equipment (“PPE”) must be worn at all times on the Property: Hard hats, safety footwear, certified eye protection with side shields and approved high-visibility work wear. Additional forms of https://www.gwrr.com/wp-content/uploads/2021/05/GWI-Contractor-Safety-Rules.pdf https://www.gwrr.com/wp-content/uploads/2021/05/GWI-Contractor-Safety-Rules.pdf

PPE may be required under certain circumstances as specified in the aforesaid Contractor Safety Rules or as required by the Representative.

2.2 Railroad shall furnish such personnel, flagman or watchman which, in Railroad's sole discretion, may be necessary to protect the facilities and traffic of Railroad during the performance of the Work. If flagging or other special protective or safety measures are performed by Railroad, Railroad will invoice Licensee for such expenses incurred by Railroad based on the current fee schedule annexed hereto as Exhibit D. Licensee shall pay such invoices within thirty (30) days of Licensee’s receipt of billing. If Railroad performs any flagging, or other special protective or safety measures are performed by Railroad, Licensee agrees that Licensee is not relieved of any of its responsibilities or liabilities set forth in this Agreement. The Licensee or its contractor shall reimburse

Railroad promptly for the actual cost of said services, including all applicable surcharges, upon receipt of bill or bills therefor.

2.3 Unless Prior arrangements have been made with the Chief Engineer or his representative, Licensee shall not place or operate equipment at a distance of less than fifty (50) feet from the center of track, nor perform any Work at a distance of less than fifty (50) feet from the center of Railroad’s track. Further, no equipment shall be moved across the Railroad's track(s) except at an established public crossing, unless prior arrangements have been made with the Chief Engineer or his Representative. All reasonable precautions must be taken by Licensee to avoid interference with and/or damage to Railroad's facilities during the course of the Work.

2.4 Prior to entering upon the Property, Licensee agrees to comply with RAILROAD’S ROADWAY

WORKER PROTECTION TRAINING POLICY as set forth in Exhibit B, attached hereto and incorporated herein by reference, if such training is applicable as determined in the sole discretion of Railroad.

2.5 The permission herein granted is subject to all existing leases, licenses and occupancies of the

Property by third parties. Licensee acknowledges that, in executing this Agreement, Railroad acts on its own behalf only and has no authority to act, and does not claim to act, on behalf of any other entity or person with respect to any right any such other entity or person may have to object to this Agreement. Licensee shall secure the consent, and protect the facilities, of each such third-party occupier of the Property.

2.6 Licensee shall implement and enforce a safety program conforming to all applicable requirements of federal, state and local laws, rules and regulations.

Section 3. LEGAL COMPLIANCE.

Licensee expressly agrees, at its own cost and expense, to comply and cause its agents, employees and contractor(s) to comply with all applicable ordinances, rules, regulations, requirements and laws of any governmental authority (state, federal or local) having jurisdiction over the Work or Licensee’s activities, including the location, contact, excavation and protection regulations of the Occupational Safety and Health Act and state “One Call” - “Call Before You Dig” or similar requirements. Licensee shall indemnify, defend and save harmless Railroad, its parents, affiliates and subsidiaries, and the respective shareholders, directors, officers and employees of each (hereinafter collectively the “Railroad Indemnitees”),_ from and against, and shall pay, all expenses, damages, penalties, and claims, including without limitation reasonable counsel fees, that may arise from, or be imposed because of the failure of Licensee to comply with this Section.

Section 4. LIABILITY/INDEMNITY.

4.1 Licensee hereby assumes risk of and agrees to indemnify, defend, protect and save the Railroad

Indemnitees harmless from and against (a) injury to or death of any person or persons whomsoever, including but not limited to the agents, employees or contractor(s) of the parties hereto, and (b) the loss or damage to any property whatsoever, including property claims, demands, suits, judgments or expenses incurred in connection therewith, resulting from or arising out of the acts or omissions of Licensee, its agents, employees or contractor(s), or resulting from, arising out of, or occurring in connection with the entry or presence of Licensee, its agents, employees or contractor(s) on the Property, or resulting from, arising out of, or occurring in connection with the performance or execution of the Work performed under this Agreement or incidental thereto, regardless of any negligence on the part of Licensee or Railroad. THE INDEMNITY PROVIDED IN THIS SECTION 4 IS

SPECIFICALLY MEANT TO INCLUDE INDEMNITY OF THE RAILROAD INDEMNITEES FOR THEIR

OWN ORDINARY NEGLIGENCE, EVEN IF THE INJURY OR DAMAGE IS CAUSED ENTIRELY BY THE

ORDINARY NEGLIGENCE OF THE RAILROAD INDEMNITEES AND THERE IS NO NEGLIGENCE ON

THE PART OF THE LICENSEE. LICENSEE’S INDEMNITY OBLIGATIONS IN THIS SECTION 4 SHALL

NOT BE LIMITED IN ANY WAY BY ANY LIMITATION ON THE AMOUNT OR TYPE OF DAMAGES,

COMPENSATION OR BENEFITS AVAILABLE UNDER WORKERS’ OR WORKMEN’S COMPENSATION

ACTS, DISABILITY ACTS OR EMPLOYEE BENEFITS ACTS.

4.2 IN NO EVENT UNDER THIS AGREEMENT WILL THE RAILROAD INDEMNITEES HAVE ANY

LIABILITY FOR INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES.

ADDITIONALLY, THE TERM “RAILROAD INDEMNITEES” AS USED IN THIS SECTION 4 SHALL

INCLUDE ANY OTHER RAILROAD COMPANY THAT MAY BE LAWFULLY OPERATING UPON AND

OVER THE TRACKS OR THE TRACKS CROSSING OR ADJACENT TO THE TRACKS, AND THE

OFFICERS, AGENTS, INVITEES AND EMPLOYEES THEREOF.

Section 5. INSURANCE.

Licensee agrees to comply with the INSURANCE REQUIREMENTS FOR CONTRACTOR

RIGHT-OF-ENTRY LICENSE AGREEMENTS attached hereto as Exhibit C and incorporated herein by reference and shall provide the required Certificate of Insurance to Railroad with return of the signed duplicate original of this Agreement prior to the commencement of the Work.

Section 6. NOTIFICATION.

Licensee shall promptly notify the Chief Engineer of any loss, damage, injury or death arising out of or in connection with the Work.

Section 7. RESTORATION.

Upon completion of the Work or the termination or expiration of this Agreement, Contractor shall promptly remove from the Property all tools, equipment and materials placed thereon by Contractor. Contractor shall restore the Property to the same state and condition as when Contractor first entered thereon and shall leave the Property in a condition satisfactory to the Chief Engineer or the Representative.

Section 8. TERM/TERMINATION.

This Agreement and the permission conferred, and the license granted by it does not constitute a grant of permanent easement and shall terminate upon completion of the Work or at midnight 60 calendar days following the Effective Date, whichever occurs first, unless extended in writing by Railroad. Notwithstanding the foregoing, Railroad shall have the right to terminate this Agreement and the license granted hereunder immediately if

Licensee defaults on any of the terms and/or conditions set forth herein.

Section 9. COMPLIANCE AND DOCUMENTATION.

Licensee agrees, and shall cause its agents, employees and contractor(s), to (a) understand and comply with the terms and conditions of this Agreement, (b) carry a copy of this Agreement at all times while on the Property, and

(c) promptly present the copy of this Agreement to any employee of Railroad upon request.

Section 10. RAILROAD CONTACT INFORMATION.

The Railroad's Chief Engineer is:

Luke Ziesemer

3070 North Euclid Ave

Bay City, MI 48706

The Railroad's Representative is:

Roadmaster, Scott Knight, 616.293.0564

Railroad EMERGENCY Phone Number: (866) 527-3499

Reference Location: Michigan Shore Railroad, a Division of Mid-Michigan Railroad, Inc. Subdivision

Michigan Shore Milepost 195.07

Section 11. FEE.

Upon execution of this Agreement, Licensee shall pay Railroad the sum of $1750 toward the cost of preparing this Agreement and for the privileges granted to the Licensee.

Section 12. NON-WAIVER.

If either party fails to enforce its respective rights under this Agreement, or fails to insist upon the performance of the other party’s obligations hereunder, such failure shall not be construed as a permanent waiver of any rights or obligations in this Agreement.

Section 13. APPLICABLE LAW.

This Agreement shall be governed by and construed under the laws of the State of MI, without regard to the choice of law provisions thereof.

Section 14. ASSIGNMENT.

Licensee shall not assign this Agreement without the prior written consent of Railroad, which consent may be granted or withheld at Railroad’s sole discretion. This Agreement shall be binding upon the parties and their respective successors and permitted assigns.

Section 15. INTERPRETATION/SEVERABILITY.

To the maximum extent possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement shall be prohibited by, or held to be invalid under, applicable law, such provision shall be ineffective solely to the extent of such prohibition or invalidity, and this shall not invalidate the remainder of such provision or any other provision of this

Agreement.

Section 16. COUNTERPARTS.

This Agreement may be executed in multiple counterparts, each of which shall, for all purposes, be deemed an original but which together shall constitute one and the same instrument, and counterparts of this

Agreement may also be exchanged electronically and any electronic facsimile of any party’s signature shall be deemed to be an original signature for all purposes.

Section 17. HEADINGS.

The headings of the sections of this Agreement are inserted for convenience only and are not intended to govern, limit or aid in the construction of any term or provision of this Agreement.

Section 18. CONSTRUCTION OF TERMS.

The terms of this Agreement have been arrived at after mutual negotiation and, therefore, it is the intention of the Parties that its terms not be construed against any of the Parties by reason of the fact that it was prepared by one of the Parties.

Section 19. CONFIDENTIALITY.

The parties shall not disclose the terms of this Agreement to a third party (a) other than as required by law so long as such party required to disclose the terms of this Agreement under applicable law provides the other party with prior written notice of such requirement, or (b) as otherwise agreed in writing between the parties.

Notwithstanding the foregoing, the parties may disclose the terms and conditions of the Agreement to (1) a parent, subsidiary or affiliated company; or (2) to their lawyers and consultants, including but not limited to its auditors, provided that all such parties agree to maintain the confidentiality of such information in accordance with the terms of this provision. If any party violates this paragraph, any adversely affected party may cancel this Agreement without penalty and exercise any available remedies under applicable law.

[Signature Page Follows]

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the Effective Date.

RAILROAD: LICENSEE:

MICHIGAN SHORE RAILROAD, A DIVISION OF MID-

MICHIGAN RAILROAD, INC. MUSKEGON COUNTY RESOURCE RECOVERY CENTER

By: By:

Name: Name:

Its: Its:

EXHIBIT A

DESCRIPTION OF PROPERTY

EXHIBIT B

ROADWAY WORKER PROTECTION TRAINING POLICY

A. In order to maintain the integrity and security of the Property and Railroad’s operations, prior to each employee of Licensee and its contractor entering upon the Property (each a “Licensee Applicant”), Licensee shall cause its employees, and shall cause its contractor to require its employees, to successfully complete the

Genesee & Wyoming Inc. Roadway Worker Training Program (the “Program”) on an annual basis to be administered by Roadway Worker Training, Inc. (the “Program Administer”), at the sole cost and expense of the

Licensee or contractor, as the case may be (the current cost of which is $75.00 USD per Licensee Applicant). The

Program shall be available via the internet and instructions to access the Program set forth in Paragraph K.

B. Upon completion of the Program, the Licensee Applicant shall be required to satisfactorily complete a test administered by the Program Administer. The Program Administer shall be responsible for scoring such test and verifying whether the Licensee Applicant satisfies the requirements of Railroad to perform work on the Property. Any Licensee Applicant who fails to achieve a satisfactory score or who refuses to complete such test shall not be permitted to enter the Property.

C. When a satisfactory score is achieved by the Licensee Applicant, the Program Administrator shall furnish a certificate (the “Certificate”) to the business address of Licensee or its contractor, as the case may be, for distribution to the Licensee Applicant. Until receipt of the Certificate from the Program Administrator, the

Licensee Applicant shall print a temporary certificate authorizing the Licensee Applicant’s access to the Property.

D. For the avoidance of doubt, satisfactory completion of the Program as evidenced by receipt of a

Certificate does not in itself grant permission to the Licensee Applicant to enter the Property, except as expressly permitted under and in strict compliance with the terms of the Agreement.

E. The Licensee Applicant shall be responsible for carrying the Certificate at all times when on the

Property.

F. All communications regarding Licensee Applicants, the Program, or any other matters described in this Exhibit B should be addressed to:

Kyle Baker

GWI Safety Department

13901 Sutton Park Drive South, Suite 270

Jacksonville, FL 32224 kyle.baker@gwrr.com

(904) 999-3356

G. Licensee and its contractor shall be responsible for managing and recovering Certificates from their employees who resign, retire or are terminated.

H. Notwithstanding the receipt of a Certificate by a Licensee Applicant, Railroad reserves the right to reject any Licensee Applicant from entering upon the Property in Railroad’s sole discretion in accordance with:

i) Genesee & Wyoming Inc. Code of Ethics and Conduct,

ii) Genesee & Wyoming Inc. Contractor Safety Rules, or

iii) upon failure to comply with the terms and conditions of the Agreement and all applicable laws.

I. To the extent that any portion of the requirements set forth in this Exhibit B violates any law, ordinance, statute or regulation that portion shall be ignored and the Licensee or contractor, as the case may be, shall comply with all remaining portions of Railroad’s Roadway Protection Training Policy, the Program or the related application process.

J. Licensee or its contractor, as the case may be, shall be primarily responsible for enforcement of the

Program; provided, however, that both Railroad and the Federal Railroad Administration reserve the right to audit

Licensee and its contractor, as the case may be, for compliance with the Program and Railroad’s Roadway

Protection Training Policy. Should a Licensee or its contractor, as applicable, be found out of compliance, any and all fines or penalties incurred by Railroad due to such non-compliance shall be the sole obligation of the Licensee.

K. To access the G&W Roadway Worker Protection Training for Railroad Contractors Course on the

RWT On-Line please follow these instructions:

Start at website:

https://www.bistrainer.com/store/railpros-store/productdetails/genesee-and-wyoming-roadway-worker-protection-for-contractors-training

Click on the “On-Line Courses” button

Select the G&W course by clicking on the course name

On the right hand side of the page select “New User Registration”

Fill out all of the fields on the registration page and submit

You will receive a username and password via email

After receiving the username and password go back to the On-Line Courses page and select the G&W course again

Complete the registration process and training.

https://www.bistrainer.com/store/railpros-store/productdetails/genesee-and-wyoming-roadway-worker-protection-for-contractors-training https://www.bistrainer.com/store/railpros-store/productdetails/genesee-and-wyoming-roadway-worker-protection-for-contractors-training

EXHIBIT C

INSURANCE REQUIREMENTS FOR RIGHT-OF-ENTRY LICENSE AGREEMENT

(a) The Licensee shall, at its own cost and expense, prior to entry onto the Property or the commencement of any work pursuant to this Agreement, procure and thereafter maintain throughout the term of this Agreement the following types and minimum amounts of insurance:

(i) The Licensee shall maintain Public Liability or Commercial General Liability

Insurance (“CGL”), including Contractual Liability Coverage and CG 24 17 “Contractual Liability

– Railroads” endorsement, covering all…