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HomeMy WebLinkAboutInternational Flavors & Fragrances Rail Crossing Agreement Augusta Richmond GA DOCUMENT NAME: rnfernah~Y/~1 F/ Ot.l/()r~ + Frug yC( I1cc S ROL~\ ~-rOSS1 h~ UL~ree~+-- DOCUMENT TYPE: (J D:J(e.z~ YEAR: I q q w BOX NUMBER: FILE NUMBER: J ;) Co 5 7 NUMBER OF PAGES: (0 ,-..: ,. f .- -; This Instrument Prepared Bv: James E, Blanchard 1200 First Union Bank Building Augusta, GA 30901 (706) 823-2411 File No. 96-140 ************************************************************************ STATE OF GEORGIA ) ) ) RAIL CROSSING AGREEMENT COUNTY OF RICHMOND THIS RAIL CROSSING AGREEMENT ("Agreement") is made and entered into as of this 1 g t h day of MAR C H , 1996, by and between INTERNA TIONAL FLAVORS & FRAGRANCES, INC., a New York corporation ("IFF") and RICHMOND COUNTY, GEORGIA, a political subdivision of the State of Georgia ("County"). RECITALS IFF is the owner of that certain tract of land described on Exhibit "A" attached hereto and desires, at its own cost and expense and for the benefit of the tract described on Exhibit "B", to construct a spur railroad tract or to otherwise change or improve a portion of a public road or highway as Georgia Highway 56 Loop, a public road within the County road system. The portion of such highway upon which IFF proposes to so utilize is described on Exhibit "B" attached hereto, and is hereby hereinafter called "Public Crossing." County desires to cooperate with IFF in accordance with the terms hereof so that IFF may so construct the Public Crossing. AGREEMENT NOW, THEREFORE, for and in consideration of the premises above set forth and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, IFF and the County do hereby agree as follows: 1. The County, to the extent that its title enables it to do so, and without warranty thereof, hereby acknowledges and consents to the construction work to be performed by or on behalf of IFF at the Public Crossing, and grants to IFF the ri~ht to use the Public Crossing for the purposes set forth herein, including but not limited to right to construct a spur railroad track up'~'n and across it, at grade. 2. County reserves unto itself, however, the right to continue to maintain, repair, renew and operate the road and right-of-way within the Public Crossing and to widen or construct such additional lane or lanes across the Public Crossing ? t", r and to maintain, repair, renew and operate the same as it may, in its discretion, deem appropriate. The parties agree that if the County requires or is required to construct any additional structures or facilities in the Public Crossing and fmds it necessary to disturb the spUr railroad track or any portion thereof within the Public Crossing in so doing, the County will, at its own cost and expense, and upon notice in writing to IFF, make such changes in the Public Crossing as it may deem reasonably necessary, replacing or repairing, however, as the case may be, the spur railroad track in the Public Crossing to the condition that it was in prior to the disturbance. 3. IFF has constructed or will construct, at its own expense, the spur railroad track at the Public Crossing, including all necessary. grading and drainage. IFF will maintain the railroad spur tract and approaches thereto at said Public Crossing at its own expense, in all respects and in accordance with the requirements of the Norfolk Southern Railway Company for the safe and convenient operation of its line of railroad and in accordance. with the requirements of the County, looking to the safe and convenient operation of the highway at the Public Crossing. 4. IFF agrees to indemnify and hold harmless and defend the County, each of its commissioners, officials, officers, agents and employees from any and all loss, liability, cost, damages, fines, penalties or forfeiture (whether in contract or tort) incurred by the County and/or any of its commissioners, officials, officers, agents and employees arising or alleged to have risen directly or indirectly while IFF is engaged in the work of constructing or maintaining the railroad spur track at the Public Crossing as hereinabove provided. This indemnification shall include, in addition to the items set forth above, all reasonable costs incurred by those indemnified in investigating and defending any claim, including without limitation, cost of investigation, defense, attorney's fees, witness fees, court cost and the like. 5. Should future highway traffic conditions require that the Public Crossing be protected by signal devices, or require the separation of grades at the Public Crossing, the parties will follow the standard procedures as are currently in effect with the Georgia Department of Transportation. Such signalization or separation of grades shall be at the expense of IFF. 6. Should the use of the spur railroad track at the Public Crossing be abandoned,. by IFF or the owner of the tract described on Exhibit "A", then all rights hereby granted to IFF shall thereupon cease m.d terminate and IFF will, at its sole cost and in a manner satisfactory to the County, remove the portion of the track located within the limits of the Public Crossing and stored highway and property of the County to each condition existing prior to construction and/or . improvements or location of the Public Crossing within the limits of the right- of-way of the County. Provided, however, that the County may, at its option, 2 1 . . ~ 1. remove the track and restore the highway and right-of-way, in which event IFF will, upon the rendering of a statement therefore, pay to the County the reasonable cost incurred by the County in such removal and restoration. 7. It is the intent of IFF and the County that this Agreement be considered as running with the land for the benefit of the property of IFF described on Exhibit "A", and that it shall be binding upon the successors and assigns of the parties hereto. Upon a bone fide sale and conveyance by IFF of the property described on Exhibit "A" to a new owner, all obligations of IFF hereunder shall terminate, and such obligations shall thereafter be the responsibility of such new owner. 8. This Agreement shall, upon execution by IFF and the County, be placed of record in the Office of the Clerk of Superior Court of Richmond County, Georgia. IN WITNESS WHEREOF, IFF and the County have caused this Agreement to be executed the day and the year first above written as the date of these presents by their duly authorized officials. 'led, sealed and delivered this . fv day of filJiW#f-,Y, 1996, in the presence of: I (l) WTERNATIONALFLAVORS& FRAGRANCES, INC. ~~ BY~/'~ 'I( AS ITS: ( V I(;~ P"/-r.J e-tl.f Wi At r I fIJIvI' ft'YI '~, trJ( ~ Q) ,,", "A k/ - Notary Pub1icNO, 31--1944307 "Quali't;en in r~ew YOi'k COU~ I Commission Explrus Novembor 21, 199.\o<i' BY: AS ITS: Signed, sealed ~d delivered this .;2'/'tiJday of y/)QjcV, 1996, in the presence of: RICHMOND COUNTY, GEORGIA BY: The Augusta-Richmond County , Commissi Council ct 1J?/~ U) (!!H~ Un5'ffi~i t.~itness .' -,\.,-/ $k~~~J~~ 'tnfm<t~,.) ; 0 ' IC:-~ ~ ~otary Publlc~ColtfmblaCounty, Georgia \ ;::~y .GQItl,~i!lSiP".:F~p@~;June 21, 1998 . ~,~. - - . . . ~'r~.::::.:~::::> 3 ;, "., . - ..", ,[. " This Instrument Prepared Bv: James E. Blanchard 1200 First Union Bank Building Augusta, GA 30901 (706) 823-2411 File No. 96-140 ************************************************************************ ST ATE OF GEORGIA ) ) ) RAIL CROSSING AGREEMENT COUNTY OF RICHMOND THIS RAIL CROSSING AGREEMENT ("Agreement") is made and entered into as of this 1 g day of Mar c h , 199~, by and between INTERNATIONAL FLAVORS & FRAGRANCES, INC., a New York corporation ("IFF") and RICHMOND COUNTY, GEORGIA, a political subdivision of the State of Georgia ("County"). RECITALS IFF is the owner of that certain tract of land described on Exhibit "A" attached hereto and desires, at its own cost and expense and for the benefit of the tract described on Exhibit "B", to construct a spur railroad tract or to otherwise change or improve a portion of a public road or highway as Georgia Highway 56 Loop, a public road within the County road system. The portion of such highway upon which IFF proposes to'so utilize is described on Exhibit"B" attached hereto, and is hereby hereinafter called "Public Crossing." County desires to cooperate with IFF in accordance with the terms hereof so that IFF may so construct the Public Crossing. AGREEMENT NOW, THEREFORE, for and in consideration of the premises above set forth and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, IFF and the County do hereby agree as follows: 1. The County, to the extent that its title enables it to do so, and without warranty thereof, hereby acknowledges and consents to the construction work to be performed by or on behalf of IFF at the Public Crossing, and grants to IFF the right to use the Public Crossing for the purposes set forth herein, including but not limited to right to construct a spur railroad track upon and across it, at grade. 2. County reserves unto itself, however, the right to continue to maintain, repair, renew and operate the road and right-of-way within the Public Crossing and to widen or construct such additional lane or lanes across the Public Crossing f .. and to maintain, repair, renew and operate the same as it may, in its discretion, deem appropriate. The parties agree that if the County requires or is required to construct any additional structures or facilities in the Public Crossing and finds it necessary to disturb the spur railroad track or any portion thereof within the Public Crossing in so doing, the County will, at its own cost and expense, and upon notice in writing to IFF, make such changes in the Public Crossing as it may deem reasonably necessary, replacing or repairing, however, as the case may be, the spur railroad track in the Public Crossing to the condition that it was in prior to the disturbance. 3. IFF has constructed or will construct, at its own expense, the spur railroad track at the Public Crossing, including all necessary grading and drainage. IFF will maintain the railroad spur tract and approaches thereto at said Public Crossing at its own expense, in all respects and in accordance with the requirements of the Norfolk Southern Railway Company for the safe and convenient operation of its line of railroad and in accordance with the requirements of the County, looking to the safe and convenient operation of the highway at the Public Crossing. 4. IFF agrees to indemnify and hold harmless and defend the County, each of its commissioners, officials, officers, agents and employees from any and all loss, liability, cost, damages, fines, penalties or forfeiture (whether in contract or tort) incurred by the County and/or any of its commissioners, officials, officers, agents and employees arising or alleged to have risen directly or indirectly while IFF is engaged in the work of constructing or maintaining the railroad spur track at the Public Crossing as hereinabove provided. This indemnification shall include, in addition to the items set forth above, all reasonable costs incurred by those indemnified in investigating and defending any claim, including without limitation, cost of investigation, defense, attorney's fees, witness fees, court cost and the like, 5. Should future highway traffic conditions require that the Public Crossing be protected by signal devices, or require the separation of grades at the Public Crossing, the parties will follow the standard procedures. as are currently in effect with the Georgia Department of Transportation. Such signalization or separation of grades shall be at the expense of IFF. 6. Should the use of the spur railroad track at the Public Crossing be abandoned, by IFF or the owner of the tract described on Exhibit "A", then all rights hereby granted to IFF shall thereupon cease and terminate and IFF will, at its sole cost and in a manner satisfactory to the County, remove the portion of the track located within the limits of the Public Crossing and stored highway and property of the County to each condition existing prior to construction and/or improvements or location of the Public Crossing within the limits of the right- of-way of the County. Provided, however, that the County may, at its option, 2 ~ v' .. remove the track and restore the highway and right-of-way, in which event IFF will, upon the rendering of a statement therefore, pay to the County the reasonable cost incurred by the County in such removal and restoration. 7. It is the intent of IFF .and the County that this Agreement be considered as running with the land for the benefit of the property of IFF described on Exhibit "A", and that it shall be binding upon the successors and assigns of the parties hereto. Upon a bone fide sale and conveyance by IFF of the property described on Exhibit "A" to a new owner, all obligations of IFF hereunder shall terminate, and such obligations shall thereafter be the responsibility of such new owner. 8. This Agreement shall, upon execution by IFF and the County, be placed of record in the Office of the Clerk of Superior Court of Richmond County, Georgia. IN WITNESS WHEREOF, IFF and the County have caused this Agreement to be executed the day and the year first above written as the date of these presents by their duly authorized officials. ' '. ~fed, sealed and delivered this ~ day of 1ilJfU)~Y, 1996, in the presence of: I , '. "\,." .... INTERNATIONAL FLA VORS:&-./:,'.....:. . FRAGRANCES, INC~. : ; [-.:'- -.f;'"::' M-'<~; . . ~ ". -. ; /' BY' '. . AS ITS: V 'e.e rt'~r,J e-.....f Wi A1s ,dpvl- fiCYe f~J . ~ '_J (I) BY: AS ITS: ) (:!J - 'A . , . .' 'I ".,' . Notary Ptih1icNo, 31-<1944307 . . "Quafi'fied in N,"w York Coun~ I - Commissio.n Explrlls November 21, 199.~ (,1( ~ Signed, sealed and delivered this day of , 1996, in the presence of: RICHMOND COUNTY, GEORGIA BY: The Au a-Richmond County Commissi -C uncil Unofficial Witness Notary Public 3