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EXHIBIT 10.12
Portions of this exhibit have been omitted and filed separately
with the Securities and Exchange Commission.
These portions are designated "[ * * * ]."
THIS AGREEMENT IS DELIVERED WITH THE EXPRESS UNDERSTANDING THAT
CSX TRANSPORTATION, INC.'S LEGAL COUNSEL WILL HAVE THE RIGHT OF FINAL REVIEW
AND APPROVAL PRIOR TO EXECUTION.
RIGHT OF WAY OPERATING AGREEMENT
dated as of , 1999
---
between
CSX TRANSPORTATION, INC.
A VIRGINIA CORPORATION, FOR ITSELF AND
AS OPERATOR FOR NEW YORK CENTRAL LINES LLC,
A DELAWARE LIMITED LIABILITY COMPANY
AND A WHOLLY-OWNED SUBSIDIARY OF CONSOLIDATED RAIL CORPORATION,
A PENNSYLVANIA CORPORATION
and
PATHNET TELECOMMUNICATIONS, INC.,
A Delaware corporation
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TABLE OF CONTENTS
ARTICLE PAGE
1. Certain Definitions
2. Grant of License
3. Limitation of Rights; Railroad's Use Rights
4. Planning, Installation and Implementation
5. Permits
6. Fouling Track; Safety Rules
7. Track Use; Clearances; Crossings
8. Flagging; Watchmen
9. Facility Location Signs
10. Maintenance of Rail Corridor, Facilities
11. Railroad Approvals; Admissions
12. Railroad Expenses; Employee Costs
13. Liens and Encumbrances
14. Taxes
15. Sites for Non-Cable Facilities
16. Independent Contractor Status
17. Liability; Indemnity
18. Insurance
19. Notices
20. Relocations; Alterations
21. Line Sales; Abandonment
22. Condemnation
23. Pathnet Discontinuance
24. Railroad's Right to Require Suspension of Activities; Failure to Make
Timely Payment
25. Liaison; Coordination and Disputes Resolution
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26. Termination; Removal
27. Document Confidentiality
28. General Terms
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EXHIBIT SUMMARY
EXHIBIT A-1 Route Plan
EXHIBIT A-2 As-Built Drawing(s)
EXHIBIT B Planning, Installation and Implementation of Pathnet's System
EXHIBIT C Standard Lease Form (Form 3014-FO)
EXHIBIT D Sign(s) Design
(copy)
EXHIBIT E Specifications for Underground Cable Crossings Under Tracks and
(copy) Rights of Way
EXHIBIT F Communications Manual Part 1-B-1, Paragraphs A through S and
(copy) Specifications for the Construction of Railroad
Communication Pole Lines
EXHIBIT G Specifications for the Attachment of Cables to Railroad Bridges
EXHIBIT H Emergency and Disaster Responses
EXHIBIT I Specifications for Pole(s), Cable Crossing Installation Over
(copy) Railroad Tracks and Operating Right-of-Way
EXHIBIT J EB-2 Schedule
EXHIBIT K Arbitration or Mediation Resolution Procedures
EXHIBIT L Pathnet's Authorization for Fiber Optic Cable Work (sample)
EXHIBIT M Fiber Optic Installation SOP (Standard Operating Procedure,
(copy) MWI 1905-01, Issued 6/30/98)
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RIGHT OF WAY OPERATING AGREEMENT
THIS RIGHT OF WAY OPERATING AGREEMENT (this "Operating Agreement"),
is made as of ____________, 1999 (the "Effective Date"), by and between CSX
TRANSPORTATION, INC., a Virginia corporation ("CSXT"), for itself and as
Operator for New York Central Lines LLC, a Delaware limited liability company
("NYC Lines") and a wholly-owned subsidiary of Consolidated Rail Corporation, a
Pennsylvania corporation (CSXT and NYC Lines, collectively, "Railroad"), whose
mailing address is 500 Water Street, Jacksonville, Florida 32202, and PATHNET
TELECOMMUNICATIONS, INC., a Delaware corporation ("Pathnet"), whose mailing
address is 1015 31st Street, N.W., Washington, D.C. 20007.
R E C I T A L S
A. Railroad is the owner or operator of a continuous right-of way
(by fee, easement, license, operating agreement, joint use agreement or other
interest) within certain real property upon which it operates an interstate rail
transportation system, as shown on Railroad's current System Map (hereinafter
referred to as the "Rail Corridor").
B. Pursuant to the Contribution Agreement and Stockholder Agreement
being executed in connection herewith, Pathnet desires to enter into an
agreement with Railroad to permit Pathnet to install, market, sell and/or
maintain a Fiber Optic Communication System, including Conduit (Innerduct),
Cable, Optical Fibers and related equipment and structures, along, in and on up
to [ * * * ] miles of Rail Corridor, along Segments of the Rail Corridor to be
selected in accordance herewith.
C. Pursuant to the Contribution Agreement and Stockholder Agreement
being executed in connection herewith, Railroad is willing to transfer certain
property interests to Pathnet in exchange for stock in Pathnet, provided that
Pathnet accepts a license to use the selected Segments of the Rail Corridor
subject to all of the terms and conditions of this Operating Agreement and the
Fiber Optic Access and License Agreement being entered into by and between
Railroad and Pathnet concurrently herewith (hereinafter, the "License Agreement"
and, together with this Operating Agreement, the "Agreements"), which Agreements
provide, among other things, that (i) the license granted thereby shall be
subject to the existing rights and interests of other parties, including,
without limitation, [ * * * ] and [ * * * ], and (ii) Railroad makes no
representation or warranty with respect to its right, title or interest, if any,
in and to any portion of the Rail Corridor or its right to grant any type of
license or other right for any party, including Pathnet, to use or occupy the
same.
NOW, THEREFORE, for good and valuable consideration, the receipt and
adequacy of which are hereby acknowledged, Railroad and Pathnet hereby agree as
follows:
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1. CERTAIN DEFINITIONS.
1.1 General Interpretive Principles. For purposes of this Operating
Agreement, except as otherwise expressly provided or unless the context
otherwise requires, (i) the terms defined in this Section have the meanings
assigned to them in this Section and include the plural as well as the singular,
and the use of any gender in this Operating Agreement shall be deemed to include
the other gender; (ii) the word "including" means "including, but not limited
to," and (iii) the article, section and paragraph headings in this Operating
Agreement are for convenience only and are not intended to describe, interpret,
define or limit the scope, extent, or intent of any of the provisions of this
Operating Agreement.
1.2 Incorporation of Recitals. The Recitals set forth above are
incorporated herein by this reference
1.3 Definitions. As used in this Operating Agreement, the following terms
shall have the following respective meanings (unless otherwise expressly
provided):
"Abandonment", when applied to a Rail Corridor, shall mean the application
to (and approval of) the necessary and applicable governmental body for
permission to cease all public rail transportation over any Segment of Rail
Corridor and the removal of all Railroad property, tracks and ties, excluding
permitted or required rail banking conveyances.
"Affiliate" shall mean any Person that, directly or indirectly, through
one or more intermediaries, controls or is controlled by, or is under common
control with, another Person. The term "control," for this purpose, shall mean
the ability, whether by the ownership of shares or other equity interest, by
contract or otherwise, to elect a majority of the directors of a corporation,
independently to select the managing partner of a partnership or the managing
member of a limited liability company, or otherwise to have the power
independently to remove and then select a majority of those Persons exercising
governing authority over an entity. Control shall be conclusively presumed in
the case of the direct or indirect ownership of fifty percent (50%) or more of
the equity interests in an entity.
"Agreements" shall be as defined in Recital C.
"As-Built Drawing" shall comprise Pathnet's Construction Plans, revised to
reflect all changes made during actual construction, and shall show, without
limitation, the exact location of Pathnet's System and Facilities in relation to
the nearest track, and shall, upon submission to and approval by Railroad, be
attached hereto as Exhibit A-2.
"Broadform Telecommunications Rights" shall mean, exclusive of the Limited
Telecommunications Rights granted hereunder, the right of owners of and other
parties with interests in the land underlying the Rail Corridor to license
generally, for telecommunications purposes, any and all portions of Rail
Corridor.
"Cable" shall mean a single cable containing Optical Fiber, and any
support material and protective casing, capable of transmitting data or voice
communications in a Fiber Optic Communication System.
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"Conduit (Innerduct)" shall mean a single duct or pipe, not exceeding two
inches (2") inside diameter, except where specifically required or approved by
Railroad, suitable for housing a Fiber Optic Cable.
"Conduit Right-of-Way" shall mean that portion of the Designated Rail
Corridor on which Pathnet's Fiber Optic Communication System and Facilities
(other than microwave and transmission towers) are located.
"Construction Plans" shall mean the drawings, plans and specifications for
the construction and installation of Pathnet's System and Facilities, showing
the proposed location of all Pathnet's System and Facilities, in sufficient
detail, with distance shown from nearest track, with separate detailed drawings
of all junction, Repeater (Regen) Sites, bridge and tunnel occupancies, showing
depth of installation, details and methods of the proposed construction, with
numbers and size of Conduit(s) (Innerduct(s)) or bare Cable(s) to be placed,
including Optical Fiber count and total mileage for each Segment. Construction
Plans shall clearly note Railroad Valuation Map references, Railroad Survey
Station and Milepost references for all beginning and ending points and all
alignment transition points. Each set of Construction Plans for each Segment
shall have an overview map showing all of the required information.
"Contracted Railroad Personnel" shall mean, for purposes of the
establishment of liability between and among the contracting parties of this
Operating Agreement only, those employees of Railroad utilized in performing or
directly involved in the route designation, inspection, survey, design, plan,
installation, construction, maintenance or operation of Pathnet's Facilities or
System, upon request of Pathnet or as otherwise required or permitted by this
Operating Agreement; and the same shall be considered as sole agents or servants
of Pathnet when performing such activity.
"Contribution Agreement" shall mean that certain Contribution Agreement
dated as of ____________, 1999 by and between, among others, Railroad and
Pathnet.
"CSXT Corridor" shall mean, subject to Section 2.1 of the License
Agreement, all of the Rail Corridor exclusive of the NYC Corridor, as described
in Exhibit 2 attached to the License Agreement.
"CSXT" shall mean CSX Transportation, Inc., any of its predecessor
railroads, and any successor by merger, consolidation or reorganization.
"Default Rate" shall mean a rate of interest equal to the lesser of (a)
the Prime Rate plus five percent (5%) per annum, or (b) the highest non-usurious
rate permitted under applicable law.
"Designated Rail Corridor" shall mean a Segment of the Rail Corridor
selected by Pathnet and approved by Railroad in accordance with the terms of the
Agreements.
"Discontinuance," when related to bare Conduit (Innerduct) or dark Optical
Fiber within Pathnet's Fiber Optic Communication System or Segment thereof,
shall mean that Pathnet has ceased dedicating commercially reasonable efforts to
the sale and marketing of telecommunications products and services on the
applicable Segment for a period of six consecutive (6) months and when related
to lit Optical Fiber within Pathnet's Fiber Optic Communication System or
Segment thereof, shall mean, for a period of six (6) consecutive
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months, complete (a) disconnection from power source; (b) disconnection from
terminal; or (c) cessation of transmission of signal through such Segment or
System. Such term shall not include a temporary disconnection or cessation of
transmission during periods of maintenance or repair of the Fiber Optic
Communication System.
"Engineer" shall mean the Chief Engineer of CSXT, or the authorized
representative(s) thereof.
"Facilities", when applied to property of or installed by Pathnet, shall
mean Conduit (Innerduct), Cable, carrier pipes, Pathnet wires and poles, Optical
Fibers, junctions, Repeaters (Regens), Handholds, terminals, power sources,
fault alarm system(s), emergency equipment storage shelters, attachments, and
all other structures and articles of personal property connected with, necessary
for, appurtenant to, or useful to the installation, operation, maintenance,
repair, re-installation, replacement, relocation or removal of Pathnet's Fiber
Optic Communication System.
"Fiber Optic" or "Optical Fiber" shall mean a strand of optical waveguide
permitting the transmission of communications signals.
"Fiber Optic Communication System" or "System" shall mean the system
utilizing Optical Fiber as the medium for communications and transmission to be
installed by Pathnet in the Designated Rail Corridor, which may contain
Conduit(s) (Innerduct(s)), Cable(s) and Optical Fiber(s). Such terms shall
include all Conduit (Innerduct), Cable, Optical Fiber, Handholds, manholes,
marker tape, signs, couplers, structure attachment, pull rope, other necessary
ancillary hardware, and bridge, tunnel and trestle attachments, and shall also
include such communications technologies as may hereafter evolve from or
relating to Optical Fiber but which utilize Pathnet's Facilities and/or System
as initially installed or as thereafter modified pursuant to the Agreements.
"Fouling of Tracks" or "Fouled" shall mean the existence, movement or
placement of equipment and/or personnel on a railroad track or within twelve
feet (12') of the centerline of any track within the Rail Corridor.
"Handholds" shall include Cable loops, or boxes or vaults placed in or
above ground at junctions, Repeaters (Regens) or at areas of Cable splicing and
connection, for storage of slack Cable.
"License Agreement" shall have the meaning set forth in Recital C.
"Limited Telecommunications Rights" shall mean Pathnet's right to
construct, install, operate, repair and maintain Pathnet's Facilities and System
as more particularly described in, and subject to the terms and conditions of,
the Agreements, including, without limitation, those contained in Article 6 of
the License Agreement.
"NYC Corridor" shall mean that certain portion of the Rail Corridor
operated by CSXT pursuant to that certain Operating Agreement dated as of June
1, 1999 by and between New York Central Lines LLC, as owner, and CSXT, as
operator, as described in Exhibit 2 to the License Agreement.
"Optical Fiber" shall mean Fiber Optic.
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"Pathnet" shall mean Pathnet as defined in the introductory paragraph of
this Agreement, any successor by merger, consolidation or reorganization, and
its permitted assignees. For purposes of Pathnet's construction, maintenance,
repair, replacement or removal of Pathnet's System and/or Facilities, "Pathnet"
shall also mean Pathnet's employees, agents, servants, contractors and
subcontractors.
"Person" shall mean any individual, association, partnership, limited
liability company, corporation, joint stock company, trust, joint venture,
unincorporated organization or governmental entity or any department, agency or
political subdivision thereof.
"Prime Rate" shall mean the prime rate of U.S. money center commercial
banks as published in The Wall Street Journal from time to time.
"[ * * * ] Obligations" shall be as defined in the License Agreement.
"Railroad" shall mean Railroad as defined in the introductory paragraph of
this Agreement, any of its predecessor railroads (including Consolidated Rail
Corporation), any successor by merger, consolidation or reorganization, and its
permitted assignees. For the purposes of Article 17 (excluding the
indemnification obligation in Section 17.2 which shall be limited to Railroad as
defined in the introductory paragraph of this Agreement) and Article 18 only,
the term "Railroad" shall also include all Affiliates of CSXT, Affiliates of NYC
Lines and their respective officers, directors, employees and agents.
"Rail Corridor" shall have the meaning set forth in Recital A.
"Relocation", when related to alteration or removal of Railroad's track
from Rail Corridor, shall mean: (a) change in track grade or location in order
to avoid or eliminate curvature problems; (b) creation or deletion of double or
multiple tracks; or (c) installation of additional passing tracks, storage
sidings, spur or industrial lead tracks, and other track movement for operating
or shipping needs or plans of Railroad. The term, however, shall not include
Abandonment or complete removal of any particular tracks in conjunction with
termination or Abandonment of a service route, branch or main line.
"Repeater (Regen)" shall mean a device which regenerates, amplifies or
extends optical signals, used to send the light impulse through Optical Fiber,
and includes attendant equipment, facilities, power source, and technological
changes.
"Repeater (Regen) Sites" shall mean those permitted portions of the Rail
Corridor on which Repeaters (Regens) are located; and shall be limited to an
area of five hundred (500) square feet or less, and located beyond the
Restricted Working Area, unless otherwise specifically permitted in writing by
Railroad
"Restricted Working Area" shall mean the area parallel to and located
thirty feet (30') (or the top of any ditch slope if that distance is greater
than thirty feet (30')) from the centerline of the outermost track (on each
side) in the Rail Corridor.
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"Route Plan" shall mean the plan showing the route of placement of
Pathnet's Facilities and System in, on or over Segments of Railroad's Rail
Corridor, as prepared by Pathnet and approved in writing by Railroad, as shown
on Exhibit A-1 attached hereto.
"Segment" shall mean either a longitudinal section of Rail Corridor or a
longitudinal section of Conduit (Innerduct) or Cable installed by Pathnet, as
applicable.
"Stockholder Agreement" shall mean that certain Stockholder Agreement
dated as of ____________, 1999 by and between, among others, Railroad and
Pathnet.
"System" shall mean Fiber Optic Communication System.
"Title Deficient Areas" shall mean those portions of the Rail Corridor, if
any, for which Railroad holds title in less than fee simple absolute and for
which Railroad may not otherwise have the right to grant to Pathnet the license
for use and occupancy as contemplated by the License Agreement.
"Trackage Rights" shall mean the rights arising by agreement of one
railroad to use the tracks or right-of-way of another railroad for the carriage
of rail traffic; said agreement ordinarily imparting no ownership interest in
the burdening carrier relating to the tracks or rights-of-way of the burdened
carrier.
"Valuation Maps" shall mean Railroad's Rail Corridor maps, prepared by
Railroad originally in 1913-1919 under 49 U.S. Code Sections 19 and 19a (now
Sections 10781-10783) for the U.S. Surface Transportation Board, successor to
the Interstate Commerce Commission ("S.T.B"), and the S.T.B. regulations, as
updated from time to time.
"[ * * * ] Obligations" shall be as defined in the License Agreement.
2. GRANT OF LICENSE
2.1 Exercise of Rights Under License Agreement. Pursuant to the terms of
the License Agreement, Pathnet has been granted a license to select and utilize
up to [ * * * ] miles of Rail Corridor (including up to 2,000 miles of NYC
Corridor) for the installation and operation of its System and Facilities. The
rights and interests granted under the License Agreement shall be implemented in
accordance with the terms and provisions of this Operating Agreement. The term
of this Operating Agreement shall be concurrent with the term of the License
Agreement.
2.2 Construction of the Facilities. Construction of the System and
Facilities by Pathnet shall occur in accordance with the following:
(a) Access and Construction. All access and construction activities on
the property by Pathnet shall be conducted in strict accordance with the
requirements of this Operating Agreement and the Exhibits hereto. In the event
of any conflict between the terms of the Exhibits and the body of this Operating
Agreement, the provisions of the body of this Operating Agreement shall control.
(b) Right to Audit. Railroad shall have the right, during regular
business hours, upon reasonable notice to Pathnet, and at mutually agreeable
times, to conduct field examinations
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of Pathnet's Facilities and System in the presence of an authorized
representative of Pathnet and to examine and audit such books and records of
Pathnet as are appropriate and necessary, in Railroad's sole discretion, to
determine and verify (i) the number and size of Conduits (Innerducts) installed
by Pathnet in the Designated Rail Corridor pursuant to the Agreements, and (ii)
such other items related to Pathnet's compliance with the terms of the
Agreements, as reasonably determined by Railroad. This audit right shall survive
the expiration or other termination of the Agreements for a period of three (3)
years.
3. LIMITATION OF RIGHTS; RAILROAD'S USE RIGHTS.
3.1 Limitation of Rights. Pathnet, at Pathnet's sole risk, cost and
expense, shall furnish all materials, construct, maintain, use, change or remove
Pathnet's Facilities and System or any part thereof, in accordance with the
design, specifications and plans approved as provided in this Operating
Agreement, in a manner reasonably satisfactory to Railroad, all in a prudent and
workmanlike manner, in conformity with any applicable statutes, orders, rules,
regulations and specifications of any public body having jurisdiction thereof,
and so as not to interfere with or endanger, in the sole judgment of Railroad,
any property, traffic (freight or passenger), operations (direct or via Trackage
Rights), maintenance, employees or patrons of Railroad, or of others occupying
or using the property of Railroad for railroad operational purposes at each
location, including other lessees or licensees of Railroad. Railroad may
prohibit development on any Rail Corridor where development would unreasonably
interfere with Railroad's current or reasonably foreseeable future development
for railroad purposes. Pathnet shall be limited to a single build (one-time
placement) in a single trench on each Segment of the Designated Rail Corridor
unless Railroad approves an additional trench, which approval may be withheld in
its sole discretion.
3.2 Railroad's Use Rights. Subject to the terms and provisions of the
Agreements, the rights of Pathnet hereunder shall not limit nor preclude
Railroad's use of its Rail Corridor for other uses and purposes, including
placement and operation of Railroad's own tracks(s), signal and communication
systems (of whatever nature); nor shall this Agreement bar or limit placement
and operation of any other pipe, conduit, cable, optical fiber or wire line by
Railroad or its licensee(s), which does not unreasonably interfere with
Pathnet's Facilities or Fiber Optic Communication System.
4. PLANNING, INSTALLATION AND IMPLEMENTATION.
The procedures and conditions for planning, installation and
implementation of Pathnet's System and Facilities are defined in Exhibit B,
attached hereto.
5. PERMITS.
5.1 Permit Requirements. Pathnet, at its sole cost and expense, shall
secure and maintain in effect all federal, state and local approvals,
authorizations, permits and licenses required for the construction,
installation, operation, maintenance, repair, replacement and/or removal of
Pathnet's Facilities and System, including zoning, building, health,
environmental and communication service permits and licenses, and shall
indemnify Railroad against claims for payment therefor and against any claims
for fines or penalties that may be levied for failure to procure, or to comply
with, such approvals, authorizations, permits or licenses, and any remedial
costs to cure any violations thereof. Without limiting the foregoing, any
development or
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environmental impact statements required for the Facilities or System shall be
prepared by Pathnet, at Pathnet's sole risk, cost and expense, and all costs for
local zoning, construction and subdivision compliance, approval and permits,
shall be borne solely by Pathnet.
5.2 Railroad Cooperation. Railroad shall not hinder Pathnet's attempts to
secure, and shall cooperate with and assist Pathnet, at Pathnet's cost and
expense, in obtaining, any permits, licenses or approvals of governmental
agencies or authorities, or of any necessary third parties, for use of any
structures or facilities (including streets, roads or utility poles) along the
Designated Rail Corridor not solely owned by Railroad.
6. FOULING TRACK; SAFETY RULES.
6.1 Railroad Safety and Operating Rules. Pathnet employees, agents,
contractors and/or subcontractors seeking to enter or engage in Fouling of
Tracks or any portion of the Rail Corridor (including tunnels and bridges) shall
be trained in the safety and operating rules established by Railroad from time
to time (the "Railroad Safety and Operating Rules"), and shall at all times wear
required identification badges and safety equipment (shoes, hardhat, goggles,
etc.). Pathnet shall bear all travel, lodging, course materials and other
similar costs of its attendees at any program given or administered by Railroad
to train such persons, and Railroad shall bear the costs associated with any
instructors.
6.2 Contracted Railroad Personnel. Railroad shall provide Contracted
Railroad Personnel, as necessary, at Pathnet's sole risk, cost and expense as
provided herein, to accompany Pathnet's employees, agents, contractors or
subcontractors during their presence on the tracks and the Rail Corridor.
6.3 Restriction Right. Notwithstanding any contrary provision contained
herein, Railroad reserves the right, in its sole discretion, to exclude or bar
specifically-named individuals from entrance upon Railroad's tracks and/or Rail
Corridor for demonstrating actions dangerous to themselves or others, or for
refusing to comply with Railroad's safety and operating rules, regulations or
directions, or for any other specific cause deemed sufficient in Railroad's sole
discretion.
7. TRACK USE; CLEARANCES; CROSSINGS.
7.1 Restricted Working Area. No goods, materials, equipment or fuel shall
be placed or stored within the Restricted Working Area.
7.2 No Vehicles. Pathnet shall not use Railroad's tracks for maintenance
or the placement of its vehicles without the prior written approval of such use
by Railroad's Engineer, which approval may be withheld in his or her sole
discretion.
7.3 Pathnet Track Support. During any work of any character at any
location on its System, Pathnet, at its sole risk, cost and expense, shall
support the tracks and roadbed of Railroad to prevent any interference or danger
as necessary in the sole judgment of Railroad's Engineer. Upon the completion of
all work, Pathnet shall restore such tracks, roadbed and other property of
Railroad to the same functional and operational condition as approved by
Railroad's Engineer, which approval may be withheld in his or her sole
discretion.
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7.4 Railroad Track Support. Railroad may perform or contract to have
performed any or all the work of supporting tracks and roadbed and of restoring
the same, at the sole risk, cost and expense of Pathnet, if (a) Pathnet fails to
perform such work timely or satisfactorily, (b) such work is required by
Railroad's labor agreements in existence at the time, or (c) requested by
Pathnet (subject to availability of Railroad's personnel and equipment and
satisfactory security for payment of costs by Pathnet).
7.5 Crossing Specifications. Crossings of Railroad's track and Rail
Corridor necessitated by difficulties in Conduit (Innerduct) or Cable
construction (i.e., locations of manmade or natural structures, waterways,
streets, etc.) shall be coordinated with and approved in writing by Railroad's
Engineer, which approval may be withheld in his or her sole discretion, and
installation of such crossings shall be in accordance with the requirements set
forth in Exhibit I, all at Pathnet's sole risk, cost and expense.
8. FLAGGING; WATCHMEN.
8.1 General. Railroad shall have the right, in its sole discretion and at
any time during any period of construction, maintenance, repair, renewal,
alteration or removal of Pathnet's System or Facilities, to place watchers,
flaggers, inspectors or supervisors, for the protection of the operations of
Railroad (including freight and passenger service) or the property of Railroad
(including Amtrak) or others (including Pathnet) on the Rail Corridor or other
Railroad property, at the sole risk, cost and expense of Pathnet.
Notwithstanding any contrary provision contained herein, watchmen, flagmen,
inspectors or supervisors placed upon the Rail Corridor or other Railroad
property while working on Pathnet's System or Facilities under this Article 8
shall be deemed to be Contracted Railroad Personnel of Pathnet.
8.2 Scheduling. Pathnet recognizes that because of Railroad's labor and
employment agreements: (a) the furnishing of any watchers or flaggers needs to
be requested at least thirty (30) days prior to actual work date for short term
flagmen or forty-five (45) days prior to actual work date for long term flagmen,
or such watchers/flaggers may not be available; (b) once a watcher/flagger is
designated, he/she cannot be pulled from the job less than seven (7) days prior
to work date, or cost thereof may be incurred by Pathnet; (c) once assigned, for
any period of time, such watcher/flagger must be paid for at least an eight (8)
hour shift, regardless of lesser hours worked; and (d) if Pathnet's needs
overlap ordinary shift turns (or tricks), Pathnet may incur flagging costs for
both shifts/tricks.
9. FACILITY LOCATION SIGNS.
9.1 Pathnet, at its sole cost and expense, shall furnish, erect and
thereafter maintain, signs showing the location of all underground Facilities
and Pathnet's contact telephone number. Such signs shall be painted and placed
in conformity with the provisions of Exhibit D attached hereto, or as otherwise
mutually agreed upon in writing by Railroad and Pathnet.
10. MAINTENANCE OF RAIL CORRIDOR, FACILITIES.
10.1 Maintenance of Conduit Right-of-Way. Unless Railroad and Pathnet
otherwise agree in writing, Railroad shall not be responsible for maintenance of
Pathnet's Conduit Right-of-Way, or for clearing or removing of trees, shrubs,
plants, ice, snow or debris therefrom. If
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Railroad agrees, at Pathnet's request, to extend maintenance to cover Pathnet's
Conduit Right-of-Way, Railroad shall cut, mow and/or treat such Conduit
Right-of-Way maintenance only at the same time as Railroad performs its own
track or Rail Corridor maintenance. Railroad shall perform such extended
maintenance at Pathnet's sole risk, cost and expense and Railroad's employees
performing such maintenance shall be deemed to be Contracted Railroad Personnel
of Pathnet. Railroad shall be reimbursed for all costs incurred, including,
without limitation, any and all billable expenses, labor costs (Railroad or
contract), supplies, parts, materials, etc., directly associated with such
extended maintenance program.
10.2 Maintenance of Facilities. Pathnet shall maintain its Facilities, and
all ancillary structures within Conduit Rights-of-Way, at Pathnet's sole risk,
cost and expense.
11. RAILROAD APPROVALS; ADMISSIONS.
11.1 Any approval given or supervision exercised by Railroad hereunder, or
failure of Railroad to object to any work done, material used or method of
construction or maintenance of Pathnet's System or Facilities, shall not be
construed as an admission of responsibility by Railroad or as a waiver of any of
the obligations of Pathnet under this Operating Agreement.
12. RAILROAD EXPENSES; EMPLOYEE COSTS.
12.1 General. Railroad's costs and expenses for work performed for or at
the expense of Pathnet pursuant to this Agreement (including review and approval
of Pathnet plans and designs) shall be paid by Pathnet within thirty (30) days
of Pathnet's receipt of itemized bills therefor irrespective of any billing
disputes. Interest on unpaid billed amounts shall accrue monthly after the first
thirty (30) days at an annual rate equal to the Default Rate. Pathnet shall have
ninety (90) days from payment to notify Railroad, in writing, of any billing
disputes. Billing disputes that are not resolved within sixty (60) days of such
notice shall be resolved in accordance with the provisions of Article 25.
12.2 Invoice Format. Railroad bills for labor or supervision shall
include: Railroad's Project I.D. Number, Pathnet's Project I.D. Number,
Pathnet's Authorization for Fiber Optic Cable Work (substantially in the form of
Exhibit L attached hereto), and the dates, locations, party names, hourly or
salaried billing rates, number of hours, outside expenses and total charge.
12.3 Permitted Costs and Expenses. Documented costs and expenses directly
attributable to work performed for Pathnet shall include only: (a) labor costs,
plus payroll overhead and additives applicable to each Railroad employee's
salary or hourly rate as set forth in Exhibit J and as may be modified or
updated from time to time by Railroad; (b) for contracted labor or consultants,
reasonable market-based amounts as billed to and paid by Railroad; (c) necessary
and reasonable travel and transportation expenses; (d) the reasonable,
market-based total cost of materials used and equipment rentals, plus actual
cost of freight charges and handling; and (e) reasonable rental cost for any
Railroad equipment used by Railroad or Pathnet or their respective employees or
contractors. Costs and expenses for Railroad's own labor and personnel, and
non-contract administrative overhead, shall be limited to the sum of (i) then
current hourly rate plus, (ii) applicable overhead and additives (which shall
include, but not be limited to, vacation, holiday, health and welfare, insurance
and supervision) in accordance with the applicable rates set forth in the then
current EB-2 Schedule in effect at the time the expense is
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incurred, published by Railroad and amended from time to time. The current EB-2
Schedule applicable as of the Effective Date is attached hereto as Exhibit J.
Updated EB-2 Schedules will be available upon Pathnet's written request.
12.4 Consultant. Railroad shall have the right, in its sole discretion, to
place a consultant on any installation site in lieu of Railroad's own
supervisory personnel, at Pathnet's sole cost and expense (provided such
expenses are reasonable, market-based and consistent with the provisions of
Section 12.3 above), to monitor installation and compliance with approved
Construction Plans, to log progress, and to log the time spent by Railroad
employees (including Contracted Railroad Personnel) in accordance with the
Agreements (by name, date and purpose). Such consultant shall advise Railroad
and Pathnet of any deviation from approved Construction Plans requested by
Pathnet or any of Pathnet's contractors.
12.5 Records. Railroad shall keep accurate records of all costs and
expenses attributable to Pathnet pursuant to the Agreements, and Pathnet shall
have the right, at Pathnet's sole cost and expense, to examine and copy the
applicable records of Railroad to verify that such charges accurately reflect
the costs and expenses thereof.
13. LIENS AND ENCUMBRANCES.
13.1 Pathnet shall not permit any mortgage, pledge, security interest,
lien or encumbrance, including, without limitation, tax liens or encumbrances
and liens or encumbrances with respect to work performed or equipment furnished
in connection with the construction, installation, operation, repair,
maintenance, replacement or removal of the System or Facilities or any portion
of the Rail Corridor occupied by Pathnet (collectively, "Liens or
Encumbrances"), to be established or remain against the Rail Corridor or any
other property of Railroad. In the event that any Railroad property becomes
subject to any Lien or Encumbrance, Pathnet agrees to pay, discharge, bond off
or remove the same within thirty (30) days of Pathnet's receipt of notice that
such Lien or Encumbrance has been recorded, filed or docketed against such Rail
Corridor or other Railroad property; provided, however, that if Pathnet provides
a bond or other security acceptable to Railroad for the payment and removal of
such Lien or Encumbrance, Pathnet shall have the right to challenge, at its sole
expense, the validity and/or enforceability of any such Lien or Encumbrance.
Pathnet shall indemnify, defend and hold Railroad harmless against all damages,
costs (including reasonable attorneys' fees) and expenses, arising out of any
lien, the enforcement or removal thereof, or encumbrance caused by the same,
with respect to the Rail Corridor or any portion thereof or any other Railroad
property.
14. TAXES.
14.1 Transfer Taxes. Except as provided in Section 14.4 of this Operating
Agreement, Pathnet shall pay all transfer or recordation taxes, documentary
stamps, and any similar expenses in connection with the transfer or execution of
the License (as defined in the License Agreement), this Operating Agreement, the
Contribution Agreement, the System and/or the Facilities.
14.2 Sales and Use Taxes. Except as provided in Section 14.4 of this
Operating Agreement, if, pursuant to the Agreements or the Contribution
Agreement (i) the sale, acquisition, license, grant, transfer or disposition of
property or rights, or (ii) the payment
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of any fee or compensation or the payment to Railroad for services provided
thereunder, requires the payment of any sales or use tax (including any Canadian
GST or provincial sales tax) under any statute, regulation or rule, Pathnet
shall pay the same, plus any penalty or interest thereon, to Railroad when due
or if allowable, directly to such taxing authority, and shall indemnify and hold
Railroad harmless therefrom.
14.3 Property Taxes. Pathnet shall pay all annual and periodic ad valorem
and other taxes levied or assessed upon Pathnet's Facilities or the System, and
shall indemnify and hold Railroad harmless therefrom.
14.4 Taxes Payable by Railroad. Pathnet shall have no responsibility for
(i) any taxes (including but not limited to transfer, sales, use, income or
property taxes), assessments or other impositions attributable to Conduit
(Innerduct) or other telecommunications assets or services provided to Railroad
pursuant to Article 8 of the License Agreement; (ii) taxes based on Railroad's
income or corporate franchise; or (iii) property or franchise taxes that are
attributable to the Rail Corridor and not to Pathnet's Facilities or System.
Railroad shall reimburse Pathnet for any such taxes, assessments or impositions
within thirty (30) days after written request.
14.5 Mutual Cooperation. Each party shall cooperate with the other party,
at the first party's sole cost and expense, in the prosecution of any claim for
refund, rebate, reduction or abatement of any taxes which are the responsibility
of the first party under the Agreements or the Contribution Agreement, provided
that a reasonable basis exists for such refund, rebate, reduction or abatement.
The first party shall reimburse the second party for all reasonable out of
pocket expenses incurred in connection therewith. Notwithstanding any other
provision of this Section, the first party is not obligated to pay or reimburse
the second party for any tax for which the first party is liable under this
Section if the party first elects to prosecute a claim for reduction or
abatement of such taxes and prepayment thereof is not a condition to prosecuting
the claim. The first party shall pay or reimburse the second party for any such
taxes when the taxes finally are adjudged to be due and owing by the highest
administrative or judicial authority to which an appeal has been taken.
15. SITES FOR NON-CABLE FACILITIES.
15.1 Non-Cable Areas. Railroad, insofar as it has the right and can
reasonably do so, shall make available to Pathnet for Pathnet's sole use, areas
not to exceed five hundred (500) square feet within the Designated Rail Corridor
for use by Pathnet as Repeater (Regen) Sites, or power or auxiliary power
stations, or sites for construction facilities or temporary storage of materials
and fuel for power stations. Railroad shall have no duty to provide such sites
at a requested location if the width, nature or other uses or planned uses of
the Rail Corridor by Railroad at such location or if restrictions on Railroad's
title or interest in the property preclude such use by Pathnet.
15.2 Adjacent Land. If for any reason, Railroad is unable to provide such
site within the Designated Rail Corridor, and Railroad has available adjacent
land suitable for the location of such site, then Railroad shall furnish the use
of a reasonable portion of such adjacent land to Pathnet for such site at a fee
to be negotiated; provided, however, that such use will not interfere with
Railroad's current or reasonably foreseeable future use of such property. Such
adjacent land usage shall be documented by Railroad's standard form lease, the
form of which is attached hereto as Exhibit C.
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15.3 No Obligation as to Third Parties. Notwithstanding the provisions of
Sections 15.1 and 15.2, Railroad shall have no obligation to provide or make
available any portion of any adjacent land or allow the expansion of any
structure of Pathnet located thereon beyond five hundred (500) square feet or
such additional size initially improved by Pathnet with the approval of
Railroad, which approval may be withheld in its sole discretion, for use by
third party purchasers, sublicensees, transferees or permitted assignees. Any
such accommodation shall be at a fee to be negotiated, shall not interfere with
Railroad's current or future use of such property and shall be documented by
Railroad's standard form lease, the form of which is attached hereto as Exhibit
C. This Section 15.3 shall not apply to Pathnet's partners in development of the
Rail Corridor, and shall not restrict Pathnet's ability to make space in
Pathnet's existing Facilities available to third parties on such terms as
Pathnet determines in its sole discretion. Pathnet shall, except to the extent
caused by Railroad's gross negligence or willful misconduct, (i) assume
responsibility for any and all claims, liabilities, damages, costs (including
reasonable attorneys' fees) and expenses arising out of or based upon the acts
or omissions of any such third party in or around such non-cable facilities, the
Rail Corridor or other Railroad property, and (ii) indemnify, defend and hold
Railroad harmless from and against any and all losses and damages suffered by
such third party as a result of the presence of such third party or its
facilities or equipment in or around such non-cable facilities, the Rail
Corridor or other Railroad property.
15.4 Rent. Rents for any land(s) outside of the Designated Rail Corridor,
or for lands within the Designated Rail Corridor in excess of five hundred (500)
square feet or for uses other than those described in Section 15.1, shall be at
a fee to be negotiated.
15.5 Approval of Structure. The location and size of any buildings or
other structures to be placed by Pathnet or any third party within Railroad's
Rail Corridor or on Railroad's other property shall be as approved by Railroad's
Engineer, which approval may be withheld in his or her sole discretion, on plans
submitted in accordance herewith.
16. INDEPENDENT CONTRACTOR STATUS.
16.1 Except with respect to the Contracted Railroad Personnel, Railroad
reserves no control whatsoever over the employment, discharge, compensation of
or services rendered by Pathnet's employees, agents or contractors, and it is
the intention of the parties that Pathnet shall be and remain a licensee and
that nothing herein shall be construed as inconsistent with that status or as
creating or implying any partnership or joint venture relationship between
Pathnet and Railroad.
17. LIABILITY; INDEMNITY.
17.1 Pathnet's Release and Indemnification. Recognizing that Railroad has
owned and/or operated the Rail Corridor for many years prior to the Effective
Date and prior to entry thereupon by employees, agents, contractors or
representatives of Pathnet, and in addition to the indemnities otherwise
provided in the Agreements, Pathnet hereby assumes, releases and shall defend,
indemnify, protect and save Railroad harmless from and against the following:
(a) All claims, liabilities, losses, damages, causes of action,
costs, and expenses (including reasonable attorneys' fees and costs) arising
from: (1) damage to or destruction of Pathnet's Facilities or System except to
the extent attributable to the willful misconduct of
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Railroad, its employees or contractors and (2) loss of service or use of
Pathnet's Facilities or System or loss of revenue or profit therefrom, including
any claim or loss to any client, customer, patron or other purchaser,
transferee, sublicensee or permitted assignee of Pathnet's rights or services
resulting from any damage to or destruction of Pathnet's Facilities or System.
Railroad shall not under any circumstances be liable for interruption of or
damage to the installation, operation, maintenance or repair of Pathnet's
Facilities or System unless attributable to the willful misconduct of Railroad,
its employees (including Contracted Railroad Personnel), agents, contractors, or
other parties performing services for Railroad. In no event shall Railroad be
liable for loss of income, cost of substitute service, or other consequential
damages of any kind;
(b) All claims, liabilities, losses, damages, causes of action,
costs, and expenses (including reasonable attorneys' fees and costs) arising
from injury to or death of any persons on or about Pathnet's Facilities or
System, including, but not limited to, Pathnet's employees, agents, contractors,
subcontractors, invitees, or other such third parties, purchasers, transferees,
permitted assignees, licensees or sublicensees, resulting from the existence,
construction, maintenance, operation, use, repair, change, placement,
replacement, relocation and/or subsequent removal of Pathnet's Facilities or
System, or any part thereof, or the use of the Rail Corridor or other Railroad
Property, regardless of any approvals, reviews, controls or standards imposed by
Railroad or other actions of Railroad, unless such claims, losses, damages,
causes of action, costs, and expenses (including reasonable attorneys' fees and
costs) result from the willful misconduct of Railroad;
(c) All claims, liabilities, losses, damages, causes of action, costs
and expenses (including reasonable attorneys' fees and costs) arising from any
breach of the Agreements by Pathnet, including, but not limited to, any failure
of Pathnet to support track and/or roadbed, as provided herein or any failure of
Pathnet to secure permits or other approvals as provided herein, regardless of
cause, including Railroad's negligence, but excluding Railroad's willful
misconduct;
(d) All claims, liabilities, losses, damages, causes of action,
costs, and expenses (including reasonable attorneys' fees and costs) arising
from any slide, soil disturbance or environmental damage or impairment resulting
from the existence, construction, installation, maintenance, operation, use,
repair, change, placement, relocation and/or subsequent removal of Pathnet's
Facilities or System, regardless of cause, including Railroad's negligence, but
excluding Railroad's willful misconduct;
(e) Any claim (regardless of merit), loss or damages awarded, whether
civil or criminal, under any antitrust laws, or under any federal, state or
local regulatory actions, attributable to issues arising under the Agreements,
it being understood and agreed that this indemnity shall not apply to any
claims, loss or damage arising out of any other agreement between the parties
or the parties' performance thereunder, including the contributions set forth
in the Contribution Agreement; in any such actions, Railroad shall have the
right to designate and/or employ independent counsel, if deemed necessary by
Railroad, to protect its interests, and the expense of such representation
shall be paid or reimbursed by Pathnet;
(f) Reserved.
(g) All claims, liabilities, losses, damages, causes of action,
costs, and expenses (including reasonable attorneys' fees and costs) arising
from any damage or injury to (including
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loss of use or service of or loss of revenue or profit from) any facilities,
cables, wires, pipes, casings, conduits, innerducts or ducts of any other party
or Conduit Right-of-Way operator or user, licensee, sublicensee, transferee,
purchaser or permitted assignee arising out of or related to any act or omission
of Pathnet or Pathnet's employees, agents, contractors, subcontractors,
licensees, sublicensees, customers, partners, the Contracted Railroad Personnel
or others acting at the direction of any of the foregoing, unless caused by the
willful misconduct of Railroad or Contracted Railroad Personnel;
(h) All claims, liabilities, losses, damages, causes of action,
costs, and expenses (including reasonable attorneys' fees and costs) arising
from any act or omission of Pathnet or Pathnet's employees, agents, contractors,
subcontractors, licensees, sublicensees, customers, partners, the Contracted
Railroad Personnel or others acting at the direction of any of the foregoing
which are not expressly assumed by Railroad under Section 17.2.
17.2 Railroad's Indemnification. Railroad hereby assumes responsibility
for, and shall indemnify, defend and hold Pathnet harmless from, claims,
liabilities, losses, damages, causes of actions, costs, and expenses (including
reasonable attorneys' fees and costs) arising from:
(a) Death of or injury to any employee(s) of Railroad or Railroad's
Affiliates, other than Contracted Railroad Personnel;
(b) Destruction of or damages to any Railroad or Railroad Affiliate
facilities or equipment (moving or stationary) or property;
(c) Interruption to or cessation of freight rail service;
(d) The willful misconduct of Railroad's Affiliates or,
notwithstanding anything to the contrary contained herein, Contracted Railroad
Personnel.
UNLESS such claim, liability, loss, damage, cause of action, cost or expense is
caused by, arises from, or results in whole or in part from:
(i) any act or omission of Pathnet (including, but not limited
to, any improper or negligent plan and/or design, construction, installation,
maintenance, placement, operation, repair, relocation use or removal of
Pathnet's System or Facilities);
(ii) any breach of the Agreements by Pathnet;
(iii) any direct rescheduling, delay or diversion costs, as set
forth in Exhibit B; or
(iv) any matter which is the subject of Pathnet's release and
indemnification in Section 17.1.
17.3 Notice of Claims; Indemnification Procedures. Upon receipt of notice
by Railroad or Pathnet, as applicable, (the "Indemnitee"), of any loss, event,
happening or occurrence which would be the basis of a claim by the Indemnitee
under the provisions of this Article 17 (an "Indemnified Claim"), the Indemnitee
shall immediately provide written notice to the other party (the "Indemnitor")
of such Indemnified Claim. So long as the Indemnitor is not in default in the
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performance of its obligations under the Agreements, as between the Indemnitee
and the Indemnitor, the Indemnitor shall retain primary responsibility for the
conducting of any legal and/or administrative action or other proceeding
regarding any such Indemnified Claim (an "Indemnified Claim Proceeding") and the
defense (and any appropriate appeal) thereof. Legal counsel retained with
respect to any Indemnified Claim proceeding shall be selected by the Indemnitor,
but shall be subject to the reasonable prior approval of the Indemnitee. As
between the Indemnitee and the Indemnitor, all costs incurred with respect to
any Indemnified Claim Proceeding (including, but not limited to, reasonable
costs and attorneys' fees) shall be borne by the Indemnitor, and the
Indemnitor's indemnification obligations set forth in this Article 17 shall
extend to all such costs. Nothing contained herein shall in any way limit the
Indemnitee's right to participate and/or retain independent legal counsel, at
the Indemnitee's expense, with respect to any Indemnified Claim proceeding, but
the Indemnitee shall cooperate with the Indemnitor and coordinate Indemnitee's
participation and/or use of such independent counsel in a matter not
inconsistent with Indemnitor's positions and interests in such Indemnified Claim
Proceeding, to the extent reasonably possible and not adverse to the interests
of Indemnitee. Notwithstanding the foregoing, in the event Indemnitee
determines, in Indemnitee's reasonable opinion, that there is a conflict of
interest or other circumstance whereby such Indemnitor's retained legal counsel
cannot adequately represent Indemnitee's interests in any Indemnified Claim
Proceeding, Indemnitee shall have the right to retain independent legal counsel
and Indemnitor's indemnification obligations set forth in this Article 17 shall
extend to all costs incurred with respect to such separate representation. In
the event that an Indemnitor defends an Indemnitee pursuant to the terms hereof,
and the final adjudication determines that the Indemnitee bears some portion of
liability under the Indemnified Claim which is not subject to the Indemnitor's
indemnification obligations hereunder, the costs of such defense will be
apportioned between the Indemnitor and Indemnitee based upon such parties'
ultimate liability after giving effect to the indemnification provisions hereof.
Any settlement of an Indemnified Claim shall be subject to the written approval
of both the Indemnitee and the Indemnitor. Indemnification payment shall be made
within thirty (30) days of such approval.
17.4 Exceptions to Liability. Notwithstanding any contrary provision
contained herein, (a) Railroad shall not have any liability whatsoever for any
death of or injury to persons or damage to or loss of property arising from or
resulting in connection with any train derailment, and Pathnet hereby releases
Railroad and its Affiliates from any and all claims, liabilities, losses,
damages, causes of action, costs and expenses (including reasonable attorneys'
fees and costs) arising from or resulting in connection with any train
operation, accident or derailment, irrespective of the negligence, gross
negligence or willful misconduct of Railroad, and (b) Pathnet shall have no
liability relating to any Conduits (Innerducts) installed for or capacity sold
or made available to Railroad pursuant to the License Agreement; provided,
however, that (x) any such Conduits (Innerducts) shall be of equal or greater
quality as Pathnet's own Conduits (Innerducts), and (y) Pathnet shall grant the
same remedies to Railroad with respect to such capacity as Pathnet grants to its
customers in the ordinary course of its business (e.g., outage credits, it being
understood that Pathnet shall not be obligated to make any monetary payments as
a remedy in connection with such capacity), which Railroad acknowledges may not
provide it with any incremental benefit.
17.5 Survival. The provisions of this Article 17 shall survive the
expiration or earlier termination of the Agreements.
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18. INSURANCE.
18.1 Railroad Protective Liability Insurance. Before any period of
construction of any portion of the System or Facilities (including preliminary
surveys and inspections), Pathnet shall purchase, or cause its contractor(s) to
purchase, and to maintain in full force and effect, Railroad Protective
Liability Insurance ("RPL") naming Railroad as the insured. Said RPL policy
shall be written on the form prescribed in the Federal Aid Highway Program
Manual, Volume 6, Chapter 6, Section 2, Subsection 2, as amended from time to
time, or as superseded by the AAR/AAHSTO form, and shall provide available
limits of not less than $5,000,000 per occurrence, $10,000,000 aggregate for
bodily injury and property damage (unless Pathnet designates a hazardous
material Rail Corridor as a Conduit Right-of-Way, and then $10,000,000 per
occurrence, $20,000,000 aggregate). The original of said RPL policy shall be
furnished to and approved by Railroad, prior to the commencement of any entry or
other operations under the Agreements.
18.2 Liability Insurance. Pathnet shall purchase and maintain, until all
of its obligations under the Agreements have been fully discharged and
performed, the following insurance coverage: (a) Commercial General Liability
Insurance ("CGL"), including any applicable umbrella policy, with contractual
liability covering actions assumed in the Agreements by Pathnet, providing for
available limits of not less than $5,000,000 single limit, bodily injury and/or
property damage combined, for damages arising out of bodily injuries to or death
of all persons in any one occurrence and for damage to or destruction of
property, including the loss of use thereof, in any one occurrence, including
Federal Employers Liability Act claims ("FELA") against the Railroad, or other
liability arising out of or incidental to railroad operations; (b) Workers'
Compensation, Employer's Liability Insurance and Occupational Disease Insurance;
and (c) Business Automobile Liability Insurance. If any motor vehicles are used
in connection with the work to be performed under the Agreements, Pathnet shall
purchase and maintain Business Automobile Liability Insurance with limits of not
less than $2,000,000 single limit, bodily injury and/or property damage
combined, for damages to or destruction of property including the loss of use
thereof, in any one occurrence. If, in Railroad's reasonable opinion, a higher
limit of liability is necessary for any insurance policy required hereunder,
Railroad shall so notify Pathnet and Pathnet shall, within thirty (30) days of
receipt of such notice, provide a copy of the endorsement to the appropriate
policy increasing the liability coverage to the required limit.
18.3 Policy Requirements. All insurance required hereunder shall be
effected by valid and enforceable policies issued by insurer(s) of financial
responsibility and authorized to do business in the states where the System
and/or Facilities are located, all subject to the reasonable prior approval of
Railroad. Except for the RPL policy (on which Railroad shall be the named
insured), Pathnet's liability insurance policies shall name Railroad as an
additional insured and will not have any exclusions for liability relating to
railroad operations by endorsement. The Pathnet's Workers' Compensation and
property insurance policies shall include waivers of subrogation rights
endorsements. All policies shall contain a provision for thirty (30) days'
written notice to Railroad prior to any expiration or termination of, or any
change in, the coverage provided. The insurance company shall be required to
provide Railroad with at least thirty (30) days' written notice prior to such
expiration, termination or change in any insurance coverage. Prior to any entry
upon the Rail Corridor pursuant to the Agreements and upon Railroad's request
thereafter, Pathnet shall provide Railroad with the original RPL policy and with
certificates of insurance for all other coverages showing that the required
coverages are in effect for the term of
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the Agreements. The liability assumed by Pathnet under the Agreements,
including, but not limited to, Pathnet's indemnification obligations, shall not
be limited to the insurance coverage stipulated herein.
19. NOTICES.
19.1 General. Unless otherwise provided herein, all notices,
communications and deliveries required or permitted under the Agreements shall
be in writing and shall be (a) delivered personally, (b) sent by facsimile
transmission with subsequently transmitted confirmation of receipt, (c) sent by
overnight commercial air courier (such as Federal Express), or (d) mailed,
postage prepaid, certified or registered mail, return receipt requested; to the
parties at the addresses or facsimile numbers hereinafter set forth:
Pathnet: Railroad:
- --------
Pathnet, Inc. CSX Real Property, Inc.
1015 31st Street, NW 301 West Bay Street, Suite 800 (J915)
Washington, D.C. 20007 Jacksonville, Florida 32202
Attention: President Attention: Assistant Vice President
Network Services
Facsimile No: (202) 625-7369 Real Estate Operations
Facsimile No. (904) 633-4586
With a Copy To: With a Copy To:
- --------------
Pathnet, Inc. CSX Transportation, Inc.
1015 31st Street, NW 500 Water Street (J150)
Washington, D.C. 20007 Jacksonville, Florida 32202
Attention: General Counsel Attention: Assistant General Counsel
Facsimile No: (202) 625-7369 Facsimile No. (904) 359-7518
or at such other address(es) or facsimile number(s) as a party shall have duly
notified the other party.
In addition to the foregoing, any notice, communication or delivery required or
permitted under Sections 17 and 18 shall also be sent to:
CSX Corporation
500 Water Street (J907)
Jacksonville, Florida 32202
Attention: Risk Manager
Risk Management Department
Facsimile No. (904) 633-5096
Any such notice, communication or delivery shall be deemed delivered upon the
earliest to occur of: (a) actual delivery; (b) the same day as facsimile
transmission (or the first business day thereafter if faxed on a Saturday,
Sunday or legal holiday); (c) one (1) business day after shipment
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by commercial air courier as aforesaid; or (d) upon receipt if sent by certified
or registered mailing as aforesaid.
19.2 Planning, Design, Installation and Construction Phase Access Notice.
During the Planning and Design and the Installation and Construction Phases,
Pathnet shall, except in the case of emergency, give Railroad's Engineer at
least ten (10) days' written notice before commencing construction or bringing
any vehicle or equipment onto the Rail Corridor or other Railroad property, and
forty-eight (48) hours' notice before any other entry. Any such written notice
shall state the name(s) of Pathnet employee(s) in charge or contractor(s) or
subcontractor(s) performing work or making such entry.
19.3 Maintenance and Operation Phase Access Notice. During the Maintenance
and Operation Phase, in order to secure safety of operated trains, crews,
passengers and cargo of Railroad, and safety of Pathnet employees and/or
contractors, Pathnet shall give CSXT's local Director of Dispatch, (904)
381-2765 and (904) 359-7551, as representative of Engineer, advance telephone or
telegraph notice of entry onto any portion of the Rail Corridor, which entry
shall be subject to consent and approval of Railroad's Engineer as to method and
timing, which approval may be withheld in his or her sole discretion. Any such
notice shall state the name(s) of Pathnet's employee(s) or contractor(s) or
subcontractor(s) performing work or making such entry.
19.4 Emergency Notice. In case of disaster (such as a train derailment or
System failure) or other emergency demanding immediate examination or repairs to
the existing System or Facilities, notice shall be given by either party to the
other in person or by telephone to the Emergency Response Center(s) designated
on Exhibit H attached hereto or as otherwise designated in writing by each party
to the other. Such initial verbal or telephonic notice, however, must be
confirmed in writing within forty-eight (48) hours. Each party will cooperate
with the other to permit restoration of each party's operations as promptly as
feasible after such emergency.
20. RELOCATIONS; ALTERATIONS.
20.1 Relocation to Accommodate Railroad. If Railroad determines that any
Pathnet Facilities or System must be changed, altered or relocated after initial
construction because of Railroad's own track or facility relocations or rail
operational needs or plans (including additions, changes to track(s) to
accommodate freight or passenger customers of Railroad), or any governmental
agency or requirement, Railroad shall promptly give written notice thereof to
Pathnet of such needs, plans or requirements. Within sixty (60) days of receipt
of such notice, Pathnet shall protect or move the Pathnet Facilities and System,
at Pathnet's sole cost and expense, and in a manner satisfactory to Railroad;
provided, however, that Railroad shall reimburse Pathnet for any such costs or
expenses received by Railroad from a governmental entity or other entity in
connection with such relocation.
20.2 Relocation to Accommodate Third Party. In the event of a Railroad
relocation to accommodate any third party other than as provided in Section
20.1, Pathnet shall protect or move its Facilities and System upon receipt from
Railroad of an agreement, in writing, obligating such third party to reimburse
Pathnet for all costs and expenses incurred by Pathnet, including reasonable
administrative and overhead, in connection therewith, or, if Railroad is unable
to obtain such an agreement from such third party, Railroad's agreement to
reimburse Pathnet for the
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foregoing costs (not to include any reimbursement of lost income). Pathnet shall
submit any invoice to Railroad within ninety (90) days after such relocation
work is completed.
20.3 Replacement Land. In the event of any relocation of Pathnet's System
or Facilities under Section 20.1, Railroad shall not be required to purchase for
Pathnet any replacement land or right-of-way or to pay Pathnet the cost to
secure same if there is not available Rail Corridor. However, Railroad agrees to
allow Pathnet to relocate to any other available adjacent or nearby Rail
Corridor or other land owned by Railroad at Pathnet's sole cost; provided,
however, that Railroad shall not be entitled to any additional payment for such
replacement Railroad land or Rail Corridor and the total mileage of such Rail
Corridor or replacement land to which Pathnet relocates shall be deducted from
and the abandoned Rail Corridor shall be added to the total mileage of
Designated Rail Corridor permitted under the License Agreement.
21. LINE SALES; ABANDONMENT.
21.1 In the event of a sale or other transfer of any portion of the
Designated Rail Corridor, such sale shall be made expressly subject to the
Agreements and the rights of Pathnet thereunder. Notwithstanding any provision
herein to the contrary, Railroad shall have the absolute right, in its sole
discretion, to effect an Abandonment of all or any portion of the Rail Corridor.
22. CONDEMNATION.
22.1 Severance of Interests. In the event that any portion of the
Designated Rail Corridor becomes the subject of a condemnation or appropriation
proceeding or offer to acquire, Pathnet's interest (in its Facilities and/or
System and in its occupation of the Segment) shall be severed from Railroad's
interest (both physical and ownership rights) in such proceedings, and the
parties agree to have any such condemnation or appropriation awards specifically
allocated between Pathnet's interest and Railroad's interest.
22.2 Removal of Facilities. Should any Segment of the Designated Rail
Corridor used by Pathnet for a part of Pathnet's Fiber Optic Communications
System or Facilities be condemned, appropriated and/or acquired by any
governmental agency (or other party cloaked with the power of eminent domain)
for public purpose or use, then to the extent required by the condemning
authority, any Facilities or System of Pathnet within such Designated Rail
Corridor not condemned, appropriated and/or acquired by such agency or authority
shall be promptly removed by Pathnet at Pathnet's cost, unless Pathnet makes
other arrangements with the condemning or appropriating agency or authority.
22.3 Notice. Railroad shall promptly notify Pathnet of any condemnation or
appropriation action filed against any portion of the Designated Rail Corridor.
Railroad shall also promptly notify Pathnet of any threatened condemnation or
offer to acquire by any governmental agency (or other party cloaked with the
power of eminent domain) affecting the Designated Rail Corridor (provided the
Railroad employees administering this Agreement have actual knowledge thereof).
Further, any voluntary sale to the condemning or appropriating agency or
authority pursuant to any threatened condemnation or offer to acquire shall be
in accordance with the provisions of Article 21.
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23. PATHNET DISCONTINUANCE.
23.1 In the event of any Discontinuance by Pathnet of its Facilities,
System, Segment or any substantial portion thereof, Railroad shall have the
option, to be exercised in Railroad's sole discretion, to terminate this
Agreement as to the affected Segment(s) upon written notice to Pathnet. Upon
such termination, removal of Pathnet's Facilities and System within such
affected Segment(s) shall be governed by Section 26.2 hereof.
24. RAILROAD'S RIGHT TO TERMINATE OR REQUIRE SUSPENSION OF ACTIVITIES; FAILURE
TO MAKE TIMELY PAYMENT
24.1 Material Breach; Remedy. If Pathnet or Railroad fails to perform,
violates or defaults under any material terms or conditions of the Agreements
("Material Breach"), and fails to remedy any such Material Breach in accordance
herewith, then and in that event, the non-defaulting party shall have the
following rights and remedies:
(i) if the Material Breach (a) adversely affects railroad safety or
operation, or (b) relates to the payment of any fees and expenses due to
Railroad under the Agreements, Railroad shall have the right to terminate
this Agreement upon written notice to Pathnet; and
(ii) if the Material Breach is not of the type and nature described
in Subsection 24.1(i), Railroad shall have the right, upon written notice
to Pathnet, to suspend immediately all then pending and future
installation, construction, maintenance and/or deployment on the entire
Rail Corridor until such time as the applicable Material Breach is cured
and Pathnet demonstrates to Railroad's reasonable satisfaction that
Pathnet has taken such steps and/or implemented such procedures so that
the particular Material Breach in question will not recur.
Upon termination as provided in this Section 24.1, removal of Pathnet's
Facilities and System shall be governed by Section 26.2 hereof. Railroad's right
to terminate this Agreement shall be limited to occurrences of Material Breaches
of the type and nature described in Subsection 24(i) above.
24.2 Examples of Material Breach. For purposes of this Article, any
substantial noncompliance, or any repeated noncompliance, each of which might be
considered minor or singular, may when considered in the aggregate constitute a
Material Breach. In illustration, but without limitation, failure to give
required notices, or failure to give required approvals without cause, or
failure to comply with final decisions under the Dispute Resolution provisions
of Article 25, may constitute a Material Breach.
24.3 Notice and Cure Period. Pathnet and Railroad agree that neither party
shall proceed against the other for any alleged Material Breach before the
offending party has had written notice and reasonable time to respond and cure
such breach; provided, however, that neither party shall be required to give
time to respond and cure if any such delay will cause irreparable harm or
increased risk of liability or injury. Reasonable time to respond and cure shall
for purposes of Subsections 24.1(i)(b) and 24.1(ii) be presumed to be thirty
(30) days, and for purposes of Subsection 24.1(i)(a) be presumed to be
forty-eight (48) hours. If such breach cannot
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reasonably be cured within the applicable cure period, but the party proceeds
promptly to cure the same and prosecutes such cure with due diligence, the time
for curing such breach shall be extended for such reasonable period of time as
may be necessary under the circumstances to complete the cure, but under no
circumstances shall such additional period extend beyond, (i) for purposes of
Subsection 24.1(ii), one hundred eighty (180) days without the specific written
approval of the non-breaching party, which such approval may be withheld in such
party's reasonable discretion, and (ii) for purposes of Subsection 24.1(i)(a)
and (b), thirty (30) days. With respect to any Material Breach (i) which is not
cured by the breaching party within the applicable cure period, or (ii) for
which an opportunity to cure is not required to be given, the non-breaching
party may, at its sole option, cure any such breach in the manner it deems
appropriate. In such event, the breaching party, within thirty (30) days of
written demand and without deduction, set-off or abatement, shall reimburse the
non-breaching party for any and all expenses incurred as a result of the
non-breaching party's curing of such default together with interest at the
Default Rate. Nothing contained herein shall create an obligation on the part of
the non-breaching party to cure any uncured breach existing at any time under
the Agreements.
24.4 No Continuing Waiver. Any waiver by any party at any time of any of
its rights under the Agreements shall not be deemed to be a continuing waiver of
any breach or default or other matter subsequently occurring.
24.5 Waiver of Certain Damages. Except as otherwise provided in Section
6.5 of the License Agreement, neither party shall be liable to the other party
for any consequential, indirect, special, exemplary or punitive damages,
including, but not limited to, damages attributable to or based upon any loss of
present or future profits, any loss of or injury to customer goodwill, or any
lost or foregone investments and opportunities.
25. LIAISON; COORDINATION AND DISPUTES RESOLUTION.
25.1 Specified Disputes. The parties intend that any disputes which may
arise between them relating to access to the Rail Corridor, or the design, plan,
construction, installation, operation, maintenance, repair, replacement, and
removal of Pathnet's Facilities or System or the safe and uninterrupted
operation of the rail system of Railroad (a "Specified Dispute") be resolved as
quickly as possible, which may, in certain instances, involve immediate
decisions. When such quick resolution is not possible, or depending upon the
phase of installation of Pathnet's Facilities and System, the parties agree to
resolve such Specified Disputes as herein provided.
25.2 Field Representatives. Within thirty (30) days after the designation
by Pathnet of the Route Plan as provided in Exhibit B, Railroad and Pathnet
shall each designate in writing the division or field representative(s) as
point(s) of contact for decision making concerning the Specified Disputes.
25.3 Railroad Operations. Questions of Railroad operations or track safety
shall in all instances be referred to Railroad's Engineer, whose decision shall,
for any emergency situation, be made within twenty-four (24) hours, or for any
non-emergency situations, be made as provided in Section 25.7.
25.4 Access. Specified Disputes concerning Pathnet's right of access to
the Rail Corridor during the Planning and Design and Installation and
Construction Phases, including use
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of an on-rail plow installation machine under Exhibit B, or during the
Maintenance and Operation Phase, or access to or copies of Railroad's documents,
shall be referred initially to the designated representative of the Engineer,
who shall render such decision within twenty-four (24) hours. Decisions of the
Engineer's designated representative shall be referable within twenty-four (24)
hours of such decision, by Pathnet to the Engineer of Railroad, whose decision
shall be issued within twenty-four (24) hours of the notice from Pathnet of
dispute with the authorized representative of Engineer.
25.5 Reserved.
25.6 Communications Facilities. Specified Disputes arising out of or in
conjunction with the communications System or Facilities of Pathnet, of
Railroad, or of both, or the capacity and/or installation, maintenance and/or
use of the same, shall be referred initially to Pathnet's system manager (or
other representative designated by Pathnet) for decision, which shall be
rendered, in writing, within thirty (30) days after submission.
25.7 Remaining Specified Disputes. Any other Specified Dispute between the
parties shall be referred initially to the Engineer for decision, which shall be
rendered, in writing, within fifteen (15) days after submission.
25.8 Mediation or Arbitration. Either party may appeal any decision made
pursuant to Sections 25.2 through 25.7 by requesting either arbitration or
mediation within thirty (30) days after the date of receipt of such decision in
writing. Failure to request mediation or arbitration within such thirty (30) day
period shall result in such decision becoming final and conclusive. The selected
arbitration or mediation shall proceed in Jacksonville, Duval County, Florida,
in accordance with the Arbitration or Mediation Resolution Procedures attached
hereto as Exhibit K. Any arbitration decision or mediation agreement, or other
final decision herein, may be enforced by any court having jurisdiction hereof.
25.9 Work Pending Resolution of Specified Dispute. During the period in
which any Specified Dispute is unresolved, any work on the Rail Corridor by or
for Pathnet shall commence or proceed only with maximum security for Railroad
operations, as determined by Railroad's Engineer, and the determination or
allocation of any costs or additional costs therefor shall be resolved
thereafter in accordance with this Article.
26 TERMINATION; REMOVAL.
26.1 Partial Termination. Pathnet may terminate the Agreements with
respect to any individual Segments of the Designated Rail Corridor at any time
during the Term by providing Railroad with six (6) months' prior written notice
of such termination. Such termination shall be only with respect to the
specified Segment(s) of the Designated Rail Corridor identified in the
termination notice and shall not affect the continuation of the Agreements with
respect to the remaining Segments of the Designated Rail Corridor. With such
partial termination, all further obligations (other than obligations which arose
prior to such termination and any provisions hereof which are intended to
survive the expiration or other termination) shall cease only as to affected
Segment(s) and all terms and conditions of the Agreements shall remain unchanged
and in full force and effect as to the remaining Segments within the Designated
Rail Corridor. In the event of any partial termination hereunder, Pathnet shall
not be entitled to any refund, rebate or
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set off relating to the consideration paid or given pursuant to the License
Agreement nor any adjustment to the mileage bank.
26.2 Removal Upon Termination. Within ninety (90) days of the expiration
or earlier or partial termination of the Agreements (or such longer period as
may be reasonably necessary to remove Pathnet's Facilities and System provided
Pathnet begins removal within such ninety (90) day period and continues
diligently to completion), Pathnet, at its own risk, cost and expense, shall
remove all above ground Facilities, System and appurtenances from the Designated
Rail Corridor, all underground Optical Fibers, and such other underground
Facilities, System and appurtenances as Pathnet desires or Railroad reasonably
requests so as to avoid interference with Railroad operations, and restore the
Designated Rail Corridor and other affected property of Railroad to the
functional or operational condition existing prior to the construction or
installation of such Facilities, System and appurtenances. If Pathnet fails to
timely remove the System and Facilities and restore the Designated Rail Corridor
and other affected property as provided in the preceding sentence, Pathnet shall
be deemed to have abandoned such Facilities and System in place, in which event
such Facilities and System shall become the property of Railroad, for purposes
of resale, use or operation by Railroad in any manner and for any purpose
Railroad deems appropriate, in its sole discretion; or Railroad may cause such
removal and restoration to be performed and all costs incurred by Railroad in
such removal and restoration, together with interest thereon at the Default
Rate, shall be due and payable by Pathnet to Railroad upon written demand.
26.3 Continuing Obligations. The expiration or earlier termination of the
Agreements shall not release any party from any liability or obligation incurred
prior to such expiration or termination or terminate any right or obligation
which would have continuing relevance after such expiration or termination of
this Agreement. Without limiting the foregoing, the indemnification obligations
of Pathnet, the rights of Railroad to review Pathnet's books and records, and
such other provisions which are reasonably intended to have continuing validity,
shall survive the expiration or earlier termination of the Agreements.
27. DOCUMENT CONFIDENTIALITY.
27.1 General. Railroad and Pathnet understand and agree that the
Agreements, and all materials, maps, documents and other information that are
referred to therein or attached thereto, exchanged between the parties in
negotiating the Agreements, or utilized in fulfilling the provisions and intent
hereof or thereof, are and shall be confidential, except as may be required by
law or regulation. Any public announcement or press release concerning the
Agreements by either party shall be subject to the prior approval of the other
party, which approval shall not be unreasonably withheld.
27.2 Restricted Distribution. Railroad and Pathnet each agree to respect
such confidentiality, and shall restrict the distribution of the Agreements and
such materials only to those Persons designated to implement the provisions
hereof, and shall not disclose or furnish to any third parties copies of the
Agreements or any materials referred to herein, without the prior written
consent of the other party hereto or, subject to Section 27.3, a Court Order or
Administrative Subpoena requiring same, except as may be required by law or
regulation. The parties agree that in distributing copies or portions of these
materials to Persons necessary to
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implement the same, such copies or materials shall be clearly marked as
confidential, and indicating that the further distribution, copying or
reproduction of the same is expressly prohibited.
27.3 Redacted Copy. The parties shall jointly prepare redacted copies of
the Agreements which may be furnished, as necessary to implement the provisions
hereof, to (a) Arbitration Panel, (b) Court, (c) Administrative Tribunal, (d)
mortgagee(s) or other financial backers of either party, and (e) prospective
users of Pathnet's Conduit (Innerduct), Cable, Optical Fiber or other Facility
authorized in accordance with the Agreements.
27.4 Injunctive Relief. The parties recognize and acknowledge that any
actual or threatened disclosure of such confidential information by either
party, its agents, employees or contractors, will cause irreparable harm to the
other party, such that monetary remedies available at law will not provide
adequate relief, and therefore the aggrieved party shall be entitled to receive
injunctive relief as an equitable remedy.
27.5 No Right to Non-Material Information. Neither party shall have the
right to obtain any information or documents from the other which are not
material to the provisions or implementation of the Agreements.
28. GENERAL TERMS.
28.1 Entire Agreement. The Agreements, and any exhibits or amendments
which may be attached thereto from time to time, constitute the entire agreement
between the parties hereto with respect to the subject matter thereof and may be
modified only by a writing executed by both parties.
28.2 Incorporation by Reference. The Agreements, as amended by the parties
from time to time in accordance therewith, shall be incorporated by reference
into any Build Supplement, separate finance agreement or other document executed
between the parties, and such incorporation shall include all amendments and
exhibits to the Agreements, even if made or attached subsequent to the date of
the Agreements.
28.3 No Third Party Beneficiaries. Except as otherwise provided in the
Agreements, nothing contained therein, in any provision or exhibit thereof, or
in any agreement or provision included by reference, shall operate or be
construed as being for the benefit of any third person.
28.4 Interpretation. Neither the form of the Agreements, nor any provision
therein, shall be interpreted or construed in favor of or against either party
hereto as the sole drafter thereof.
28.5 Force Majeure. The parties agree that a party shall not be liable for
its failure to perform its obligations under the Agreements during any period in
which such performance is delayed by fire, flood, war, embargo, riot, labor
strike or unrest, the intervention of any government authority, train
derailment, or any other event or condition outside the reasonable control of
such party, provided that such party promptly notifies the other party of the
delay and the reason(s) for such delay. The provisions of this paragraph shall
not apply to Pathnet's payment obligations under the License Agreement.
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28.6 Reasonableness. Wherever the term "reasonable" is used in the
Agreements, the term shall mean: for Railroad, application of standard and
established railroad engineering, operating and safety rules, regulations and
procedures; for Pathnet, application of standard and established carrier
engineering and operating rules.
28.7 Approval or Consent. Wherever the term "approval" or "consent" is
used in the Agreements, unless otherwise specifically qualified, the term shall
mean that such "consent" or "approval" shall not be unreasonably withheld,
delayed or conditioned.
28.8 Parties. Wherever used in the Agreements, the terms "Railroad" and
"Pathnet" shall be construed in the singular or plural as the context may
require or admit, and shall include the permitted successors and assigns of such
parties.
28.9 Severability. The Agreements are executed under the current
interpretations of applicable federal, state, county, municipal and local
statutes, ordinances and laws. However, each separate division (section,
paragraph, clause, item, term, condition, covenant or agreement) thereof shall
have independent and severable status for the determination of the legality
thereof. If any separate division is determined to be void or unenforceable for
any reason, such determination shall have no effect upon the validity or
enforceability of each other separate division, or any combination thereof.
28.10 Governing Law; Venue. The Agreements shall be construed and governed
under the laws of the State of Delaware. It is the particular intent of the
parties that the indemnification obligations contained in the Agreements shall
be enforceable and shall not be deemed to be against public policy. The parties
consent to the personal jurisdiction of and to exclusive venue in the United
States District Court in and for the Middle District of Florida, Jacksonville
Division.
28.11 Assignability.
(a) Except as otherwise specifically provided in the Agreements,
Pathnet shall not assign or transfer any right or interest in the Agreements
without the prior written consent of Railroad, which consent may be withheld in
Railroad's sole discretion. The above requirement for consent shall not apply to
(i) any disposition of all or substantially all of Pathnet's stock or assets;
(ii) any corporate merger, consolidation or reorganization, whether voluntary or
involuntary, involving Pathnet; or (iii) a sublease or assignment of the
Agreements (in whole or in part) by Pathnet to a subsidiary, affiliate, or
parent company, controlled by, under common control with, or controlling, either
indirectly or directly, Pathnet, provided that no assignment not consented to by
Railroad shall relieve Pathnet of any of its obligations or liabilities under
the Agreements and, provided further, that such Assignee agrees in writing to be
bound by the terms of the Agreements. Nothing herein shall prohibit Pathnet (i)
from involving contractors, or strategic or co-development partners in
construction and operation of the fiber optic facilities, on such terms as
Pathnet may determine in its sole discretion, provided all such activities are
conducted in accordance with the terms of the Agreements, and that Pathnet
remains fully liable for all obligations thereunder; and (ii) from granting
liens or other security interests in the fiber optic facilities or Pathnet's
rights under the Agreements in connection with financing or investments made
available to Pathnet; provided that all such parties agree that, if and to the
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extent they acquire an ownership interest thereunder, they shall be bound by and
shall comply with the terms of the Agreements.
(b) Upon request by Pathnet, Railroad shall execute reasonable
documentation to be provided by Pathnet acknowledging the rights of Pathnet's
lender(s) ("Lender") to obtain ownership of any fiber optic facilities if the
Agreements are still in effect and Pathnet is in material default under the
terms of Pathnet's loan to Lender, provided, however, that in such case Lender
shall agree in writing that it shall become an assignee to the Agreements and
shall become subject to all rights and obligations of Pathnet under the terms of
the Agreements (and Pathnet also shall remain subject to all obligations of
Pathnet under the Agreements). In addition to the rights granted to Pathnet
under the Agreements, Pathnet's Lender shall have the additional right to take
possession, sell, assign or otherwise transfer any fiber optic facilities,
including the right to operate, or permit a third-party to operate, any fiber
optic facilities, provided such operation shall be subject to all terms and
conditions of the Agreements and provided further that Railroad shall approve
such party, in Railroad's reasonable discretion.
(c) Railroad may assign the Agreements to any Affiliate, any
purchaser(s) of the Designated Rail Corridor to the extent applicable to such
Rail Corridor, or any Person in connection with any merger or consolidation of
Railroad, provided that any such assignment shall be subject to the terms and
conditions of this Agreement.
28.12 Time is of Essence. Time is of the essence in the performance of
each party's obligations under the Agreements.
28.13 Incorporation of Exhibits. All exhibits attached to the Agreements
are incorporated by this reference and made a part of the Agreements for all
purposes.
28.14 Multiple Counterparts. Each of the Agreements may be executed in
several counterparts, each of which shall be deemed an original, and such
counterparts shall constitute one and the same instrument.
28.15 WAIVER OF JURY TRIAL. RAILROAD AND PATHNET HEREBY KNOWINGLY,
VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT EITHER MAY HAVE TO A TRIAL BY JURY
IN RESPECT OF ANY LITIGATION BASED ON, ARISING OUT OF, UNDER OR IN CONNECTION
WITH THE AGREEMENTS OR ANY DOCUMENTS CONTEMPLATED TO BE EXECUTED IN CONNECTION
THEREWITH OR ANY COURSE OF CONDUCT, COURSE OF DEALINGS, STATEMENTS (WHETHER ORAL
OR WRITTEN) OR ACTIONS, RIGHTS OR OBLIGATIONS OF EITHER PARTY ARISING OUT OF OR
RELATED IN ANY MANNER TO THE AGREEMENTS (INCLUDING, WITHOUT LIMITATION, ANY
ACTION TO RESCIND OR CANCEL THE AGREEMENTS OR ANY CLAIMS OR DEFENSES ASSERTING
THAT EITHER OF THE AGREEMENTS WAS FRAUDULENTLY INDUCED OR IS OTHERWISE VOID OR
VOIDABLE). THIS WAIVER IS A MATERIAL INDUCEMENT FOR THE PARTIES TO ENTER INTO
AND ACCEPT THE AGREEMENTS.
28.16 Authorization. Railroad and Pathnet represent and warrant that each
has obtained all necessary corporate approvals authorizing the execution and
delivery of the Agreements, and
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that the execution and delivery of the Agreements will not violate the articles
of incorporation or by-laws of such corporation, and will not constitute a
material breach of any contract by which such corporation is bound.
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EXECUTED as of the Effective Date.
Witness: CSX TRANSPORTATION, INC.,
For itself and as Operator for New York
Central Lines LLC, a wholly-owned subsidiary
of Consolidated Rail Corporation
By:
- -------------------- --------------------------------
Name:
- -------------------- Title:
Witness: PATHNET TELECOMMUNICATIONS, INC.
By:
--------------------------------
Name:
Title:
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EXHIBIT A
DESCRIPTION/DEPICTION OF THE PREMISES
[to be agreed to by the parties]
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EXHIBIT B
1. ROUTE DESIGNATION; DOCUMENTATION; INSPECTION; ACCESS.
1.1 Documentation. Railroad shall furnish to Utility, electronically
if available, at Utility's cost, copies of Valuation Maps with available indices
thereto within thirty (30) days of the date of Utility's written request.
Railroad shall make available to Utility, for reproduction at Utility's cost,
all available Railroad engineering documents relating to bridges, overpasses or
tunnels on or along such Route Plan. Railroad shall also furnish, at Utility's
cost, copies of maps or other documents to assist Utility in determining the
identity and location of other users of those portions of Railroad's Rail
Corridor designated on Utility's Route Plan. The furnishing of maps, documents
or other materials hereunder, however, shall not be a guarantee by Railroad of
the accuracy or completeness of same.
1.2 Inspection. Railroad agrees to participate with Utility in a joint
inspection of those portions of the Railroad Corridor designated on Utility's
Route Plan for the purpose of identifying problem areas and defining final
Conduit Right-of-Way routes or alternatives. Railroad also agrees to participate
in any additional joint inspections that may be required for the purpose of
detailing and developing solutions for problem areas.
1.3 Route Plan. Prior to the preparation of detailed Construction Plans as
contemplated in Section 1.7, Utility shall submit to Railroad a proposed Route
Plan marked on Railroad Valuation Maps. Railroad shall review and, through its
Engineer, approve or reject the proposed Route Plan. If rejected for reasons
other than Railroad's plans to Abandon a Segment of the Railroad Corridor,
Railroad shall cooperate with Utility to locate an alternative mutually
acceptable route along Railroad's Rail Corridor to the extent available. Upon
Railroad's approval of Utility's proposed Route Plan, such approved Route Plan
shall be attached to this Agreement as Exhibit A-1, for the purpose, among other
things, of defining the Designated Railroad Corridor.
1.4 Planning and Design Phase. From and after the date of submission by
Utility to Railroad of Utility's Route Plan, Utility and its designated
employees, agents and representatives shall have the right to enter upon any
portion of Rail Corridor shown on such Route Plan for a period of one hundred
eighty (180) days for the purpose of surveying and inspecting the same, subject
to all applicable notice, approval and other applicable requirements contained
in this Agreement (the "Planning and Design Phase").
1.5 Conditions of Right of Entry. All surveys or route inspections (or any
other entry by Utility hereunder) shall be made upon reasonable advance notice
to and at times satisfactory to Railroad, in a manner so as not to interfere
with operations of Railroad, and shall be at the sole risk, cost and expense of
Utility. Rights of entry shall not be unreasonably withheld or delayed.
1.6 Construction Planning Schedule. Utility shall furnish to Railroad a
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proposed schedule of construction and installation (commencement and completion
dates) on each portion of the Designated Rail Corridor to be utilized for
Utility's System. Said schedule of construction shall be sufficient to allow the
coordination of Railroad, Utility and construction personnel and operating train
movements. Utility shall schedule installation and construction to avoid
disruption of Railroad operations (including operation of freight and passenger
trains. Utility may request Railroad to reschedule or divert trains, where
possible, to minimize disruption of Utility's construction schedule, and, to the
extent possible and practical, as solely determined by Railroad's Engineer,
Railroad shall make such diversion or rescheduling. Utility further recognizes
that regulations of the Federal Railroad Administration (FRA) may require "Slow
Orders" to be issued by Railroad to trains operating in areas of Utility's
construction, and that such "Slow Orders" may cause delays in train movements,
including delays in movement of freight and passenger trains. Additional costs,
expenses or losses to Railroad generated by any "Slow Order", rescheduling,
delay or diversion (including detours or rerouting) resulting from any request
of or actions or omissions of Utility, its employees, agents, contractors or
subcontractors, or which results from any Fouling of Track(s), plus any damage
to or destruction of Railroad's signals, tracks or other facilities resulting
therefrom, shall be reimbursed by Utility.
1.7 Construction Plans. Whenever Utility desires to install or construct
any part or portion of its Facilities or System, including any structural
attachments, within the Designated Rail Corridor, Utility shall submit written
notice (the "Construction Notice") in two (2) signed counterparts, accompanied
by four (4) copies of the relevant Construction Plans, to Railroad's Engineer
for consent and approval of Railroad, which approval shall not be unreasonably
withheld or delayed. Upon approval by Railroad, one (1) signed counterpart of
the Construction Notice shall be returned by Railroad. Upon receipt of the
signed counterpart of the construction Notice by Utility, the Construction
Notice and the Construction Plans so approved shall be considered as being
incorporated into and made a part of this Agreement for all purposes.
1.8 Limited Scope of Approval. Railroad's right of approval of
Construction Plans, and the location of Utility's Facilities and System, and the
nature of Transmission Technology shall apply only to the extent that
construction or use of Facilities, System or Transmission Technology may affect
train or signal operations or the use of Railroad's Rail Corridor.
1.9 Installation and Construction Phase. From and after the date of
Railroad's approval of Utility's Construction Plans, as provided in Section 1.7,
Utility, its employees, agents and/or contractors, shall have the right, for a
period of one hundred eighty (180) days, to enter and construct and install
Utility's Facilities and System on that Segment designated in the Construction
Plans. Utility shall coordinate with, and secure advance written approval from
Railroad's Engineer, for all access to track and Restricted Working Area of Rail
Corridor, understanding that the operation of Railroad trains over any Rail
Corridor shall have priority. Construction and installation shall also be in
accordance with Fiber Optic Installation SOP (Standard Operating Procedure, MWI
1905-01, Issued 6/30/98), a copy of which is attached hereto as Exhibit M.
1.10 As-Built Drawing. Within ninety (90) days after completion of
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construction and installation of each Segment of Utility's System, Utility shall
furnish to Railroad an As-Built Drawing, referencing Railroad stationing,
Valuation Maps and mileposts for such Segment, which, when approved by Railroad
and as amended from time to time, shall be collectively attached hereto as
Exhibit A-2.
1.11 Maintenance and Operation Phase. Only after construction of each
Segment of Utility's System and approval by Railroad's Engineer of the
applicable As-Built Drawing, shall Utility, its employees, agents and/or
contractors, be permitted operational and maintenance access to such Segment, in
accordance with the provisions of this Agreement. With respect to each
independent Segment, the period after the Planning and Design Phase but prior to
the approval of the applicable As-Built Drawing is herein sometimes called the
"Installation and Construction Phase" and the period after the approval of the
As-Built Drawing is herein sometimes called the "Maintenance and Operation
Phase."
1.12 Reinstallation, Replacement and Removal. The provisions of this
Article 1 shall apply to any reinstallation, replacement or removal of any
Facilities by Utility.
2. SURVEYS AND RECORDS; COSTS.
2.1 Railroad Maps and Surveys. Railroad shall, at Utility's cost and upon
Utility's written request, furnish to Utility a copy of its current System Map,
System Diagram Map and Valuation Maps for Segments identified in the Route Plan
as System Segments. Railroad, however, shall not be deemed to have guaranteed
the accuracy of any map, survey or related records made available to Utility.
2.2 Utility Maps, Surveys and Records.
(a) If Utility performs or contracts to perform formal surveys of the
Rail Corridor, or any constructed Conduit Right-of-Way, Utility shall furnish
Railroad, upon request, a copy thereof, at Utility's cost, subject to lawful
limitations of survey contracts and applicable laws. Utility shall not be deemed
to have guaranteed the accuracy of such surveys. If Utility is required or
chooses to secure and/or file any surveys for any of its Facilities, Utility
shall bear the total cost thereof.
(b) Any copies or records made or data compiled by Utility relating
to Railroad's Rail Corridor (including but not limited to: maps; plans; photos;
video tapes; motion pictures; notes; survey data; cassette tapes and other types
of records and measurements) shall become the sole property of Utility. However,
subject to the document confidentiality provisions hereof, Utility shall provide
such data or records to Railroad.
(c) Utility shall, at its expense, furnish Railroad, annually, a map
of Utility's Fiber Optic Communication System ("Fiber Optic System Map")
depicting the location of Utility's Facilities and System on the Designated Rail
Corridor and fiber count by Segment.
(d) Utility shall update its Fiber Optic System Map after each new
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Segment is constructed, and shall include a copy of the relevant portion thereof
with each As-Built Drawing required in Section 1.10.
3. LOCATION OF UTILITY FACILITIES.
3.1 Perimeter Location. Occupation by Utility of the Rail Corridor
(including any portion that shall pass along or through an active operated
Railroad yard, terminal or station) shall be confined where practical to the
outer perimeter of the Rail Corridor, yard, etc. Minimum distance to the
centerline of the nearest track shall be eleven feet (11') unless otherwise
specifically agreed in writing by Railroad. The exact location and depth shall
be determined on a case-by-case basis during the Planning and Design Phase for
the Facilities.
3.2 Railroad Tunnels. The installation of Cable in Railroad tunnels shall
be avoided whenever possible, by the installation of Cable over Railroad tunnels
within Railroad Rail Corridor. Where such installation over the tunnel is not
reasonably possible, and after specific written approval by Railroad's Engineer,
Cable shall be laid or installed within existing conduits or ducts, where
available and in usable condition, or within suitable conduit (nonflammable,
inert material pipe) installed by Utility on the floor level of the tunnel, at a
point farthest away as practical from the nearest operated rail or track.
3.3 Entrance into Tunnel or onto Bridge. Any entrance by Utility or its
employees, agents or contractors into Railroad's tunnel, onto Railroad's bridge,
or on Railroad's property adjacent to a bridge or tunnel for any purposes, shall
be in accordance with the provisions of Article 12 of this Agreement.
4. CONDUIT (INNERDUCT)/CABLE INSTALLATION AND CONSTRUCTION.
4.1 Underground Installation. In all situations where reasonably possible,
Conduit (Innerduct) or Cable shall be installed by Utility, or its
contractor(s), underground, and in accordance with the "Specifications for
Underground Cables Occupying Railroad Rail Corridor" attached hereto as Exhibit
E. Notwithstanding any contrary provisions contained in Exhibit E, the
installation depths and limits of Cable or Conduit (Innerduct) shall be as
follows:
(a) Where Cable crosses underneath tracks, whether mainline,
secondary or industrial, Cable must be installed in Conduit (Innerduct);
(b) Cable to be installed within fifteen linear feet (15') of the
centerline of any tracks, shall be installed in Conduit (Innerduct);
(c) Conduit (Innerduct) installation is not required for Cable to be
installed more than fifteen linear feet (15') from the centerline of any tracks;
(d) The depth of Conduit (Innerduct) under tracks shall be no less
than sixty inches (60") below the bottom of ties, for a length at least two
linear feet (2') beyond the outer end of such ties;
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(e) Where on-rail plowing is authorized, as provided herein, Cable
and/or Conduit (Innerduct) shall be installed at a depth of no less than
forty-two inches (42") below ground surface;
(f) Cable or Conduit (Innerduct) to be installed within twelve linear
feet (12') of the centerline of the nearest track shall be at a depth of no less
than forty-two inches (42") below ground surface;
(g) Cable or Conduit (Innerduct) to be installed twelve linear feet
(12') or more away from the centerline of the nearest track shall be installed
at a depth of no less than thirty-six inches (36") below ground surface.
4.2 On-Rail Plow. Subject to the sole discretion and approval of
Railroad's Engineer for exact location of use, scheduling and utilization of an
on-rail plow machine, Utility shall have the right to utilize such machine for
construction purposes. If such use is approved, Railroad will provide all
necessary work trains and crews at Utility's sole cost and expense to facilitate
use of such machine. When within fifteen feet (15') of any signal wires,
culverts, grade crossings or other Railroad facilities, Utility must cease all
rail plow installation and (a) utilize only hand-trenching, behind (trackside
of) any Railroad facilities or obstructions (signals, signal boxes, relay cases,
etc.) which have wire or Cable connections to any track, and/or (b) place
Utility Conduit (Innerduct) or Cable only to the front (fieldside) thereof.
Utility shall pay for any repairs to signal wires, culverts, grade crossings or
other Railroad facilities damaged by said plowing or trenching.
4.3 Aerial Attachments. In situations where Utility determines that
underground installations are not reasonably practicable, installations shall be
by aerial attachments in accordance with the Association of American Railroads
"Communications Manual Part 1-B-1, Paragraphs A through S" and "Specifications
for the Construction of Railroad Communication Pole Lines, Section K", copies of
which are attached hereto collectively as Exhibit F. Details of each aerial
section of Cable shall be shown where appropriate as a part of the Construction
Plans and As-Built Surveys furnished to Railroad for approval as required under
this Agreement.
4.4 Water Crossings. In the event that Utility elects to perform submarine
Conduit (Innerduct) or Cable installation rather than installation by attachment
to Railroad's existing pole lines or fixed or movable bridges, such submarine
installation shall be performed by Utility or its contractor(s) at Utility's
sole risk, cost and expense.
4.5 Bridge Attachments. Attachment to all Railroad bridges, where
attachment to an adjacent parallel pole line is not desired by Utility, shall be
as prescribed in the "Specifications for the Attachment of Cables to Railroad
Bridges", a copy of which is attached hereto as Exhibit G.
4.6 Public Roadway Crossings. Cable or Conduit (Innerduct) crossing under
public roadways shall be at a location and depth as required by any applicable
federal, state or local laws, regulations or lawful orders. To the extent not
pre-empted by such
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authorities, such installation shall also be in accordance with Exhibit E.
4.7 Public Utility Crossings. Cable or Conduit (Innerduct) crossing over
or under public utilities shall be located and installed in accordance with all
applicable federal, state and local laws, regulations and lawful orders, and
such lawful requirements as may be stipulated by any governmental agency
(including operators of rail passenger services) or public authority. If in the
conduct of any work, any changes or alterations in pipelines, sewers, drains,
conduits, fences, power, signal or communication lines or other utility or
Railroad facilities are necessary (either temporary or permanent) by reason of
the foregoing or the requirements of Railroad, such changes shall be made or
caused to be made solely by Utility at Utility's sole risk, cost and expense;
provided, however, that costs and expenses for any such work, changes or
alterations necessitated by any other third party shall be paid by such third
party.
4.8 Emergency Repair. Emergency Cable installation, maintenance or repair
methods shall be as set forth in Exhibit H attached hereto.
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EXHIBIT C
LEASE
THIS LEASE, made as of this ____ day of ______________, ______, between CSX
TRANSPORTATION, INC., a Virginia corporation, [as operator for New York Central
Lines LLC, a Delaware limited liability company] whose address is 500 Water
Street, Jacksonville, Florida 32202 ("Lessor"), and Pathnet Telecommunications,
Inc., a Delaware corporation, whose address is 1015 31st Street N.W.,
Washington, D.C. 20007 ("Lessee"):
RECITALS
A. Lessor and Lessee have entered into those certain Fiber Optic Access
and License Agreement and Right of Way Operating Agreement dated as of
____________________, as amended and supplemented from time to time by
the parties (the "Base Agreement").
B. The Base Agreement contemplates Lessee's use of certain land owned by
Lessor for the placement of non-cable facilities including Repeater
(Regen) Sites, or power or auxiliary power stations, or sites for
construction facilities or temporary storage of materials and fuel for
power stations.
C. In order to implement the provisions of the Base Agreement, Lessor and
Lessee desire to enter into this Lease for the premises described
herein and on the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual covenants set forth herein,
the rental to be paid by Lessee and other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee
hereby agree as follows:
1. INCORPORATION OF RECITALS.
The parties represent and acknowledge that the foregoing recitals
are true and correct and are incorporated herein by this reference.
2. DESCRIPTION OF PREMISES.
Lessor does hereby lease unto Lessee that certain parcel of
unimproved land (exclusive of tracks and roadbed) located and more particularly
described or depicted on Exhibit "A" attached hereto and by this reference made
a part hereof (the "Premises").
3. CERTAIN DEFINITIONS.
3.1 General Interpretive Principles. For purposes of this Lease,
except as otherwise expressly provided herein or unless the context otherwise
requires: (i) the terms used herein include the plural as well as the singular,
(ii) the use of any gender herein shall be deemed to include the other gender,
(iii) the word "including" means "including, but not limited to," and (iv) the
headings used herein shall not describe, interpret, define or limit the scope,
extent or intent of any provision hereof.
3.2 Definitions. Except as otherwise expressly defined in this
Article 3 or otherwise herein, the capitalized terms used in this Lease shall
have the meanings set forth in the Base Agreement.
3.2.1 "Lessee" shall mean Lessee as defined in the
introductory paragraph of this Lease, any successor by merger, consolidation or
reorganization, and its permitted assigns.
3.2.2 "Lessor" shall mean Lessor as defined in the
introductory paragraph of this Lease, any of its predecessor railroads, any
successor by merger, consolidation or reorganization, and its permitted assigns.
3.2.3 The term "damages" shall mean any and all damages,
including, but not limited to, civil, criminal, compensatory, consequential,
direct, indirect, treble, punitive, exemplary and special damages and all other
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damages and penalties of any kind available at law and/or in equity.
4. PERMITTED USE.
Lessee shall use and occupy the Premises in accordance with Section 21of
the Base Agreement, and for no other purpose (the "Permitted Use").
5. RENT.
Lessee shall pay to Lessor, as base rent for the Premises, the sum of *
DOLLARS ($*.00) per * payable * in advance from the date hereof for the duration
of the Term ("Base Rent"). Lessee shall pay all real estate taxes levied against
the Premises and the cost of any Lessee improvements placed on the Premises and
all costs of or charges for water, sewage, electricity, heat and any other
utilities furnished to the Premises. If any of the foregoing is paid by Lessor,
Lessee shall reimburse Lessor, as additional rent, within thirty (30) days after
presentation to Lessee of bills therefor ("Additional Rent"). The payment by
Lessee of any sum in advance shall not create an irrevocable lease for the
period for which the same is paid. Lessor reserves the right to periodically
adjust the Base Rent any time after the expiration of twelve (12) months (and to
adjust any adjusted rent thereafter), by giving notice of such adjustment to
Lessee at least sixty (60) days prior to the effective date of such adjustment.
Lessee's continued occupation of the Premises after such effective date shall be
deemed an acceptance of such adjusted Base Rent.
6. APPROVAL OF PLANS, TRACK CLEARANCE.
Lessee, prior to placing any improvement on the Premises, shall submit
plans to, and secure approval in writing of, Lessor, which such approval may be
withheld in Lessor's sole discretion. Lessee shall not erect, place or allow to
be erected or placed on the Premises any buildings, structures, fixtures or
obstructions of any kind, either temporary or permanent, within twenty-five feet
(25') of the centerline of the nearest track, unless Lessee obtains the prior
written consent of Lessor, which may be withheld in Lessor's sole discretion;
provided that the foregoing shall not be construed to permit any track clearance
less than the minimum required by any applicable law, rule, order or regulation.
Any approval by Lessor of any improvement or alteration made by Lessee, or
failure of Lessor to object to any work done or material used, or the method of
construction or installation, shall not be construed as an admission of
responsibility by Lessor or as a waiver of any of Lessor's rights under this
Lease.
7. FIRE PREVENTION.
Lessee shall cooperate with the Risk Management Department of Lessor and
shall promptly comply with fire prevention measures requested by said
Department. Lessee shall make no electrical installations or alterations in and
to the improvements or electrical or other circuits (whether for power, light,
heat or other purposes) now or hereafter located on the Premises, except by a
duly licensed electrician, and shall make no installation of natural gas,
propane, kerosene or other combustion fuel heating or cooling units, except by
licensed heating or cooling contractor. No such alterations or installations
shall be made without prior written approval of Lessor's Risk Management
Department, which may be withheld in its sole discretion.
8. PERMITS, ORDINANCES, REGULATIONS:
8.1 Lessee, at Lessee's sole cost and expense, shall obtain any
applicable permits and shall comply with all applicable permits, ordinances,
rules, regulations, requirements and laws of any Governmental authority having
jurisdiction over the Premises or the Permitted Use thereof or the placement or
use of any improvements thereon, including but not limited to zoning, health,
safety, building or environmental matters. Lessee shall supply Lessor with
copies of all permits and letters or certificates of such authority's consent to
and/or approval of Lessee's use of the Premises.
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8.2 Lessee shall further defend, indemnify and hold Lessor harmless
from all losses, damages, costs of defense (including attorneys' fees) and costs
of compliance relating to any ordinance, rule, regulation, law, citation, order
or notice, any violation thereof, any penalty, levy, fine or assessments
therefrom, including any penalty, levy, fine, assessment, compliance cost or
remedial charge levied during the Term, or after termination of this Lease for
events arising during this Lease.
9. MAINTENANCE, REPAIRS AND COSTS.
Lessee will not create or permit any nuisance in, on or about the Premises,
and Lessee shall repair and maintain, at its sole cost and expense, the Premises
and any improvements thereon, in a neat and clean condition to the reasonable
satisfaction of Lessor.
10. SERVICES, UTILITIES.
Lessor will be under no obligation to furnish the Premises with water, gas,
sewage, electricity, heat, or other services and supplies that may be necessary
or desirable in connection with Lessee's use and occupancy of the Premises.
11. ADJACENT AREAS.
Except as provided in Article 12 hereof, Lessee shall not use any property
of Lessor other than the Premises herein leased without first obtaining Lessor's
prior written consent and complying with all requirements of Lessor applicable
thereto, including payment of such charges, costs or fees as Lessor deems
appropriate, in its sole discretion.
12. INGRESS AND EGRESS.
Lessee shall have the right to use, in common with Lessor and others
authorized by Lessor, existing driveways or other property designated by Lessor
as the means of ingress to and egress from the Premises. Lessor shall be under
no obligation with respect to the condition or maintenance of said driveway(s)
or other property, and Lessee's use of same shall be subject to all of the
covenants, terms and conditions of this Lease.
13. PIPE AND WIRE LINES.
Lessor shall at all times have the right to maintain and/or construct, and
to permit others to maintain and/or construct, overhead and/or underground pipe
and/or wire lines now or hereafter installed upon or across the Premises, and to
use, repair, renew, replace and remove the same.
14. CLAIM OF TITLE.
Lessee shall not at any time claim ownership of or any right, title or
interest in or to the Premises, nor shall the exercise of this Lease for any
length of time give rise to any right, title or interest in or to the Premises,
other than the leasehold herein created.
15. MECHANIC'S LIENS.
Lessee shall promptly pay all debts incurred by, and shall promptly satisfy
all liens of, its contractors, subcontractors, mechanics, laborers and material
men in respect to any construction, alteration, maintenance or repair of, in or
to the Premises, and any improvements thereon, and shall indemnify, defend and
hold Lessor harmless from and against all losses, damages, penalties, fines and
legal costs and charges, including attorneys' fees incurred, in any suit
involving any lien, the enforcement or satisfaction thereof, or encumbrance
caused by the same, with respect to the Premises or any part thereof or any
improvements thereon. Further, Lessee shall have no authority to create any
liens for labor or material on or against Lessor's or Lessee's interest in the
Premises, and shall so specify in all contracts let by Lessee for any
construction, erection, installation, alteration, maintenance or repair of the
Premises or any improvement thereon.
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16. TERM, TERMINATION, BREACH, REMOVAL:
16.1 The initial term of this Lease shall be one (1) year, and shall
thereafter run year-to-year (the "Term"). This Lease may be terminated by either
party for any reason and at any time upon not less than three (3) months'
written notice. Notwithstanding the foregoing, in the event of a breach by
Lessee of any covenant, term or condition of this Lease or of the Base
Agreement, Lessor may, at its sole option, terminate this Lease immediately.
16.2 Upon the expiration or earlier termination of this Lease, Lessee
shall immediately vacate the Premises. Within ninety (90) days of the expiration
or earlier termination of this Lease, Lessee, at its own risk, cost and expense,
shall remove all improvements erected or used by Lessee on the Premises and
shall restore the Premises to the functional and operational condition existing
prior to the execution of this Lease. If within such ninety (90) day period,
Lessee fails to remove such improvements and restore the Premises accordingly,
Lessee shall be deemed to have abandoned its improvements in place, in which
event such improvements shall become the property of Lessor, for purposes of
resale, use or operation by Lessor in any manner and for any purpose Lessor
deems appropriate, in its sole discretion; or Lessor may cause such removal and
restoration to be performed and all costs incurred by Lessor in such removal and
restoration, together with interest thereon at the highest non-usurious interest
rate allowed by law, shall be due and payable by Lessee to Lessor upon written
demand.
16.3 The expiration or earlier termination of this Lease shall not
release either party from any liability or obligation incurred prior to such
expiration or termination nor terminate any right or obligation reasonably
intended to have continuing validity hereunder.
17. RELOCATION.
Lessor shall have the sole and absolute right to require the relocation of
the Premises, including any improvements thereon. The terms and conditions
applicable thereto shall be as stated in the Base Agreement.
18. LIABILITY, INDEMNITY.
18.1 In addition to the indemnification obligations stated elsewhere
herein, Lessee hereby releases Lessor, assumes responsibility for and shall
defend, indemnify and hold Lessor harmless from and against all losses, damages,
claims, fines, costs (including attorneys' fees) and expenses arising from or
relating to:
(a) any breach of this Lease by Lessee,
(b) any violation by Lessee of any law, rule, regulation,
order, notice, ordinance or any other requirement of a
public or governmental authority, including Lessee's
failure to obtain any necessary approval, consent or
permit,
(c) any damage (including environmental damage) to the
Premises, improvements or other property,
(d) any bodily injury, including death, of any person,
including, without limitation, the agents, employees,
contractors, licensees, permittees and invitees of
Lessor or Lessee and trespassers, which occurs on the
Premises or relates to any action or omission on the
Premises, and
(e) any liability arising from or relating to the condition
of the Premises, or Lessee's use or occupancy thereof or
placement or use of any improvements thereon,
whether caused by the fault, failure or negligence of Lessee, Lessor or
otherwise.
18.2 Lessee agrees it shall not have and hereby completely and
absolutely waives its right to any claim against Lessor for damages or any other
legal or equitable relief on account of any deficiencies in Lessor's title to
the Premises. Lessee shall indemnify and hold Lessor harmless from and against
all claims, litigation and damages for trespass, slander of title, overburden of
easement, or other claims arising out of or based upon Lessee's use or occupancy
of the Premises or any placement or use of any improvements thereon.
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18.3 Nothing contained herein shall amend, alter, modify, abridge or
affect the provisions of the Base Agreement relating to indemnification or the
allocation of liability.
18.4 The provisions of this Article 18 shall survive the expiration or
earlier termination of this Lease.
19. INSURANCE AND LIABILITY.
Each and every policy of insurance required under the Base Agreement
shall, prior to and during Lessee's use or occupancy of the Premises or any
placement or use of any improvements thereon, be amended or modified to provide
such coverage for Lessee's obligations hereunder, Lessee's use and occupancy of
the Premises and Lessee's placement or use of improvements thereon. Lessee shall
provide Lessor's Risk Management Department, 500 Water Street (J-907),
Jacksonville, FL 32202 with certified copies, except that, in the case of the
Railroad Protective Liability ("RPL") Policy, the original, of the insurance
policies amended or modified in accordance herewith. If, in Lessor's sole
opinion, higher limits of insurance coverage are necessary, Lessor shall so
notify Lessee and Lessee shall, within thirty (30) days of receipt of such
notice, provide to Lessor's Risk Management Department a certified copy (or the
original for the RPL Policy) of the endorsement to the appropriate policy
increasing the liability coverage to the required limit. The liability assumed
by Lessee under this Lease, including, but not limited to, Lessee's
indemnification obligations, shall not be limited to the insurance coverage
stipulated herein.
20. CONDEMNATION.
Should the Premises or any part thereof be condemned, appropriated and/or
acquired for public use, then Lessor, at its sole option, may terminate this
Lease. No part of any damages or award shall belong to Lessee, except to the
extent of any specific award from the governmental authority for improvements of
Lessee. The Premises shall be valued as vacant land, without consideration of
this Lease or Lessee's improvements on the Premises as an enhancement or
detriment to said value. Improvements of Lessee not so condemned, appropriated
and/or acquired shall be removed in accordance herewith.
21. SUCCESSORS, ASSIGNS; NO TRANSFER, SUBLEASE OR ASSIGNMENT.
21.1 The terms, covenants and provisions hereof shall inure to the
benefit of and be binding upon the successors and assigns of Lessor and the
successors and permitted assigns of Lessee.
21.2 The foregoing notwithstanding, Lessee shall not transfer, assign,
encumber or sublet this Lease or any part of the Premises or any rights or
privileges herein granted, without the prior written consent of Lessor, which
may be withheld in Lessor's sole discretion. The foregoing covenant shall also
apply whether such sale or transfer is made voluntarily by Lessee or
involuntarily in any proceeding at law or in equity to which Lessee may be a
party whereby any of the rights, duties and obligations of Lessee shall be sold,
transferred, conveyed, encumbered, abrogated or in any manner altered. Any sale,
conveyance, transfer, assignment, sublease, abrogation or encumbrance of this
Lease, all or any portion of the Premises or any of the rights and privileges
hereunder in violation of this Article 21 shall be null and void and Lessor, at
its sole option, may terminate this Lease.
22. BANKRUPTCY RIGHTS.
It is expressly understood and agreed that in the event of any assignment
for the benefit of creditors, or in the event a petition in bankruptcy shall be
filed by Lessee, or if Lessee shall be adjudged bankrupt or insolvent by any
court, or if a trustee in bankruptcy or a receiver of Lessee or Lessee's
property shall be appointed in any suit or proceeding brought by or against
Lessee, and if at such time this Lease is in default by Lessee, then and in such
event Lessor, at its sole option, may (i) immediately terminate this Lease, or
(ii) may request an election of affirmance or rejection of this Lease under
Section 365 of the Bankruptcy Act by giving Lessee or any such assignee,
trustee, or receiver written notice of such demand for election. If Lessee, or
such assignee, trustee or receiver, fails to elect affirmance and fails to
furnish adequate assurances as to the payment of Lessee's existing and future
indebtedness to Lessor and continued performance under the Lease, Lessee shall
be deemed to have rejected the same. If Lessee or such assignee, trustee or
receiver shall
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reject or be deemed to have rejected this Lease, this Lease shall be deemed
immediately terminated. If Lessee or such assignee, trustee or receiver shall
affirm this Lease, it shall thereupon be bound by all terms hereof, including,
without limitation, the obligation to make payment of all sums then or
thereafter due from Lessee hereunder.
23. SEVERABILITY, GOVERNING LAW, WAIVER, NOTICES.
23.1 Each and every separate division (paragraph, clause, item, term,
condition, covenant or agreement) herein contained shall have independent and
severable status from each other separate division, or combination thereof, for
the determination of legality, so that if any separate division herein is
determined to be unconstitutional, illegal, violative of trade or commerce, in
contravention of public policy, void, voidable, invalid or unenforceable for any
reason, that separate division shall be treated as a nullity, but such holding
or determination shall have no effect upon the validity or enforceability of
each and every other separate division herein contained, or any other
combination thereof.
23.2 This Lease shall be governed by the laws of the State in which
the Premises are located. Nothing contained herein shall amend, alter, modify,
abridge or affect the provisions of the Base Agreement relating to the parties'
choice of governing law as to the rights and obligations contained therein.
23.3 No waiver by Lessor of any breach of any covenant, condition or
agreement herein contained shall operate as a permanent waiver of such covenant,
condition, or agreement, or of any subsequent breach thereof. No payment by
Lessee or receipt by Lessor of a lesser amount than the installments of rent or
other sums due hereunder shall be deemed to be an acceptance thereof or a waiver
of any of Lessor's rights hereunder or a discharge of any obligation of Lessee
hereunder. Lessor shall have the right, in its sole discretion, to apply such
payment to any indebtedness owing from Lessee to Lessor. No endorsement or
statement on any payment or letter accompanying such payment shall be deemed an
accord and satisfaction, and Lessor may accept such payment without prejudice to
Lessor's right to recover any outstanding balance or to pursue any other remedy
provided in this Lease. No re-entry by Lessor after a breach or termination
shall be considered an acceptance of a surrender of the Premises unless
specifically agreed to in writing by Lessor.
23.4 All notices and communications required or permitted under or
otherwise concerning this Lease shall be addressed to Lessor or to Lessee, as
appropriate, at their respective addresses set forth herein, or at such other
address as either party may designate in writing to the other party. Copies of
any notices or communications required or permitted under Section 18 or 19 shall
be provided to Lessor's Risk Management Department, 500 Water Street (J-907),
Jacksonville, FL 32202.
24. OTHER PROVISIONS.
None
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IN WITNESS WHEREOF, the parties hereto have caused this Lease to be
executed, in duplicate, as of the day and year first above written.
"LESSOR"
CSX TRANSPORTATION, INC.
[as operator for New York Central Lines LLC,
a Delaware limited liability company]
Witnesses:
____________________________ By:_________________________________
Name:_______________________________
____________________________ Title:______________________________
"LESSEE"
PATHNET TELECOMMUNICATIONS, INC.
Name:_______________________________
____________________________ Title:______________________________
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EXHIBIT D
---------
[LOGO ART]
When working along the Rail Road Right of Way
Make sure you have all the other RR Tenants notified before digging. Long
Distance Telecommunications Companies use RR ROW to route very small Fiber
Optic Cables which carry huge volumes of Telecommunications traffic including:
Banking, Stock Markets, Point of Sale, 911, FAA and Government. Not to mention
YOUR Family trying to call one another.
LONG DISTANCE PHONE CO.
WORLDCOM 1-800-248-0133
AT&T 1-800-252-1133
MCI 1-800-624-9675
SPRINT 1-800-521-0579
QWEST 1-800-283-1237
Interstate FiberNet 1-800-374-2350
ONE-CALL CENTERS
Alabama 1-800-292-8525
Connecticut 1-800-922-4455
DC 1-800-257-7777
Delaware 1-800-282-8555
Florida 1-800-432-4770
Georgia 1-800-282-7411
Illinois (Chicago) 1-312-744-7000
Illinois 1-800-892-0123
Indiana 1-800-382-5544
Kentucky 1-800-752-6007
Louisiana 1-800-272-3020
Massachusetts 1-888-344-7233
Maryland 1-800-257-7777
Maryland 1-800-282-8555
Maine 1-888-344-7233
Michigan 1-800-482-7171
Mississippi 1-800-227-6477
North Carolina 1-800-632-4949
New Hampshire 1-888-344-7233
New Jersey 1-800-272-1000
New York City
(Long Island) 1-800-272-4480
New York 1-800-962-7962
Ohio 1-800-362-2764
Pennsylvania 1-800-242-1776
Rhode Island 1-888-344-7233
South Carolina 1-800-922-0983
Tennessee 1-800-351-1111
Virginia (South) 1-800-552-7001
Virginia (North) 1-800-257-7777
Vermont 1-888-344-7233
West Virginia 1-800-245-4848
.48
49
CSXT EXHIBIT E
SPECIFICATIONS FOR UNDERGROUND COMMUNICATIONS AND POWER CABLE CROSSINGS AND
LONGITUDINAL OCCUPANCY UNDER TRACKS AND RIGHTS OF WAY
A. PURPOSE OF SPECIFICATIONS
The purpose of these specifications is to govern the location and
installation of underground communication and power cables crossing under
the track(s) and/or CSXT right of way in a manner that will not interfere
with present and future CSXT construction operations.
B. GENERAL LOCATION OF UNDERGROUND FACILITIES
1. The cable or duct system of proposed underground crossings shall
be laid as straight and direct as possible between the points
where the underground line enters and leaves the property of CSXT.
2. Manholes, pull and splice boxes, and terminals in the underground
crossings should be located off CSXT's right of way where
possible, or at the outer edge of the right of way when on
Railroad property. If the structures must be located further from
the right of way line, and nearer the track(s), they must be
installed below ground, and marked with identification flush with
the ground.
C. DESIGN CRITERIA FOR UNDERGROUND FACILITIES
1. The tops of conduits and/or ducts and cable system structures of
underground cable crossings shall be located at a depth of not
less than 60 inches below the bottom of the crossties. In
addition, the installations shall be at least 36 inches below the
bottom elevations of ditches or 42 inches below ground level for
parallel installations with the lowest depth governing. Where
rail-plow is authorized, conduit or cable shall be at a depth of
not less than 42 inches below ground level.
When installations are proposed by rail plowing, the minimum
offset from the centerline of the near track shall not be less
than 15 feet. When installations are proposed by tractor plowing,
they shall be located more than 15 feet from the centerline of the
near track. Tractor plowing will not be permitted on railroad
embankments without specific site approval. The proposed conduit
installations shall not be located less than 5 feet from CSXT code
cables. Plowing through
50
public or private road crossings will not be permitted. All
drainage structures will be located and marked prior to plowing or
trenching.
Unless otherwise approved, manholes, hand hole/splice boxes shall
be located at least 25 feet from the centerline of the near track
where right of way is available. Unless otherwise approved, bored
conduits shall clear signal control building and appurtenance
foundations by 5 feet vertically. The conduits are to be clear
such facilities horizontally by 5 feet if trenched and 10 feet if
bored.
2. Underground crossings of power supply cables with a maximum
voltage of 750 volts may be installed by pushing or boring a
galvanized steel pipe under the tracks at a depth specified above
to serve as a conduit, provided such pipe extends at least 25 feet
beyond the outside rail on each end of the crossing and the top of
pipe casing is buried at least 60 inches below the bottom of the
crossties and 36 inches below ditch bottoms at all other points on
the property of CSXT. Longitudinal occupancy shall be approved by
the Chief Engineer to ensure that such proposed occupancy does not
impair the normal functioning of Train Control equipment.
Measurements to the ends of the conduits shall be to the head of
the outside rail and made at right angles to the track. Additional
lengths will be required for crossings in fill sections and those
at angles of less than ninety degrees (90 degrees) and for
multi-track crossings. Generally, on fills, two feet beyond the
toes of the slopes or three feet beyond the ditch should be
sufficient, (refer to Attachment No. 1 and No. 2). All ducts
and/or encasement beneath the tracks must be capable of
withstanding E-80 loading and conform to A.R.E.MA. Part 5, Section
5.3. Conduits and/or encasement larger than four (4) inches shall
be governed by the specifications which normally cover pipelines.
Jacking or boring installation is preferred, and no water is to be
used in the installation of the encasement.
3. Underground crossings of communications cables of low voltage
shall conform to number "2" above, except that encasement may, at
the discretion of the Chief Engineer or his authorized
representative, be restricted to 15 feet beyond the outside rail
of spur or sidetracks measured at right angles to the track. As in
number "2" above, additional lengths will be required for
crossings in fill sections, etc. These criteria shall also apply
to paved street sections.
4. Underground crossings of power supply cables operating above 750
volts will be installed at depths specified above. In addition,
between the points where the underground crossings enter or leave
CSXT
2
51
property, the cable is to be enclosed in galvanized steel pipe or
in an approved concrete encased duct for mechanical protection of
the cable. No cable of this potential, which is unprotected, will
be permitted. Longitudinal occupancy shall be approved by the
Chief Engineer to ensure that such proposed occupancy does not
impair the normal function of Train Control equipment. If risk to
inductive interference is perceived, a further examination by a
third party may be required.
5. Owners of the conduits and cables shall designate the locations of
such installations to aid in the prevention of damage to the cable
as a result of use of Railroad's property. Signs or markers shall
be placed and maintained preferably at or near the CSXT right of
way line. The signs/markers shall describe the underground
facility and include a telephone number of the facility owner
clearly visible on each side of the track.
6. In addition to the requirements of these specifications, the
underground crossing is to conform to the requirements of the
National Electrical Safety Code, as published by the National
Standards Institute, Inc., the latest revised edition of same
being controlling. The crossing is also to conform to the
requirements of any local or state laws or regulations of any
local code enforcing authority that may be in effect at the time
of the installation.
7. All applications for underground facilities described in this
document shall be submitted to the appropriate Division Engineer
or Manager, or his or her designated representative(s) having
jurisdiction and must be accompanied by complete location and
construction plans referenced to CSXT's milepost. No work is to be
performed on CSXT property prior to granting of authority from the
Division Engineer or Manager. All work on the property will be
performed under the supervision of the Division Engineer or
Manager. The applicants shall bear any expense incurred by CSXT or
its forces, will execute the appropriate agreement and pay all
fees and rentals as required by established standards or as
negotiated.
8. Conduit shall be so installed as to prevent the formation of a
waterway under the railroad, with an even bearing throughout its
length, and shall slope to one end (except for longitudinal
occupancy).
9. Bored or jacked installation shall have a bored hole with the
diameter essentially the same as the outside diameter of the
conduit plus the thickness of any protective coating. If voids
should develop or if the hole diameter is greater than the outside
diameter of the conduit (including coating) by more than one (1)
inch, remedial measures, as
3
52
approved by the railroad's Chief Engineer, shall be taken. Boring
operations shall not be stopped if such stoppage would be
detrimental to the railroad.
10. Conduits and cables shall be installed by plowing methods where
practical. Directional boring, and trench and back fill techniques
shall be used in those locations where plowing is impractical. In
all cases, the condition of the right of way will be restored,
including vegetation and erosion controls to CSXT's satisfaction,
and in accordance with current CSXT specifications for grading
work.
11. All bridge attachment designs must be approved by CSXT. All
designs are to provide for attachment to the outside of the bridge
structures. Insertions or burial of casing and/or conduit where
the ballast is carried across bridge decks will not be approved
except for aesthetic or historic reasons. Steel pipe casing with
adequate provision for contraction and expansion shall be used to
support the conduit. Core drilling for installation of casing
through bridge back walls, head walls, and wing walls shall be
located not less than one core diameter from the top or outside
face of the wall. Steel sleeves secured by approved grout material
shall be installed in bores through concrete walls prior to the
installation of casing. All FRA and OHSA safety rules for bridge
worker safety shall apply when work is performed on bridges. Care
must be taken to ensure metallic conduit shall not impair or
circumvent Train Control circuitry.
Excavation by blasting methods shall be employed only as a last
resort, must be approved by CSXT in writing in each instance, and
must comply with Sections 1..3..5..9.. of the Manual for Railway
Engineering, refer to Attachment No 3.
12. Point of Presence, Regeneration and Junction Sites are to be
located not less than 25 feet from the centerline of the near
track. Service and access roads are to be located not less than 25
feet from the centerline of the near track. These site
installations shall not interfere with existing drainage
structures and systems, or service roads. Sites involving
buildings or other types of sight obstructions shall be located in
accordance with CSXT crossing sight distance criteria, refer to
Attachment No. 4 and No. 5.
13. The owners of the proposed installations are responsible for
coordination with all existing utilities located on the right of
way during design and construction, and maintaining the proper
clearances. The owners of the proposed installations are
responsible for obtaining all construction and environmental
permits, and compliance with their
4
53
requirements. The owners of the proposed installations are
responsible for confirmation of title to right of way through
CSX -- Real Property, Inc.
14. Design Plans - All plans shall be submitted to CSXT for review and
approval. No work is to be initiated without approved plans on
site. Plans shall be drawn to scale showing the relation of the
proposed cable system to railroad tracks, railroad signals and
control facilities, angles of crossings, locations of bores,
manholes, hand holes, railroad survey stations, railroad mile
posts with prefixes, right of way lines and general layout of
tracks and facilities, etc. Also, drawings must show number of
conduits, size and location of cable in the conduit, fiber count
in each cable, and details of bridge attachments. A general
location map together with a legend indicating line and symbol
designations with on/off milepost (nearest 0.1 mile) is to be
included. CSXT reserves the right to require plan modifications
during construction to protect railroad facilities and operations.
D. CONSTRUCTION OPERATIONS
Construction operations shall be planned and organized to minimize
conflicts with railroad operations. All operations are to be conducted in
accordance with CSXT Safe Way policies and procedures, and are subject to
CSXT approval.
1. Pre-construction conferences shall be held prior to beginning work
on the right of way. Additional progress meetings and/or
teleconferences may be required during the course of the work.
Coordination shall be provided as outlined in CSXT MWI 1905.
Complete work schedules will be presented at the pre-construction
conference. The schedules are to be updated monthly at a minimum.
2. All construction operations shall be conducted in compliance with
CSXT MWI 1905 and the CSXT Fiber Optic Program Safety Requirements
approved 09-09-98, refer to Attachment No. 6.
All personnel on the projects shall have received CSXT Safe Way
(including FRA OTS) training prior to entering the right of way.
Proof of training may be required at anytime. Construction
operations shall be conducted in accordance with FRA and OSHA
regulations, and coordinated with and subject to the approval of
the CSXT Chief Engineer for Design and Construction, the CSXT
Service Lane or Business Unit Division Engineer, the CSXT Flagmen
and Signalmen, and the consultant inspection personnel assigned to
the projects by CSXT. Permissions shall be obtained from CSXT to
enter the right of way before beginning operations.
5
54
All personnel shall receive safety briefings by a CSXT Flagman or
designated CSXT representative each day before beginning work on
the right of way. Additional briefings may be required when
conditions and/or work sites are changed. Requests for flagmen
deployments and train orders shall be submitted to the lead
flagman or the designated CSXT representative by 3:00 PM each day
for the following workday.
3. The owners of the facilities shall have construction managers in
responsible charge on site at all times and shall provide
production quantities on a daily basis to the CSXT designated
representative or the consultant inspection personnel assigned to
the project.
4. Accurate notes and records shall be maintained during the course
of the work to enable the preparation of complete "as-built plans"
upon completion of the project(s). The "as-built plans" shall
accurately depict and describe the location of all facilities
installed on the right of way. As-built plans shall be submitted
for approval as specified in the contract with CSXT.
5. Unless otherwise approved or directed, all plowing shall be
performed with plow cutting edge perpendicular to the ground
surface. Plow lines are to be backfilled and compacted, as
required, as conduit installation progresses. All plow areas are
to be backfilled before work is suspended for the day. Follow up
restoration work will be required whenever settlement or erosion
is observed.
In the event of equipment breakdowns, severe weather, or railroad
emergencies that preclude completing and closing excavations or
disallow complete removal of equipment or materials, the areas are
to be surrounded with orange construction fence to the
satisfaction of the CSXT representative. Flashing construction
barricades may be required if the sites are in or near walk ways,
switches, signal control cabinets, or services roads used by CSXT
personnel during night time hours.
Excavations shall comply with OSHA requirements and be promptly
backfilled and compacted in accordance with the drawings and
specifications approved by the CSXT Chief Engineer, refer to
Attachment No. 7.
6. Fouling of the track, ties and ballast will not be permitted.
Approved ballast stone shall be available on the project at all
times. Ballast contaminated or disturbed shall be replaced and/or
reshaped immediately.
6
55
All obstructions located within 15 feet of the center of the near
track or on or adjacent to the walk areas, switches, and signal
control devices and cabinets are to be removed by the end of each
workday.
Conduit at the end of plow lines, directional bores, and trenches
shall be cut off and buried as the work progresses. In the event
that it becomes necessary to leave exposed ends or sections of
conduit due to emergencies or inclement weather, they are to be
surrounded with orange construction fences until they are
connected or buried. Messages are to be sent to the CSXT
dispatcher advising of potential crew or operational hazards.
Casings and directional bore holes that have failed and are
abandoned shall be sealed to prevent them from becoming conduits
for drainage. Excavations associated with abandoned casings and
bores are to be backfilled and compacted as shown in the
specifications.
The telecom owners are responsible for clearing and grubbing
vegetation that conflicts with the construction and disposal of
the debris off the right of way.
7. Cables and/or wires temporarily installed to monitor or guide
directional boring operations shall be subject to the following:
a) CSXT permission is required if they are to be attached to
railroad structures and the flagmen are to be kept advised of all
installations.
b) Clearances over waterways must be maintained to allow free
unobstructed passage of boat traffic.
c) Wires and supports located on the ground must be clearly marked
and located such that they do not conflict with railroad personnel
and operations. Control wires are not to be installed in advance
of beginning operations and work deferred.
d) When directional bores are monitored by electronic devices that
do not use wire, and the work crosses streets or highways; traffic
control devices, approved by the State DOT, are to be placed when
personnel are on the highway right of way and/or interfere with
traffic.
e) All wires and supports are to be removed from the site promptly
after work is completed.
7
56
8. Areas disturbed by construction operations shall be reshaped to
drain, seeded, mulched or surfaced with crushed stone as required
to prevent erosion and ensure CSXT personnel and equipment can
safely use all areas at all times. Restoration of right of way
disturbed by construction operations shall be scheduled to
coincide with the installation of conduit and hand hole/splice
boxes and other appurtenances.
The owners of the facilities shall comply with all applicable
CSXT, Federal, State and local environmental laws and regulations.
The owners shall also prevent construction material and debris
from entering waterways, wetlands, and detention and retention
ponds. Any material that inadvertently escapes during construction
operations shall be recovered and properly disposed of at an
acceptable site. Erosion control materials such as silt fencing,
bale checks and mulch shall be available and installed where
necessary to protect potentially environmentally sensitive areas.
Existing riprap or other erosion control structures disturbed or
damaged during the course of the work shall be promptly repaired
to the satisfaction of CSXT. Completed work shall be re-evaluated
following storms or other construction activities to ensure that
the right of way is maintained in a satisfactory manner during the
course of the work.
9. The right of way shall be restored to a condition equal to or
better than the condition prior to beginning the project before
final acceptance will be approved. Conduit and cable reels, and
other debris are to be removed from the right of way as the work
progresses. Failure to remove such materials and perform
restoration promptly may result in a suspension of work order
until satisfactory progress has been demonstrated.
10. Final inspections of the right of way condition and restoration
will be scheduled at CSXT convenience prior to construction
personnel and equipment leaving the project. Punch lists shall be
responded to prior to issuance of an acceptance memorandum signed
by the Division Engineer or his/her designated representative.
8
57
E. COMPLIANCE WITH SPECIFICATIONS
1. All work performed and materials furnished shall be in reasonably
close conformity with the provisions contained in the plans and
specifications approved by CSXT for the project and the provisions
contained in this document. In the event that materials or the
finished work are not in reasonably close conformity with the
plans and specifications, CSXT will determine if the work or
materials shall be removed and replaced or otherwise corrected to
the satisfaction of CSXT.
2. No revisions to existing installations will be required under
these specifications. When necessary to install, relocate or
replace existing facilities, these specifications will govern.
3. These specifications will become effective on the date of
signature below and will remain in effect until revised by the
Office of Chief Engineer CSX Transportation.
Approved: [SIG]
--------------------------------
Chief Engineer
Date: Mar. 16, 1999
------------------------------------
Approved: [SIG]
--------------------------------
Chief Engineer Train Control
Date: 3-18-19
------------------------------------
Prepared by: B.H. Ortgies, P.E., V.P.
Wilbur Smith Associates
Tallahassee, FL
Revised Dec. 28, 1998
9
58
ATTACHMENT NO. 1
[LENGTH OF CASING FOR VARIOUS CROSSING ANGLES DIAGRAM]
59
ATTACHMENT NO. 2
[FILL DIAGRAM]
60
ATTACHMENT NO. 3
MANUAL FOR RAILROAD ENGINEERING, SECTION 1..3..5..9
1..3..5..9 Controlled Blasting of Rock
The contractor shall make all necessary arrangements satisfactorily to the
engineer for controlled blasting in the vicinity of the track and shall provide
all safeguards required by the railway.
Within the entire area of the contract, complete and continuous precaution shall
be taken by the contractor to prevent any damages to persons, vehicles, trains,
power or communication lines, structures, private dwellings or other
installations by reason of concussion, vibration or flying material.
The contractor shall be familiar with and comply with all regulations governing
the transportation, storage, handling and use of explosives at the location of
the work. He shall obtain such permits as are required.
The contractor shall take all necessary precautions against the effects of
induced currents caused by radio transmitters and receivers, power lines,
transformers, cables, radar beams or any other energy or wave force which might
result in premature firing of the blasting circuits.
All blasting shall be done with extreme care by experienced licensed powder men,
in accordance with procedures approved by the engineer in writing.
The contractor shall submit, in advance of drilling, a drilling and loading
pattern for blasting to the engineer. All drill dust shall be blown out of the
holes and holes shall be protected with suitable plugs or covers.
Approved blasting signals shall be used at all times. All blasting shall be
carried out under strict traffic regulations. Each blast shall be subject to
clearance by the contractor from the engineer to avoid any blasting while a
train is nearby.
When necessary to protect property or facilities, all blasts shall be suitably
covered with blasting mats or other approved protective material, weighted and
secured in such a manner as to prevent projection of debris. The contractor is
fully responsible for the method used in blasting rock and carrying out the
approved procedures and for the prompt removal of all debris deposited on the
track. Approval of the engineer shall not relieve the contractor in any degree
whatsoever of full responsibility for damages caused by blasting operations.
61
----------------
ATTACHMENT NO. 4
----------------
[ROAD CROSSING SIGHT CLEARANCE DISTANCES DIAGRAM]
62
----------------
ATTACHMENT NO. 5
----------------
[ROAD CROSSING SIGHT CLEARANCE DISTANCES DIAGRAM]
63
ATTACHMENT NO. 6
CSX TRANSPORTATION
FIBER OPTIC PROGRAM
SAFETY REQUIREMENTS
GENERAL
- - All fiber optic workers must receive CSXT SAFETY AWARENESS training and
have a verification card and/or hard hat sticker. CSXT Safety Rules and
Contractor Policies will apply to fiber optic workers, where applicable
to the specific work performed.
- - All personnel must wear proper Personal Protection Equipment, which
includes a minimum of a hard a hat, safety glasses, steel toed shoes,
hearing protection, and orange vests with reflective stripes on or around
road crossings. When working beyond 25 feet from the nearest rail of a
main track, hard hats, safety glasses, and laced work boots will be
required.
- - All "FRA Bridge Worker Safety" rules will apply to fiber optic workers
performing bridge attachments, including proper fall protecting rules.
- - All test holes or pits less than 15 feet from the centerline of main
tracks, will be filled or covered prior to passing of trains. No open
pits or holes will be left over night. All pits and trenches will be
shored according to OSHA requirements.
- - No dirt or debris will be allowed to foul the ballast section of the
tracks.
- - All excavation or plow trenches will be back filled and compacted
immediately after the work is done.
- - All public utilities, CSXT Engineering, and the Railroad Train Control
Office, will be notified prior to any construction.
- - Job Briefings will be conducted each morning and throughout the day when
conditions or job scope changes.
WORKING ON OR AROUND TRACKS
- - All work in the FRA Red Zone (within 4 feet from outside rail on each
side of the track) will be done only with a CSXT, FRA qualified flagman
or watchman as specified by the local Engineering representative. All
work beyond 4 feet from the outside rails and within 25 feet, must be
done under the supervision of a CSXT qualified inspector or flagman.
- - Certain types of work done beyond 25 feet from the outside of the rails,
and with equipment that will not reach beyond this point, may be done
without flagging protection or a watchman, IF APPROVED BY THE LOCAL
ENGINEERING REPRESENTATIVE, AND PROTECTED BY A CONSTRUCTION FENCE, IF
WORK IS STATIONARY (WILL NOT BE USED FOR CAT PLOWING).
- - All work must be stopped while trains are passing within the work zone.
- - All workers will remain off the tracks. If necessary to perform the work
on track, protection will be provided as stated above.
ALL VIOLATION OF ANY CSXT SAFETY RULES OR POLICY, MAY RESULT IN REMOVAL OF
CONTRACTOR OR PERSONNEL FROM THE RIGHT OF WAY.
CSXT/LLG Rev. 09-02-98 Approved by: Manager Safety 09-09-98
64
----------------
ATTACHMENT NO. 7
----------------
[COMPACTION SPECIFICATIONS DIAGRAM]
65
EXHIBIT F
-1-
Association of American Railroads
Communication Manual
1989 Part 1-B-1
- -------------------------------------------------------------------------------------------------------
Recommended Practices for Communication Lines
Crossing the Tracks of Railroads
Revised 1988 (76 Pages) (DOC. 1-B-1A)
Table of Contents
-----------------
Paragraphs
------------
Section A -- Purpose................................................................ A-1 to A-2
Section B -- Definitions............................................................ B-1 to B-10
Communication Lines.............................................................. B-1 to B-4
Supply Lines..................................................................... B-5 to B-7
Voltage of a Circuit............................................................. B-8
Minor Tracks..................................................................... B-9
Major Tracks..................................................................... B-10
Section C -- General................................................................ C-1 to C-8
Permits and Notices.............................................................. C-1 and C-2
Marking Poles.................................................................... C-3
Fire Hazard...................................................................... C-4
Protection for Moving Vehicles................................................... C-5
Inspection....................................................................... C-6 to C-8
Part I -- Overhead Crossings
----------------------------
Section D -- General................................................................ D-1 to D-8
Relative Levels of Supply & Communication Wires.................................. D-1 to D-3
Protection of Metals Against Corrosion........................................... D-4
Vertical Pull.................................................................... D-5
Length of Crossing Span.......................................................... D-6 to D-8
Section E -- Clearances............................................................. E-1 to E-7
General.......................................................................... E-1
Side Clearances from Rails....................................................... E-2
Vertical Clearance Above Rails for Fixed Supports................................ E-3 and E-4
Vertical Clearances Between Wires Not on the Same
Supporting Structures......................................................... E-5
Increased Clearances............................................................. E-6
Clearance of Conductor of a Communication Line
From the Supports of Another Line............................................. E-7
Section F -- Loading Assumptions.................................................... F-1 to F-3
Section G -- Poles.................................................................. G-1 to G-10
Material......................................................................... G-1
Sizes............................................................................ G-2
Gains............................................................................ G-3
Setting.......................................................................... G-4 to G-6
Pole Mounts...................................................................... G-7
Spliced Poles.................................................................... G-8
Stub Reinforced Poles............................................................ G-9 and G-10
Section H -- Crossarms and Brackets................................................. H-1 to H-5
Section J -- Crossarm Braces........................................................ J-1 and J-2
Section K -- Pins................................................................... K-1
Section L -- Insulators............................................................. L-1 and L-2
Section M -- Tie Wires.............................................................. M-1
Section N -- Conductors............................................................. N-1 to N-5
Section P -- Sags................................................................... P-1
66
-2-
Association of American Railroads
Communication Manual
Part 1-B-1 1989
- -------------------------------------------------------------------------------------------------------
Paragraphs
------------
Section Q -- Guys................................................................... Q-2 to Q-22
Material......................................................................... Q-1
Side Guys........................................................................ Q-2 and Q-3
Head Guys........................................................................ Q-4 and Q-5
Guying at Corners and Terminals.................................................. Q-6 to Q-8
Omission of Guys................................................................ Q-9 to Q-11
Guying in Special Cases.......................................................... Q-12
Guy Leads........................................................................ Q-13
Methods of Anchoring Guys........................................................ Q-14
Guy Rods......................................................................... Q-15
Anchors.......................................................................... Q-16
Method of Securing Guy Strand.................................................... Q-17
Guards for Guys.................................................................. Q-18
Pole Braces...................................................................... Q-19
Section R -- Suspension Strand...................................................... R-1 to R-8
Material......................................................................... R-1
Sizes............................................................................ R-2 and R-3
Attachment to Poles.............................................................. R-4 to R-7
Sags............................................................................. R-8
Section S -- Cable Attachments to Suspension Strands................................ S-1
Part II -- Underbridge Crossings
--------------------------------
Section T -- General................................................................ T-1 to T-4
Avoidance of Attachments......................................................... T-1
Attachments...................................................................... T-2
Clearance from Abutments......................................................... T-3
Clearance from Bridge Structure.................................................. T-4
Part III -- Underground Crossings
---------------------------------
Section U -- General................................................................ U-1 to U-14
Arrangement for Work............................................................. U-1
Location......................................................................... U-2
Side Clearance from Rail......................................................... U-3
Clearance Below Base of Rail..................................................... U-4 and U-5
Arrangement of Conduit System.................................................... U-6
Protection of Ducts.............................................................. U-7 and U-8
Excavation....................................................................... U-9
Shoring.......................................................................... U-10
Grading and Drainage............................................................. U-11
Backfilling...................................................................... U-12
Removing Surplus Material........................................................ U-13
Concrete......................................................................... U-14
67
-3-
Association of American Railroads
Communication Manual
1989 Part 1-B-1
- --------------------------------------------------------------------------------
A -- Purpose
------------
A-1 These recommended practices are for construction and maintenance of
communication lines crossing the tracks and associated parallel
communication lines of steam and electrified railroads, except street
railways.
A-2 Where any requirements of this specification do not meet municipal or
state requirements, such municipal or state requirements shall govern.
B -- Definitions
----------------
B-1 Communication Lines: Communication lines as used in this manual part
mean telegraph, telephone and other communication wires and cables and
their supporting or containing structures which are located outside of
buildings and are used for public or private communication service and
which operate at not exceeding 400 volts to ground or 750 volts
between any two points of the circuit, and the transmitted power of
which does not exceed 150 watts. For such communication wires, when
operating at less than 150 volts between wires or to ground, no limit
is placed on the capacity of the system.
B-2 Interlocking, automatic signal and other similar wires (not including
electric light and supply wires), which operate at not exceeding the
voltage and power requirements of communication wires, should be
classed as communication wires.
B-3 Communication circuits used exclusively in the operation of supply
lines should, in general, be considered as supply circuits of the
highest voltage to which they are exposed, and should be constructed
in accordance with Manual Part 7-1 (Recommended Practices for
Crossings of Electrical Supply Lines and Facilities of Railroads), but
in no case need the communication conductors meet the requirements for
supply conductors in excess of 8,700 volts between conductors.
B-4 Where, however, such communication circuits are below the supply
conductors in the operation of which they are used, at all points
throughout their length or throughout the section in which the railroad
crossing occurs, provided such section of the communication circuits is
isolated from the remainder of the system by transformers or other
means,
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they may be considered as ordinary communication circuits and so
constructed, if either of the following conditions obtain:
(a) Such communication circuits occupy a position below all other
conductors or equipment or other lines at crossings, conflicts,
or on commonly used poles throughout the section to which
reference is made.
(b) Such communication circuits are protected by fuseless lightning
arresters, drainage coils, or other suitable devices to prevent
the communication circuit voltage form normally exceeding 400
volts to ground.
B-5 Supply Lines: Electrical supply lines mean those conductors and their
necessary supporting or containing structures which are located
entirely outside of buildings and are used for transmitting a supply
of electrical energy.
B-6 Except as specified in Paragraphs B-4 and B-7, communication and railway
signaling wires exceeding the voltage or power limitations specified in
Paragraph B-1, are supply lines within the meaning of this manual part and
should be so constructed.
B-7 Circuits used for supplying power solely to apparatus forming part of
a communication system may be run either in open wire or cable as
follows:
(a) Where run in open wire, such circuits should have the strength
of construction, clearances, insulation, etc., prescribed for
communication or supply circuits of the voltage concerned.
(b) Where run in effectively grounded continuous metal sheath
cable or in cable which is attached to effectively grounded
suspension strand by means of metal rings or spirally wound
lashing wire, the strength of construction, clearances,
locations, etc., prescribed in this manual part for
communication cables should apply.
B-8 Voltage of a Circuit: Voltage of a circuit means the highest effective
voltage between any two conductors of the circuit concerned, except
that in a grounded multi-wire circuit of 750 volts or less between
any two conductors, it means the highest effective voltage between any
wire of the circuit and that point or conductor of the circuit that is
grounded.
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B-9 Minor Tracks: Minor tracks mean railroad tracks included in the
following:
(a) Spur tracks less than 2,000 ft. long and not exceeding two tracks
in the same crossing span.
(b) Narrow-gauge or other tracks on which standard rolling stock
cannot, for physical reasons, be operated.
(c) Tracks used only temporarily for construction or similar purposes
for a period not exceeding one year.
(d) Tracks not operated as a public utility, such as industrial
railways used in logging, mining, etc.
(e) By agreement between the parties at interest, other similar minor
tracks than those listed under (a), (b), (c) and (d) above.
B-10 Major Tracks: Major tracks mean any tracks not included under the
definition of minor tracks.
C-General
C-1 Permits and Notices: A party planning to erect wires across the tracks
of a railroad shall give to the Superintendent of Communication or
other designated officer of the railroad, written notice at least 30
days in advance of starting construction. Such notice shall include
information regarding the location and general plan of the crossing,
clearances and other data indicated on Typical Communication Line
Crossing Data Sheet, Appendix L, and on Figures 1B1-1, 1B1-3, 1B1-4 and
1B1-5, and any other pertinent information in sufficient detail so that
it can be determined whether or not the proposed construction will
conform to this specification.
C-2 In cases where 30 days' notice is impracticable because of service
demands or emergency, the parties concerned should cooperate to avoid
unnecessary delay in the construction of the crossing.
C-3 Marking Poles: Crossing poles should be plainly marked by means of
stencils or metal characters showing the name, initials or trade mark
of the owning company. Where lines are located on railroad
right-of-way for at least three poles adjacent to the crossing and it
is the standard practice of the owning company to so mark at least
every fifth pole in the line, the above requirement should be
considered as having been met.
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C-4 Fire Hazard: Crossing poles or other supporting structures shall be
located as far distant as practicable from inflammable structures and
the space around the poles or other supporting structures kept free from
inflammable material.
C-5 Protection from Moving Vehicles: Supporting structures adjacent to
traveled highways shall be located with a view to reducing, as far as
practicable, the danger of being struck by moving vehicles. Structures
which are exposed to abrasion by moving vehicles or to other damage
which would affect their strength materially, shall be protected by
guards.
C-6 Inspection: The construction shall be subject to the inspection of the
railroad company and shall comply with the requirements of this manual
part. Defective material shall be rejected and replaced with acceptable
material.
C-7 All parts of the supporting structures of overhead crossings should be
inspected at such intervals as are necessary to assure adequate
maintenance. All defective parts shall be promptly restored to a safe
condition and, with the exception of wood poles, should be replaced when
they have deteriorated to 50% of their required initial strength. Wood
poles should be replaced when they have deteriorated to two-thirds their
required initial strength. (The ground line circumference of various
classes and species of poles whose strengths have deteriorated to
two-thirds their strength when new is given in Appendix G.) In the
replacement inspection of treated poles where decay is usually internal,
the extent of the decay shall be determined and evaluated in terms of
external decay so that the tables in Appendix G may be applied.
C-B Underground crossings should be properly maintained.
Part I - Overhead Crossings
D-General
D-1 Relative Levels of Supply and Communication Wires: Every reasonable
effort should be made in the construction or reconstruction of a
crossing to arrange or rearrange the lines so that supply wires should
be at a higher level than the communication wires. This does not apply
in the case of trolley contact wires or their associated feeders, which
must, of necessity, occupy a position below all other wires at the
crossing.
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D-2 Where communication lines cross over tracks and a supply line in the
same span, or where supply wires are carried in the lower position on
the same crossing poles as the communication wires, the construction of
the crossing should be as follows, depending upon the voltage of the
supply circuits:
(a) Where the supply line is open wire and the voltage does not
exceed 750 volts ac or dc to ground, constructions should be
in accordance with this manual part.
(b) Where supply circuits of any voltage are carried in cable
having effectively grounded continuous metal sheath or on
effectively grounded suspension strand, the construction
should be in accordance with this manual part.
(c) Where the supply line is open wire or is in cable not meeting
the requirements of (b) above and the voltage exceeds 750
volts ac to ground but does not exceed 5,000 volts between
conductors (2,900 volts to neutral or ground), the
construction should be in accordance with this manual part,
except that the communication conductors should be not smaller
than No. 6 AWG (0.162 in. in diameter) copper or No. 6 Stl WG
(0.192 in. in diameter) steel, or wires the equivalent
thereof.
(d) Where the supply circuits involved are in excess of the ac
voltage limitations in (c) above, or in excess of 750 volts dc
to ground, the construction should not be made except with the
approval of all parties concerned.
D-3 Supply wires or cables carried on the poles supporting communication
circuits crossing over railroad tracks should be constructed in
accordance with the Manual Part 7-1 (Recommended Practices for
Crossings of Electrical Supply Lines and Facilities of Railroads) For
construction of signal supply circuits not in excess of 550 volts and
3,200 watts, located below communication wires Manual Part l-A-6
(Recommended Practices for Construction of Railroad communication Pole
Lines).
D-4 Protection of Metals Against Corrosion: All pole line hardware should
be of material that will not corrode excessively under the prevailing
conditions. Where galvanizing is used, it should meet the requirements
of the specifications for galvanizing of the American Society for
Testing & Materials.
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D-5 Vertical Pull: The vertical distance from the top crossarm of a crossing
pole to a straight line connecting the top crossarm of the next adjacent
poles on either side of this crossing pole should not exceed the values
given in Table D-l.
Table D-l
Recommended Vertical Pull
Average Length of Two Allowable Vertical
Adjacent Spans in Feet Distance in Feet
- ---------------------- ----------------
Less than 100 8
101 to 130 10
131 to 150 12
Over 150 14
D-6 Length of Crossing Span: The crossing span should, where practicable,
not exceed 100 ft. in the heavy loading district, 125 ft. in the
medium loading district and 150 ft. in the light loading district. Where
practicable, the adjacent spans should not exceed the length of the
crossing span by more than 50%.
D-7 Where practicable, the supports for the crossing and next adjoining
spans should be located in a straight line.
D-8 The crossing and each adjoining span should be kept free from decayed
trees and as far as practicable from overhanging trees, which might fall
into the line.
E-Clearances
E-l General: The conditions under which all clearances are specified are
15.5C(60F) and no wind. Clearances should be measured between the
nearest parts of the objects concerned. The clearances required
by this section should be maintained at not less than the specified
values.
E-2 Side Clearances from Rails: Poles or towers supporting the crossing
span should, where practicable, be so located as to provide a minimum
horizontal clearance of 17 ft. from the nearest track rail and a minimum
horizontal clearance of 8 ft. between the nearest track rail and any
crossarm, guy or other attachment. Where it is impracticable or
undesirable to provide these clearances, they may be reduced if the
approval of the railroad concerned is obtained. Where necessary to
provide safe operating conditions, which require uninterrupted view
along the tracks for signals, signs, etc., the parties concerned should
cooperate to provide greater clearances than those specified above.
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E-3 Vertical Clearance Above Rails for Fixed Supports: The vertical
clearance between the lowest wire, guy, or cable and the top of rail
should be not less than given in Table E-l.
Table E-l
Recommended Vertical Clearance Above Rails
Vertical Clearance
in Feet
For Wires............... 27 (a) (b)
For guys, or cables carried
on suspension strands. 25 (b)
(a) Where the wires are paralleled on the same street or highway by
a trolley contact conductor at a lower level, this clearance
may be reduced to 25 ft.
(b) Where agreed to by the railroad concerned, in special
situations, less clearance may be provided if safety will not
be decreased thereby.
E-4 The clearances specified in Paragraph E-3 are applicable for crossing
span lengths up to 175 ft. in the heavy loading district, 250 ft. in the
medium loading district, and 350 ft. in the light loading district.
Where crossing span lengths greater than these are involved, the
clearances should be increased in accordance with Paragraph E-6 (a).
E-5 Vertical Clearances Between Wires Not on the Same Supporting Structures:
The vertical clearances between conductors of the crossing span and
conductors of other lines should be not less than the values shown
in Table E-2. These clearances apply under the following conditions:
(a) Where the conductors at the upper level have fixed supports
(pin or strain type insulators) or are supported on suspension
type insulators in a suspended position at both supports, or
are arranged so that they are restrained from displacement
toward the crossing.
(b) Where the length of the span of the conductors in the upper
position is not greater than 175 ft. in the heavy loading
district, 250 ft. in the medium loading district, or 350 ft. in
the light loading district.
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Notes for Table E-2
(a) These clearances apply also to inverted levels.
(b) Except where neutral conductors of primary supply circuits are
concerned, a clearance of 2 ft. is permitted where the supply
conductor is above the communication conductor, provided the
crossing is not within 6 ft. of any pole concerned in the
crossing and the voltage to ground of the supply conductor does
not exceed 300 volts.
(c) This clearance should be increased to at least 6 ft. above
trolley contact conductors of more than 750 volts to ground.
This increased clearance should also be provided over
trolley contact conductors of lower voltage, unless the
crossover conductors are beyond reach of a trolley pole leaving
the trolley contact conductor, or are suitably protected
against damage from trolley poles leaving the trolley contact
conductor.
(d) A conductor which is effectively grounded throughout its
length, such as a multi-grounded neutral wire, and is
associated with a circuit of 750 to 15,000 volts between
conductors, may have the clearances specified for open supply
wires of 0 to 750 volts between conductors.
(e) This clearance should be increased to 6 ft. where the supply
wires cross over the communication line within 6 ft.
horizontally of a communication pole.
(f) This clearance should be increased to 4 ft. where communication
cables cross over open supply service wires.
(g) Where the required clearance is 2 ft., and where conditions
are such that the sag in the upper conductor would increase
more than 1.5 ft. at the crossing point, under full load
conditions, the 2 ft. clearance should be increased by the
amount of sag increase less 1.5 ft.
(h) Multi-grounded wye circuits not exceeding 8,700 volts to
ground may have a 4 ft. clearance if the lowest supply wire
at the crossing is not lower than a straight line joining the
points of support of the highest communication conductor,
provided the crossing does not occur within 6 ft. horizontally
of a communication pole.
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TABLE E-2
Recommended Minimum Vertical Clearance In Feet Between
Wires Not on the Same Structures
(All voltages are between wires, except where otherwise stated,or for
trolley contact wires where voltages are to ground.)
Nature of Wires at Higher Level (a)
Open supply wires,
0-750 volts; supply Guys,
Communication cables, all voltages Open supply span wires,
Nature of wires, cables having effectively wires and lightning
wires crossed and suspension grounded metal sheath service drops protection
Over (a) strand or suspension strand (d) wires
750 to 8,700 to
Line wires Service 8,700 50,000
and cables drops Volts Volts
Communication
wires, cables and
suspension strand 2(g) 4(b) (g) 2(g) 4(e) 6(h) 2
Trolley contact 4(c) ----- ----- ------ ------ 4(c)
conductors
Guys and span wires,
lightning protection
wires, supply service
drops of 0 to 750
volts 2(f) 2 2 4 4 2(j)
(j) Completely insulated sections of guys attached to supporting
structures having no conductor of more than 8,700 volts
may have less than this clearance from each other.
E-6 Increased Clearances: Conductors in the upper position at the
crossing, except guys or cables supported by suspension strand,
should have greater clearances than given in Paragraphs E-3 and
E-5 under the following conditions. The increases in (a), (b)
and (c) below are cumulative. An example illustrating the
method of determining the clearance between power wires and
communication wires where an open wire communication line
crosses over railroad tracks and under an open wire power line
in the same span is given in Appendix K.
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(a) For crossing spans longer than specified in Paragraphs E-4 and
E-5 (b), clearances should be increased as follows:
(1) The clearances given in Tables E-l and E-2 should be
increased by the following amounts for each 10 ft. by
which the crossing span length exceeds the limits
specified in Paragraphs E-4 and E-5(b):
Table E-3
Recommended Clearance Increase Increments
Amount of Increase per 10 ft.
Loading District Large Conductors Small Conductors*
Heavy and Medium 0.15 ft. 0.30 ft.
Light 0.10 ft. 0.15 ft.
* A small conductor is a conductor having an overall diameter of metallic
material equal to or less than the following values:
Outside Diameter of Conductor (Inch)
Material Solid Stranded
All copper 0.160 0.250
Other than all copper 0.250 0.275
(2) If the crossing point is located elsewhere than at
mid-span of the conductors in the upper position, the
required clearance may be obtained by multiplying the
clearance determined in (1) above by the appropriate
reduction factors specified in Table E-4. The factors
to be used in any case will depend upon the basic
clearance required by Tables E-l and E-2, and in no
case should the clearance, after the reduction factor
has been applied, be less than such basic clearance.
In applying these factors, the point of crossing in
the case of a railroad crossing is the track rail which
is farthest from the nearer support of the crossing
span. In other situations, it is the location under
the conductors of any topographical feature which is
the determinant of the clearance.
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Table E-4
Recommended Clearance Reduction Factors
Distance from Nearer Support Basic Clearance
of Crossing Span to Point of
Crossing, in Percent of
Crossing 4 Ft. 6 Ft. 27 Ft.
Span Length Reduction Factor
5 0.35 0.47 0.85
10 0.47 0.58 0.88
15 0.60 0.68 0.91
20 0.71 0.78 0.94
25 0.82 0.85 0.96
30 0.90 0.92 0.98
35 0.96 0.98 0.99
40-50 1.00 1.00 1.00
Interpolate for intermediate values
(b) For voltages in excess of 50,000 volts between wires,
the vertical clearances given in Table E-2 shou1d
be increased at the rate of 1/2-in. for each 1,000
volts of excess.
(c) Where the conductors of the line in the upper position
at a crossing over a communication line are supported
by suspension type insulators, the clearances should
be increased by such an amount that the values
specified in Table E-2 will be maintained in case of a
broken conductor in either adjacent span, provided such
conductor is supported as follows:
(1) At one support by suspension type
insulators in a suspended position and at
the other support by insulators not free
to swing (including semistrain-type
insulators).
(2) At one support by strain insulators, and
at the other support by semistrain-type
insulators.
E-7 Clearance of Conductors of a Communication Line from the Supports
of Another Line: Where conductors of a communication line are
carried near a supporting structure of any other line and not
attached thereto, they should have a clearance from any part of
such structure not less than the larger value required by either
(a) or (b) below:
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(a) 3 ft., if practicable.
(b) 6 in. plus 1 in. for each 2 ft. of the distance from the
supporting structure of the line passed to the nearest
supporting structure of the communication line.
F-Loading Assumptions
F-1 Three degrees of severity are recognized for the loading due to weather
conditions and are designated, respectively, as heavy, medium and light
loading. The classification of the United States on the basis of the
districts in which these loadings should be considered to apply is
shown on the loading map, Appendix A. Crossing wires and supporting
structures should be designed for heavy, medium and light loading,
dependent upon the district in which they are located.
F-2 In those states in which detailed local districting of loading areas
has been prescribed by state administrative authority, this districting
should be employed in lieu of that given in Appendix A. Where such
districting has not been prescribed, detailed districting or different
loading assumptions from those given in this specification may be
employed where agreed to by all parties concerned, including such
administrative authority as may have jurisdiction.
F-3 The specific transverse and longitudinal loadings which should
be assumed in determining the size of poles or the strength of
guys in each of the loading districts are indicated below:
(a) Transverse Loading (Poles and Side Guys):
(1) Heavy Loading: A horizontal wind pressure at right
angles to the direction of the line of 4 lb./sq. ft.
upon the projected area of the cylindrical surfaces
of all supported conductors and cables, together with
their supporting suspension strand when covered with
a layer of ice 1/2-in. in radial thickness and on
surfaces of poles without ice covering.
For supporting structures, other than unguyed poles
at crossings over major tracks, carrying more than 10
wires, not including cables supported by suspension
strand, the transverse load due to the open wires
should be calculated on two-thirds of the total
number of such wires, with a minimum of 10 wires.
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(2) Medium Loading: A horizontal wind pressure at right
angles to the direction of the line of 4 lb./sq. ft.
foot of the projected area of cylindrical surfaces of
all supported conductors and cables, together with
their supporting suspension strand, when covered with
a layer of ice 1/4-in, in radial thickness and on the
surfaces of the poles without ice covering.
For supporting structures, other than unguyed poles
at crossings over major tracks, carrying more than 10
wires, not including cables supported by suspension
strand, the transverse load should be calculated on
2/3 of the total number of such wires, with a minimum
of 10 wires.
(3) Light Loading: A horizontal wind pressure at right
angles to the direction of the line of 9 lb./sq. ft.
upon the projected area of cylindrical surfaces of
all supported conductors and cables, together with
their supporting suspension strand, and poles,
without ice covering.
(b) Longitudinal Loading (Poles and Head Guys): The longitudinal
loading should be assumed equal to a pull in the direction of
the crossing of all open wire conductors supported, the pull
of each conductor being taken as 50% of its ultimate strength
in the heavy loading district, 33-1/3% in the medium loading
district, and 22-1/4% in the light loading district.
G-Poles
G-1 Material: Wood poles should be of suitable and selected timber free
from observable defects that would decrease their strength or
durability. Poles of Northern White Cedar, Western Red Cedar, Chestnut,
Southern Pine, Lodgepole Pine and Douglas Fir shall meet the
requirements of the American National Standards Institute for poles of
these species. For convenience, tables giving the dimensions of various
classes and lengths of these species of poles, ANSI Standard
05.1-1987(Specifications and Dimensions for Wood Poles) are given in
Appendix J. In the absence of specifications covering other species of
poles, they should be considered on the basis of the ANSI standard for
the species of pole having the nearest equivalent ultimate fiber
stress. A table giving the ultimate fiber stresses of the species of
poles in more common use in communication plant is included in Appendix
H. The use of treated poles is recommended where practicable, but is
not required, except in the case of timbers subject to rapid decay.
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G-2 Sizes: Poles should be of a size not less than the class specified in
Table G-l for the corresponding number of wires carried. If guys are
omitted, poles must be of sufficient strength to meet the requirements
specified in Paragraph Q-9.
Table G-1
---------
Recommended Minimum Class (ANSI Classification)
-----------------------------------------------
10 Wires 11 to 20 21 to 40 Over 40
or less Wires Wires Wires
Heavy and
Medium
Loading
Districts 7 6 5 4
Light
Loading
District 7 6 6 5
G-3 Gains: Gains should not be cut to a depth of more than 1/2-in.
G-4 Setting: Table G-2 specifies the minimum depth of setting for unguyed
poles in average soil and in rock.
G-5 Where crossing poles are head and side guyed, the depth of setting of
poles normally employed by a constructing company in the construction
of its lines may, in general, be used. However, in no case should the
depth of setting of a pole at a crossing be more than 1 ft. less than
the depths given in Table G-2, where the pole is set in earth or more
than 1/2-ft. less when set in rock.
G-6 Where soil conditions are such that the above depths of setting will
not develop the strength of the pole, the pole should be set to an
additional depth or other means used to properly secure the pole.
G-7 Pole Mounts: Where a crossing pole is to be set on surface rock, a
concrete bridge abutment, or other masonry or stone structure, approved
pole mounts may be used.
G-8 Spliced Poles: Spliced poles should not be used to support the crossing
span.
G-9 Stub Reinforced Poles: Stub reinforced poles should not be used at
crossings over major tracks. At crossings over minor tracks, the use
of stub reinforcements is permitted, provided:
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Table G-2
Recommended Minimum Depth of Setting for Unguyed Poles
Length of Depth in Feet in Average Soil for Different Classes of Poles Depth in Feet
Pole in Rock
in Feet Class 1 And 2 Class 3 And 4 Class 5 And 6 Class 7 All Classes
16 ----- ----- 4 3-3/4 3
18 ----- ----- 4-1/4 4 3-1/4
20 4-3/4 4-1/2 4-1/4 4 3-1/4
22 5 4-3/4 4-1/2 4-1/4 3-1/2
25 5-1/2 5-1/4 4-3/4 4-1/2 3-3/4
27 5-3/4 5-1/2 5 4-3/4 4
30 6 5-3/4 5-1/4 5 4-1/4
35 6-1/2 6 5-1/2 5-1/4 4-l/2
40 6-3/4 6-1/4 5-3/4 5-1/2 4-3/4
45 7 6-1/2 6 5-3/4 5
50 7-1/4 6-3/4 6-1/4 6 5-1/4
55 7-1/2 7 6-1/2 ----- 5-1/2
60 7-3/4 7-1/4 6-3/4 ----- 5-3/4
65 8 7-1/2 7 ----- 6
70 8-1/2 8 7-1/2 ----- 6
75 9 8-1/2 8 ----- 6
80 9-l/2 9 8-1/2 ----- -----
85 10 9-1/2 9 ----- -----
90 10-1/2 10 9-1/2 ----- -----
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(a) The pole above the ground line is in good condition and is of
sufficient size to develop its required strength.
(b) The stub should have a ground line circumference at least as
great as would be required for a new pole in the same location.
(c) The stub should be set to a depth at least as great as that
required for the pole being stubbed. (See Paragraph G-4.)
(d) The stub should be attached to the pole by a method which will
develop at all times the required strength of the pole.
G-10 Stubs should, in general, be set at the side of the pole in a plane
perpendicular to the direction of the line. Where the direction of the
line changes at the pole being stub reinforced, the stub should be at
the side of the pole in a plane bisecting the angle of the corner and
in the direction of the corner pull. Where head guys are omitted, as
permitted in Paragraph Q-9, the stub should be set on the track side of
the pole in line with the crossing span.
H-Crossarms and Brackets
H-1 Wood crossarms supporting the crossing span should be of fir, treated
yellow pine or other suitable timber. They should have a nominal
cross-section of not less than the values given in Table H-1.
Table H-1
Recommended Dimensions of Wood Crossarms
Number Nominal Length Nominal Cross-section
of Wires (Feet) (Inches) (Inches)
2 1 4-1/2 2-5/16 by 3-5/16
4 3 4-1/2 2-5/16 by 3-5/16
6 6 0 2-3/4 by 3-3/4
10 8 6 2-3/4 by 3-3/4
10 10 0 3 by 4
12* 10 0 3-1/4 by 4-1/4
16** 10 0 3-1/4 by 4-1/4
* Where crossarms are bored for 1/2-in. steel pins, 3-in. by 4-1/4 in.
crossarms may be used.
** Permitted in medium and light loading districts only.
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H-2 Galvanized or painted iron or steel crossarms of strengths equal to
those of the wood crossarms specified in Table H-1 may be used.
H-3 Double crossarms should be provided on crossing poles and shall be
attached to the pole by means of a 5/8-in. crossarm bolt. Double
crossarms longer than two-pin should be equipped with double arming
bolts at a point near each end of the crossarms.
H-4 Wood pole brackets may only be used at crossings over minor tracks and
should be in duplicate so as to afford two points of support for each
conductor.
H-5 Single metal brackets, drive hooks or fixtures may be used to support
distributing wire at railroad crossings provided such bracket, drive
hook or fixture and the attachment of the wire thereto is such as
to withstand the ultimate breaking strength of the wire.
J-Crossarm Braces
J-1 Crossarms and buckarms, except two-pin crossarms, should be so braced
as to safely support the loads to which they may be subjected in use,
including lineman working on them. This strength may be obtained by the
use of one pair of crossarm braces. Steel crossarm braces should have a
cross section of not less than 1/8-in. by 1-1/8 in. and a length not
less than 20 in.
J-2 The braces should be attached to the pole by a drive screw not less
than 1/2-in. by 3 in. and to the crossarm by bolts 3/8-in. in
diameter.
K-Pins
K-1 Insulator pins should have strength sufficient to withstand the loads
to which they may be subjected. Steel or iron pins should have a
diameter of shank not less than 1/2 in. Wood pins shall be sound and
straight grained with a diameter of shank not less than 1-1/4 in.
L-Insulators
L-1 Each insulator should be of such pattern, design and material that,
when mounted on its pin, it will withstand, without injury and without
being pulled off the pin, the ultimate strength of the conductor which
it supports.
L-2 Each conductor (not including paired wire) unless dead-ended, should be
tied to two supporting insulators in such a manner that they will
securely hold the conductor to its supporting insulators at each
crossing pole.
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M-Tie Wires
M-1 A type of tie should be used which will develop the greatest
practicable holding power without injury to the line conductors.
N-Conductors
N-1 Conductors should be of material or combinations of materials which
will not corrode excessively under the prevailing conditions.
N-2 Conductors of material other than those specified in Table N-1
should be of such size and so erected as to have a mechanical strength
not less than that of the sizes of copper conductors specified
in Table N-1
N-3 The minimum allowable sizes of conductors in a span crossing over a
railroad which does not in the same span also cross over supply
conductors in excess of 750 volts to ground, should be as given in
Table N-1.
Table No. N-1
Recommended Minimum Wire Sizes
Spans Exceeding 125 Ft.
Conductor Spans 125 Ft. or Less up to 150 FT. (Note)
Diameter Diameter
Gage Inches Gage Inches
Copper,
hard-drawn 10 AWG 0.102 9 AWG 0.114
Steel,
Galvanized:
In general 10 BWG 0.134 8 BWG 0.165
In rural
districts
of arid
regions 12 BWG 0.109 10 BWG 0.134
Note: If spans in excess of 150 ft. are necessary, the size of conductors
specified above, or the sags of the conductors, should be
correspondingly increased.
N-4 Paired or single distributing wires without a suspension strand should
in no case be used for spans longer than 100 ft. in a heavy loading
district, 125 ft. in the medium loading district, and 150 ft. in the
light loading district. Each wire of a pair not supported by a
suspension strand should have an ultimate strength of not less than 170
lb. Single distributing wires not supported by suspension strand
should have an ultimate strength of not less than 340 lb.
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N-5 Splices should, so far as practicable, be avoided in the crossing and
adjacent spans, unless they are of such a type and so made as to have a
strength substantially equal to that of the conductors in which they are
placed. Taps should be avoided in the crossing span where practicable, but
if required, they should be of a type which will not impair the strength
of the conductors to which they are attached.
P-Sags
P-1 Table P-1 specifies recommended sags for wires shown in Table N-1. Where,
however, the wires in the communication line are strung in accordance with
recognized practices, the stringing tensions employed in the line,
generally will be satisfactory in the crossing span.
Table P-1
Recommended Wire Stringing Sags
Heavy and Medium Loading Districts
Span Length Temperature Deg. F
in Feet 100 80 60 40 20 0 -20
Sag in inches
70 5-1/2 4-1/2 3-1/2 2-3/4 2-1/4 1-3/4 1-1/2
80 7-1/2 6 4-1/2 3-1/2 2-3/4 2-1/2 2
90 9-1/2 7-1/2 5-1/2 4-1/2 3-1/2 3 2-1/2
100 11-1/2 9 7 5-1/2 4-1/2 3-3/4 3-1/4
110 14 11 8-1/2 6-1/2 5-1/2 4-1/2 4
120 17 13 10 8 6-1/2 5-1/2 4-1/2
130 20 15 12 9-1/2 7-1/2 6-1/2 5-1/2
140 23 18 14 11 8-1/2 7-1/2 6-1/2
150 26 20 16 13 10 8-1/2 7
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Table P-1 (Continued)
Recommended Wire Stringing Sags
Light Loading District
Span Length Temperature Deg. F
in Feet 120 100 80 60 40 20 0
Sag in inches
90 7-1/2 6-1/2 5-1/2 4-1/2 3-1/2 3 1-1/2
100 9-1/2 8 6-1/2 5-1/2 4-1/2 3-3/4 3-1/4
110 11-1/2 9-1/2 8 6-1/2 5-1/2 4-1/2 4
120 14 11-1/2 9 7-1/2 6-1/2 5-1/2 4-1/2
130 16 13 11 9 7-1/2 6-1/2 5-1/2
140 18 15 13 10-1/2 8-1/2 7-1/2 6-1/2
150 21 18 15 12 10 8-1/2 7
Q-Guys
Q-1 Material: Guys should be of galvanized steel or other material that will
not corrode excessively under the prevailing conditions.
Q-2 Side Guys: Poles supporting the crossing span should be side-guyed with
guys having strengths specified in Appendix B, except as provided in
Paragraphs Q-9 and Q-l0. The strength specified in this appendix may be
obtained by using various combinations of standard guys, which, when taken
together, will give strength at least as great as that specified.
Q-3 For the purpose of side-guying, aerial cables and their suspension strands
should have the wire equivalents given in Table Q-1.
Table Q-1
Recommended Wire Equiva1ents
Equivalent Number of Open Wires
Diameter of Cable Heavy Loading Medium Loading Light Loading
District District District
Less than 1-1/4 in. 3 4 10
1-1/4 to 2-1/4 in. 4 5 15
Over 2-1/4 in. 5 6 20
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Q-4 Head Guys: Poles supporting the crossing span should be head-guyed away
from the crossing span with guys having strengths specified in Appendix C,
except as provided in Paragraph Q-9. The strength specified in this
appendix may be obtained by using various combinations of standard guys,
which, when taken together, will give strength at least as great as that
specified. For lines carrying both open wire and aerial cable, head guying
need be provided only for the number of wires in excess of 10 if the cable
is supported by a 6,000-lb. suspension strand or for the number of wires
in excess of 20 if the suspension strand is 10,000-lb. or stronger.
Q-5 Head guys should be installed so as not to increase tension in the
crossing span. In order to facilitate the installation of the head guys,
a section of 6,000-lb. strand may be placed between the crossing poles so
as to provide an additional support for pulling up the head guys.
Q-6 Guying at Corners and Terminals: Where the line terminates or changes
direction or has substantially unbalanced tension at any crossing support,
such additional guying as may be necessary should be provided to take care
of the additional load.
Q-7 Where a line crossing a railroad changes direction more than ten degrees
at either crossing support, the side guy within the angle may be omitted
and the head guy, if required, should be placed in the direction of the
adjacent span unless the angle of turn is greater than 60 degrees. Where
the angle is greater than 60 degrees, the head guy should be placed in a
direction away from the crossing span.
Q-8 Corner guys should conform to standard guying requirements unless the
guying prescribed in Appendix B is greater, in which case the latter
guying shall be provided.
Q-9 Omission of Guys: Guys may be omitted in the following cases:
(a) Side guys may be omitted where the poles when new will not be
stressed to more than 25% of their ultimate strengths, when
subjected to the transverse load specified in Paragraph F-3 (a),
except as otherwise permitted in Paragraph Q-10. The maximum number
of wires which can be carried by poles of various classes to meet
this requirement is given in Appendix D.
(b) Head guys may be omitted where the poles when new will not be
stressed to more than 66-2/3% of their ultimate strengths when
subjected to the longitudinal load
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specified in Paragraph F-3 (b). The maximum number of wires of various
sizes which can be carried by poles of various classes to meet this
requirement is given in Appendix F.
Q-1O Where a communication line paralleling a railroad track on the
right-of-way of the railroad crosses any of the minor tracks listed
under Subparagraphs (a), (c), (d) and (e) of Paragraph B-9, the side
guys may be omitted, provided the crossing poles when new will not be
stressed to more than 33-1/3% of their ultimate strengths when
subjected to the transverse load specified in Paragraph F-3 (a). The
maximum number of wires which can be carried by poles of various classes
to meet this requirement is given in Appendix E.
Q-11 If, however, under the conditions stated in Paragraph Q-l0, there is an
angle in the line at either crossing pole, corner guys sufficient to
withstand the unbalanced load on such poles should be installed. Head
guys may be omitted unless conductor tensions are not balanced at one
or both poles due to the dead-ending of any of the wires. Where
conductors are dead-ended, guys of strengths specified in Appendix C
should be provided.
Q-12 Guying in Special Cases: Where, on account of physical conditions, it
is impracticable to side guy the crossing poles, as specified in
Paragraph Q-2, or to provide the strength of an unguyed pole specified
in Paragraphs Q-9 and Q-l0, the requirements may be met by head-guying
and side-guying the line as near as practicable to the crossing,
provided the line is approximately straight and the intermediate poles
are not of a class lower than those specified in Paragraph G-2 and that
a strand of strength equivalent to the load in pounds for which
head-guying is required, is run between the two guyed poles. Where such
guying is employed, it should meet the requirements of paragraphs Q-2
to Q-5, inclusive, and should be applied at a distance not exceeding
500 ft. from the nearest crossing pole. The strand should be attached
to the guyed poles close to the point at which the head guys are
attached, and should be securely attached to every pole between the
guyed poled.
Q-13 Guy Leads: Guy anchors should, where practicable, be located so that
the horizontal distance from the ground line of the pole to the guy or
guy rod will be not less than the height above ground of the attachment
of the guy to the poles for head guys, and not less than one-third that
height for side guys. The guys should be attached as near to the center
of the load as practicable. (See Figure 1B1-2 for method of measuring
guy lead and height.)
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Q-14 Methods of Anchoring Guys: The anchorage for guys shall in all cases be
adequate to develop the required strength of the guys attached to them.
Guys should preferably be attached to anchors set in earth or secured
in rock. Where this is impracticable, guys may be attached to stubs or
poles which are properly anchor guyed, or to buildings or other secure
structures. Guys should not be attached to trees.
Q-15 Guy Rods: Guy rods not smaller than those specified in Table Q-2 should
be employed. The length of guy rods should be sufficient so that where
the anchor is set to adequate depth, the eye of the rod will not be
below the surface of the ground.
Table 0-2
Recommended Minimum Size of Guy Rods
Size of Guy Diameter of Guy Rod
(Pounds) (Inches)
2,200 1/2
4,000 1/2
6,000 5/8
10,000 3/4
16,000 7/8
Q-16 Anchors: Where expandable or screw anchors or screw anchors are used,
manufacturer's specifications must be followed as to depth and size of
anchor.
Q-17 Method of Securing Guy Strand: In securing guys, clamps, strand clamps
or guy-grip dead-ends of suitable strength should be employed. A guy
strand may be attached to the pole either by the wrapping method or by
attachment to suitable eye bolts or approved connector. The size of the
eye bolt or approved connector should be sufficient to develop the
required strength of the guy.
Q-18 Guards for Guys: When anchor guys are located so that persons or
livestock may come into accidental contact with them, they should be
equipped with suitable guards.
Q-19 Pole Braces: Pole braces may be used in the place of guys called for in
Paragraphs Q-2 to Q-8, inclusive, to provide equivalent strength.
R-Suspension Strand
R-1 Material: Suspension strands should be of galvanized steel or other
material that will not corrode excessively under the prevailing
conditions.
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R-2 Sizes: For spans of 150 ft. or less, Table R-l gives the minimum
sizes of suspension strand to be used for supporting different sizes
of serial cable.
Table R-1
Recommended Minimum Sizes of Suspension Strand
Weights of Cable in Suspension Strand (Nominal
Pounds per Foot Ultimate Strength in Pounds)
Less than 2.25 6,000
2.25 to 5 10,000
Exceeding 5 and less than 8.5 16,000
R-3 For spans exceeding 150 ft. or for heavier cables, a proportionately
larger suspension strand or other proportionately stronger means of
support should be used.
R-4 Attachment to Poles: The suspension strand should be attached to the
pole by means of standard cable suspension clamp secured by a bolt not
less than 5/8 in. in diameter extending through the pole. Three-bolt
suspension clamps should be used with 10,000 and 16,000 lb. suspension
strand; single-bolt suspension clamps may be used for 6,000 lb.
suspension strand.
R-5 Where one or both of the crossing poles is a corner pole and the
corner pull is in excess of 5 ft., suspension clamps with flared
grooves or other means that will prevent sharp bends in the suspension
strand should be employed. Where the cable is carried on the inside of
the corner, reinforcing links or other equivalent means should also be
used where the corner pull exceeds the values given in Table R-2.
Table R-2
Size of
Suspension Strand Pull on Corner
6M 15 ft. or over
lOM 15 ft. or over
16M 10 ft. or over
R-6 Safety straps, grade clamps, reinforcing bands or other equivalent
devices which will prevent progressive stripping of cable from entering
the crossing span should be placed at each crossing pole for cables
1-1/2 in. in diameter or larger.
R-7 Where the suspension strand is dead-ended on a crossing pole, it may be
attached by the wrapping method or by attaching it to a suitable eye
bolt or approved connector.
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The size of the eye bolt should be sufficient to develop the required
strength of the suspension strand.
R-8 Sags: Suspension strands for aerial cables should be strung so that when
the cables are in place the sags will be not less than given in Table
R-3.
S-Cable Attachments to Suspension Strands
S-1 Cables should be attached to the suspension strand in the crossing span
by means of suitable metal rings or spirally wound lashing wire which
will resist corrosion. The spacing of rings should not be greater than
indicated in Table S-1. The spirals of lashing wire should be so spaced
that they will safely support the cable and prevent appreciable sagging
between points of support. The metal rings or lashing wire should be so
installed that the protective coating will not be damaged.
Table S-1
Recommended Spacing of Cable Rings
Weight of Cable in Spacing of Cable Rings
Pounds per Foot in Inches
Less than 5 20
5 to 8.5 15
Part II - Underbridge Crossings
T-General
T-1 Avoidance of Attachments: The line preferably should be so graded that
it will be unnecessary to make attachment to the bridge structure. If,
for any reason, it is impracticable to grade a cable line to pass under
a bridge and it is undesirable to attach to the bridge, vertical runs
may be made on poles adjacent to the bridge.
T-2 Attachments: Unless approved by the railroad company, attachments to
railroad steel bridges should not be made by devices that require the
drilling or cutting of the bridge structure or the removal of rivets,
and the attachments should be so made that wires, cables and suspension
strand will not be in metallic contact with the bridge structure.
T-2 Clearance from Abutments: The clearance of any conductor from the face
of the abutment, when not attached thereto, should be not less than 3
ft. for steel bridges. Cables or paired wires and their suspension
strand may be attached directly to the face of the abutment if located
not less than 24 in. below the elevation of the bridge seat, and they
should provide suitable clearance for pedestrians, vehicles, etc., as
may be necessary.
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Table R-3
Recommended Minimum Sags in Aerial Cables
(No Ice or Wind Loading)
Average Weight of Size of Sags in inches for Spans
Cables in Pounds Temp. Strand 90 100 110 120 130 140 150
per Foot F. Ft. Ft. Ft. Ft. Ft. Ft. Ft.
20 5 6 7 8 10 11 13
Up to .6 60 6,000 5 7 8 10 11 13 15
100 6 8 10 12 14 16 18
Exceeding .6 but 20 6 7 9 10 12 14 16
not exceeding .8 60 6,000 6 8 10 12 14 16 18
100 8 9 11 13 16 18 21
Exceeding .8 but 20 7 9 11 13 15 17 20
not exceeding 1.1 60 6,000 8 10 12 14 17 19 22
100 9 11 13 15 18 21 24
Exceeding 1.1 but 20 9 11 13 16 19 22 25
not exceeding 1.4 60 6,000 10 12 15 17 20 24 27
100 10 13 16 19 22 25 29
Exceeding 1.4 but 20 10 13 16 19 22 25 29
not exceeding 1.8 60 6,000 11 14 17 20 23 27 31
100 12 15 18 21 25 29 33
Exceeding l.8 but 20 12 14 17 20 24 28 32
not exceeding 2.25 60 6,000 12 15 18 22 26 30 34
100 13 16 20 24 28 32 37
Exceeding 2.25 but 20 8 10 12 15 17 20 23
not exceeding 2.8 60 10,000 9 11 13 16 19 22 25
100 10 12 15 17 20 24 27
Exceeding 2.8 but 20 10 13 16 19 22 25 29
not exceeding 3.9 60 10,000 11 14 17 20 23 27 31
100 12 15 18 21 25 29 33
Exceeding 3.9 but 20 12 14 17 20 24 28 32
not exceeding 4.4 60 10,000 12 15 18 22 26 30 34
100 13 16 19 23 27 31 36
Exceeding 4.4 but 20 13 16 19 23 27 31 36
not exceeding 5.0 60 10,000 14 17 20 24 29 33 38
100 14 18 22 26 30 35 40
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Table R-3 (Continued)
Average Weight of Size of Sags in inches for Spans
Cables in Pounds Temp. Strand 90 100 110 120 130 140 150
per Foot F. Ft. Ft. Ft. Ft. Ft. Ft. Ft.
20 11 13 16 19 23 26 30
Up to 5.0 but 60 16,000 12 14 17 20 24 28 32
not exceeding 6.3 100 12 15 18 22 26 30 24
Exceeding 6.3 but 20 12 14 17 20 24 28 32
not exceeding 7.2 60 16,000 12 15 18 22 26 30 34
100 13 16 20 24 28 32 37
Exceeding 7.2 but 20 13 16 19 22 26 31 35
not exceeding 8.1 60 16,000 13 16 19 23 27 31 36
100 14 17 20 24 29 33 38
Exceeding 8.1 but 20 13 16 20 24 28 32 37
not exceeding 8.6 60 16,000 14 17 20 24 29 33 38
100 14 18 22 26 30 35 40
T-4 Clearance from Bridge Structure: The clearance between any conductor
attached to the bridge in open construction, and any portion of the
bridge structure should preferably be not less than 6 in., but in no
case less than 3 in. The clearance between any conductor not attached to
the bridge and any portion of the bridge structure should preferably be
not less than 1 ft., but in no case less than 6 in.
Part III - Underground Crossings
U-General
U-1 Arrangement for Work: The work should be done at such time and in such a
manner as not to interfere with the proper and safe use or operation of
the property and tracks of the railroad company, previous arrangements
having been made with the duly authorized representative of the
railroad company for date and time of commencement. Where iron or mild
steel pipes are used, as permitted in Paragraph U-7(d), consideration
should be given to forcing or driving them under the roadbed instead of
laying in an open trench.
U-2 Location: The underground system on the railroad property should be so
located as to be subject to the least practicable disturbance. Railway
tracks and underground structures, including catch basins, gas pipes,
etc., should be avoided where practicable. The manholes, pull boxes, and
terminals should, where practicable, be located away from the roadbed.
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U-3 Side Clearance from Rail: Where underground conduit construction
terminates at terminal poles, the side clearance of such poles from the
nearest track rail should be as provided in Paragraph E-2. Where
manholes, handholes, etc., are employed, which project above the surface
of the ground, the side clearance, unless physical conditions prevent,
shall be not less than 17 ft. from the nearest track rail, except that
at sidings, a clearance of 7 ft. may be allowed. At loading sidings,
sufficient space shall be left for a driveway.
U-4 Clearance Below Base of Rail: The top of all conduit protection, except
as specified in Paragraph U-8 should generally be located at a depth of
not less than 48 in. below the base of rail. Where this is
impracticable, or for other reasons, this clearance may be reduced by
agreement between the parties concerned. In no case, however, should the
top of the conduit protection extend higher than the bottom of the
ballast section which is subject to working or cleaning.
U-5 Where unusual conditions exist or where proposed construction would
interfere with existing construction, a greater depth than specified
above may be required.
U-6 Arrangement of Conduit System: The arrangement of ducts in the conduit
system contemplated under this specification should consist of not more
than four ducts of vitrified clay, four impregnated fiber ducts or three
creosoted wood ducts in width. Where other arrangements are
contemplated, additional strength of construction and protection may be
required.
U-7 Protection of Ducts: Ducts extending under the roadbed section of the
right-of-way should be protected under the roadbed section as specified
below and for a distance of at least 6 ft. beyond each outside rail. In
other sections of the right-of-way, concrete, creosoted plank or other
forms of protection should be provided where necessary to prevent injury
to the conduit system.
(a) Vitrified Clay Ducts: The ducts should be laid on at least 4
in. of concrete with at least 3 in. of concrete on the top and
sides.
(b) Impregnated Fiber and Other Tubular Composition Ducts: The
ducts should be completely encased in concrete. The encasement
should be at least 4 in. thick on bottom and at least 3 in.
thick on top and sides.
(c) Creosoted Wood Ducts: The ducts should be protected on the top
and bottom by means of creosoted wood plank not less than 1-1/2
in. in thickness or by 3 in. of concrete.
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(d) Iron or Mild Steel Pipes: Such pipes should normally be encased
in concrete as provided in (b) above. However, where physical
or chemical conditions will permit, a conduit system consisting
of a group of not more than four iron or mild steel pipes not
more than 4 in. in diameter may be laid beneath the roadbed
without any form of protection.
U-8 Where physical and chemical conditions will permit, a conduit consisting
of not more than two iron pipes, not exceeding 4 in. in diameter, or two
creosoted wood ducts not exceeding 6 in. square, or one or more cables
of a type designed for burying directly in the earth may be laid in the
ground beneath railroad tracks without any form of protection at a
minimum depth of 48 in. below the base of the rail, unless the worked
ballast section of the roadbed exceeds 18 in., in which case the conduit
shall be laid below the ballast section. Cables under main line tracks
should preferably be installed in conduit to prevent disturbance to the
roadbed at times of replacement.
U-9 Excavation: The excavated material shall be so placed as not to
interfere with traffic. Ballast material excavated should be kept
separate and free from earth.
U-10 Shoring: Where necessary to prevent caving, the sides of trench should
be supported with suitable planks and bracing. No bracing shall extend
above the base of the rail or be attached in any way to the rails or
ties.
U-ll Grading and Drainage: The trench should be so graded that it will have a
fall of at least 3 in. in l00 ft. toward the lower manhole or terminal,
or from an intermediate point toward both manholes or terminals, and the
bottom of the trench should be graded evenly. Where conditions require,
a sump or other suitable drainage should be provided for manholes.
U-12 Backfilling: The trench should be backfilled with earth to the subgrade
line and tamped. Track ballast shall be replaced under railroad
supervision.
U-13 Removing Surplus Material: All surplus material remaining after the work
has been finished should be removed, and if disposed of upon railroad
property, it should be under railroad supervision.
U-14 Concrete: All concrete employed should be such that when tested in 6 by
12 inch cylinders after 28 days, it should withstand a compressive test
of not less than 2,000 lb./sq. in. square inch without rupture. Concrete
should be thoroughly tamped.
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Appendix A: District Loading Map
[DISTRICT LOADING MAP DIAGRAM]
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Appendix B
Recommended Strength of Side Guys Required, in Pounds
(Combinations of Standard Size Guys May Be Used)
Average of Crossing and Adjacent Spans 100 Feet or Less
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Heavy Loading
-------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 2,200
6 2,200 2,200 2,200 4,000
10 2,200 2,200 4,000 4,000
20 4,000 4,000 4,000 6,000
30 4,000 4,000 6,000 10,000
40 4,000 6,000 10,000 10,000
50 6,000 10,000 10,000 12,000
60 6,000 10,000 10,000 16,000
70 10,000 10,000 12,000 16,000
80 10,000 10,000 16,000 20,000
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Appendix B (Continued)
Recommended Strength of Side Guys Required, in Pounds
(Combinations of Standard Size Guys May Be Used)
Average of Crossing and Adjacent Spans 100 Feet or Less
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Medium Loading
--------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 2,200
6 2,200 2,200 2,200 2,200
10 2,200 2,200 2,200 2,200
20 4,000 4,000 4,000 4,000
30 4,000 4,000 4,000 6,000
40 4,000 4,000 4,000 6,000
50 4,000 4,000 6,000 10,000
60 4,000 6,000 6,000 10,000
70 4,000 6,000 10,000 10,000
80 6,000 6,000 10,000 10,000
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Appendix B (Continued)
Average of Crossing and Adjacent Spans 100 Feet or Less
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Light Loading
-------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 2,200
6 2,200 2,200 2,200 2,200
10 2,200 2,200 2,200 2,200
20 4,000 4,000 4,000 4,000
30 4,000 4,000 4,000 6,000
40 4,000 4,000 4,000 6,000
50 4,000 4,000 6,000 6,000
60 4,000 4,000 6,000 10,000
70 4,000 6,000 6,000 10,000
80 4,000 6,000 10,000 10,000
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Appendix B (Continued)
Recommended Strength of Side Guys Required, in Pounds
(Combinations of Standard Size Guys May Be Used)
Average of Crossing and Adjacent Spans 100 to 125 Feet
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Heavy Loading
-------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 2,200
6 2,200 2,200 2,200 4,000
10 2,200 4,000 4,000 6,000
20 4,000 4,000 4,000 6,000
30 4,000 6,000 6,000 10,000
40 6,000 10,000 10,000 12,000
50 6,000 10,000 10,000 16,000
60 10,000 10,000 12,000 16,000
70 10,000 12,000 16,000 20,000
80 10,000 16,000 16,000 26,000
101
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1989 Part 1-B-1
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Appendix B (Continued)
Average of Crossing and Adjacent Spans 100 to 125 Feet
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Medium Loading
--------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 2,200
6 2,200 2,200 2,200 2,200
10 2,200 2,200 2,200 4,000
20 4,000 4,000 4,000 4,000
30 4,000 4,000 4,000 6,000
40 4,000 4,000 6,000 10,000
50 4,000 6,000 6,000 10,000
60 6,000 6,000 10,000 10,000
70 6,000 10,000 10,000 12,000
80 6,000 10,000 10,000 16,000
102
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Appendix B (Continued)
Recommended Strength of Side Guys Required in Pounds
(Combinations of Standard Size Guys May Be Used)
Average of Crossing and Adjacent Spans 100 to 125 Feet
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Light Loading
-------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 2,200
6 2,200 2,200 2,200 2,200
10 2,200 2,200 2,200 2,200
20 4,000 4,000 4,000 4,000
30 4,000 4,000 4,000 6,000
40 4,000 4,000 6,000 6,000
50 4,000 6,000 6,000 10,000
60 4,000 6,000 6,000 10,000
70 6,000 6,000 10,000 10,000
80 6,000 6,000 10,000 12,000
103
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1989 Part 1-B-1
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Appendix B (Continued)
Average of Crossing and Adjacent Spans 125 to 150 Feet
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Heavy Loading
-------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 4,000
6 2,200 2,200 4,000 4,000
10 4,000 4,000 4,000 6,000
20 4,000 4,000 6,000 10,000
30 6,000 6,000 10,000 10,000
40 6,000 10,000 10,000 16,000
50 10,000 10,000 12,000 16,000
60 10,000 12,000 16,000 20,000
70 10,000 16,000 16,000 26,000
80 12,000 16,000 20,000 26,000
104
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Appendix B (Continued)
Recommended Strength of Side Guys Required, in Pounds
(Combinations of Standard Size Guys May Be Used)
Average of Crossing and Adjacent Spans 125 to 150 Feet
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Medium Loading
--------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 2,200
6 2,200 2,200 2,200 2,200
10 2,200 2,200 2,200 4,000
20 4,000 4,000 4,000 4,000
30 4,000 4,000 6,000 6,000
40 4,000 4,000 6,000 10,000
50 6,000 6,000 10,000 10,000
60 6,000 10,000 10,000 12,000
70 6,000 10,000 10,000 16,000
80 10,000 10,000 12,000 16,000
105
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1989 Part 1-B-1
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Appendix B (Continued)
Average of Crossing and Adjacent Spans 125 to 150 Feet
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Light Loading
-------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 2,200
6 2,200 2,200 2,200 2,200
10 2,200 2,200 2,200 2,200
20 4,000 4,000 4,000 4,000
30 4,000 4,000 4,000 6,000
40 4,000 4,000 6,000 10,000
50 4,000 6,000 6,000 10,000
60 6,000 6,000 10,000 10,000
70 6,000 10,000 10,000 12,000
80 6,000 10,000 10,000 16,000
106
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Appendix B (Continued)
Recommended Strength of Side Guys Required, in Pounds
(Combinations of Standard Size Guys May Be Used)
Average of Crossing and Adjacent Spans 150 to 175 Feet
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Heavy Loading
-------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 4,000
6 2,200 2,200 4,000 4,000
10 4,000 4,000 6,000 6,000
20 4,000 6,000 6,000 10,000
30 6,000 10,000 10,000 12,000
40 10,000 10,000 12,000 16,000
50 10,000 12,000 16,000 20,000
60 10,000 16,000 16,000 26,000
70 12,000 16,000 20,000 30,000
80 16,000 20,000 26,000 30,000
107
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Appendix B (Continued)
Average of Crossing and Adjacent Spans 150 to 175 Feet
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Medium Loading
--------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 2,200
6 2,200 2,200 2,200 4,000
10 2,200 2,200 4,000 4,000
20 4,000 4,000 4,000 6,000
30 4,000 4,000 6,000 10,000
40 4,000 6,000 10,000 10,000
50 6,000 10,000 10,000 12,000
60 6,000 10,000 10,000 16,000
70 10,000 10,000 12,000 16,000
80 10,000 10,000 16,000 20,000
108
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Appendix B (Continued)
Recommended Strength of Side Guys Required, in Pounds
(Combinations of Standard Size Guys May Be Used)
Average of Crossing and Adjacent Spans 150 to 175 Feet
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Light Loading
-------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 2,200
6 2,200 2,200 2,200 2,200
10 2,200 2,200 2,200 4,000
20 4,000 4,000 4,000 4,000
30 4,000 4,000 6,000 6,000
40 4,000 6,000 6,000 10,000
50 6,000 6,000 10,000 10,000
60 6,000 10,000 10,000 12,000
70 6,000 10,000 10,000 16,000
80 10,000 10,000 10,000 16,000
109
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Appendix B (Continued)
Average of Crossing and Adjacent Spans 175 to 200 Feet
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Heavy Loading
-------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 4,000
6 2,200 4,000 4,000 6,000
10 4,000 4,000 6,000 10,000
20 4,000 6,000 10,000 10,000
30 6,000 10,000 10,000 16,000
40 10,000 10,000 16,000 20,000
50 10,000 16,000 16,000 26,000
60 12,000 16,000 20,000 26,000
70 16,000 20,000 26,000 30,000
80 16,000 20,000 26,000 40,000
110
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Appendix B (Continued)
Recommended Strength of Side Guys Required, in Pounds
(Combinations of Standard Size Guys May Be Used)
Average of Crossing and Adjacent Spans 175 to 200 Feet
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Medium Loading
--------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 2,200
6 2,200 2,200 2,200 4,000
10 2,200 2,200 4,000 4,000
20 4,000 4,000 4,000 6,000
30 4,000 6,000 6,000 10,000
40 6,000 6,000 10,000 10,000
50 6,000 10,000 10,000 16,000
60 10,000 10,000 12,000 16,000
70 10,000 10,000 16,000 20,000
80 10,000 12,000 16,000 20,000
111
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1989 Part 1-B-1
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Appendix B (Continued)
Average of Crossing and Adjacent Spans 175 to 200 Feet
Number Ratio of Guy Lead to Height Not less than
of 1 2/3 1/2 1/3
Wires
Light Loading
-------------
2 2,200 2,200 2,200 2,200
4 2,200 2,200 2,200 2,200
6 2,200 2,200 2,200 2,200
10 2,200 2,200 2,200 4,000
20 4,000 4,000 4,000 6,000
30 4,000 4,000 6,000 10,000
40 4,000 6,000 6,000 10,000
50 6,000 6,000 10,000 12,000
60 6,000 10,000 10,000 16,000
70 10,000 10,000 10,000 16,000
80 10,000 10,000 12,000 16,000
112
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Appendix C
Recommended Strength of Head Guys Required, in Pounds
(Combinations of Standard Size Guys May Be Used)
Number Ratio of Guy Lead to Height Not less than
of
Wires 1-1/4 1 3/4 2/3 1/2
Heavy Loading
-------------
2 4,000 4,000 4,000 4,000 4,000
6 4,000 4,000 4,000 4,000 6,000
10 6,000 6,000 6,000 10,000 10,000
20 10,000 10,000 12,000 16,000 16,000
30 16,000 16,000 20,000 20,000 26,000
40 20,000 20,000 26,000 26,000 32,000
50 20,000 20,000 30,000 32,000 42,000
60 26,000 30,000 36,000 36,000 48,000
70 30,000 30,000 40,000 48,000 60,000
80 36,000 40,000 48,000 60,000 70,000
Medium Loading
--------------
2 4,000 4,000 4,000 4,000 4,000
6 4,000 4,000 4,000 4,000 4,000
10 4,000 4,000 6,000 6,000 6,000
20 6,000 10,000 10,000 10,000 12,000
30 10,000 10,000 12,000 16,000 16,000
40 12,000 16,000 16,000 16,000 20,000
50 16,000 16,000 20,000 20,000 26,000
60 20,000 20,000 26,000 26,000 30,000
70 20,000 20,000 26,000 30,000 36,000
80 26,000 26,000 30,000 32,000 40,000
113
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Appendix C (Continued)
Number Ratio of Guy Lead to Height Not less than
of
Wires 1-1/4 1 3/4 2/3 1/2
Light Loading
-------------
2 4,000 4,000 4,000 4,000 4,000
6 4,000 4,000 4,000 4,000 4,000
10 4,000 4,000 4,000 4,000 4,000
20 4,000 6,000 6,000 6,000 10,000
30 6,000 10,000 10,000 10,000 12,000
40 10,000 10,000 10,000 12,000 16,000
50 10,000 10,000 16,000 16,000 20,000
60 12,000 16,000 16,000 16,000 20,000
70 16,000 16,000 20,000 20,000 26,000
80 16,000 20,000 20,000 26,000 30,000
114
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Appendix D
Recommended Maximum Number of Wires Which can be
Supported by Poles of Various Classes Without
Side Guys at Crossings over Railroad Tracks
(For the Special Case Covered By Paragraph Q-10, See Appendix E)
Class Average of Crossing and Adjacent Spans - Feet
of
Pole 100 125 150 175 200
Heavy Loading District
----------------------
1 28 22 18 15 13
2 22 18 14 12 11
3 17 14 11 10 8
4 13 11 9 8 7
5 10 8 7 6 5
6 8 6 5 4 4
7 6 5 4 3 3
Class Average of Crossing and Adjacent Spans - Feet
of
Pole 100 125 150 175 200
Medium Loading District
-----------------------
1 53 41 33 28 24
2 41 32 26 22 19
3 32 25 21 17 15
4 24 19 16 14 12
5 18 15 12 10 9
6 14 11 9 8 7
7 10 8 7 6 5
115
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Appendix D (Continued)
(For the Special Case Covered By Paragraph Q-1O, See Appendix E)
Class Average of Crossing and Adjacent Spans - Feet
of
Pole 100 125 150 175 200
Light Loading District
----------------------
1 -- 82 65 54 46
2 81 61 49 41 35
3 58 45 37 31 27
4 42 33 27 23 20
5 29 23 19 15 14
6 19 15 13 11 9
7 10 10 8 7 6
116
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Appendix E
Recommended Maximum Number of Wires Which can be
Supported by Poles of Various Classes Without
Side Guys at Crossings Over Minor Tracks Under
the Conditions Specified in Paragraph Q-10
Class Average of Crossing and Adjacent Spans - Feet
of
Pole 100 125 150 175 200
Heavy Loading District
----------------------
1 62 48 39 33 28
2 48 38 31 26 23
3 38 29 24 20 18
4 29 23 19 16 9
5 22 17 9 8 7
6 16 9 8 7 6
7 8 7 6 5 4
Class Average of Crossing and Adjacent Spans - Feet
of
Pole 100 125 150 175 200
Medium Loading District
-----------------------
1 -- 90 76 63 54
2 -- 74 59 50 42
3 75 56 45 39 33
4 55 42 35 29 25
5 40 32 26 22 19
6 20 20 20 17 9
7 10 10 10 8 7
117
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Appendix E (Continued)
Class Average of Crossing and Adjacent Spans - Feet
of
Pole 100 125 150 175 200
Light Loading District
-----------------------
1 -- -- -- 81 68
2 -- -- 75 61 52
3 -- 70 55 46 39
4 65 50 40 34 30
5 45 35 29 24 21
6 31 25 20 17 15
7 10 10 10 10 10
118
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Appendix F
Recommended Maximum Number of Wires Which can be
Supported by Poles of Various Classes Without Head Guys
Ultimate Class of Pole
Wire Diameter Strength
Gage & Material (Inches) (Pounds) 1 2 3 4 5 6 7
Heavy Loading District
----------------------
10 AWG Copper 0.102 530 11 9 7 6 4 3 2
9 AWG Copper 0.114 660 8 7 6 4 3 3 2
8 AWG Copper 0.128 826 7 5 4 4 3 2 1
8 BWG Copper 0.165 1,325 4 3 3 2 2 1 1
10 BWG Steel 0.134 1,200 4 4 3 2 2 1 1
8 BWG Steel 0.165 1,710 3 2 2 2 1 1 0
Ultimate Class of Pole
Wire Diameter Strength
Gage & Material (Inches) (Pounds) 1 2 3 4 5 6 7
Medium Loading District
-----------------------
10 AWG Copper 0.102 530 16 13 11 8 6 5 4
9 AWG Copper 0.114 660 13 11 9 6 5 4 3
8 AWG copper 0.128 826 10 8 7 5 4 3 2
8 BWG Copper 0.165 1,325 5 5 4 3 3 2 1
10 BWG Steel 0.134 1,200 7 6 5 4 4 2 1
8 BWG Steel 0.165 1,700 5 4 3 2 2 2 1
Where wires of other sizes or having other ultimate strengths, as in the
case of various grades of steel, are used, the number of wires can be
determined by selecting the wire in the table which has the nearest to the same
ultimate strength as the wire under consideration.
119
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Appendix F (Continued)
Ultimate Class of Pole
Wire Diameter Strength
Gage & Material (Inches) (Pounds) 1 2 3 4 5 6 7
Light Loading District
----------------------
10 AWG Copper 0.102 530 24 21 16 13 10 8 6
9 AWG Copper 0.114 660 20 16 13 10 8 7 5
8 AWG Copper 0.128 826 16 13 10 8 6 5 4
8 BWG Copper 0.165 1,325 10 8 6 5 4 3 2
10 BWG Steel 0.134 1,200 10 8 7 5 4 3 2
8 BWG Steel 0.165 1,710 7 6 5 4 3 2 2
Where wires of other sizes or having other ultimate strengths, as in the
case of various grades of steel, are used, the number of wires can be
determined by selecting the wire in the table which has the nearest to the
same ultimate strength as the wire under consideration.
120
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Appendix G
Recommended Ground Line Circumference of Poles of Various Classes
and Species which have Deteriorated to
Two-Thirds their Strength when New
Northern White Cedar and Other Species of Poles Having A Fiber Strength of
3,600 Pounds per Square Inch. (See Group No. 1 in Appendix H)
Length Class of Pole
of Pole 1 2 3 4 5 6 7
Feet Ground Line Circumference - Inches
20 34-1/2 32-1/2 30-1/2 28-1/2 26-1/2 24-1/2 22-1/2
25 38 35-1/2 33-1/2 30-1/2 29 27 25
30 41-1/2 38-1/2 36 33-1/2 31 28-1/2 27
35 44 41 38-1/2 35-1/2 33 30 28
40 46-1/2 43-1/2 40-1/2 37-1/2 35 32-1/2 ------
45 48-1/2 45-1/2 42-1/2 39-1/2 36-1/2 ------ ------
50 50-1/2 47-1/2 44-1/2 41 38 ------ ------
55 52-1/2 49 46 42-1/2 39-1/2 ------ ------
60 54 51 47-1/2 44 40-1/2 ------- ------
121
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Appendix G (Continued)
Western Red Cedar and Other Species of Poles Having a Fiber Strength of
5,600 Pounds per Square Inch. (See Group No. 2 in Appendix H)
Length Class of Pole
of Pole 1 2 3 4 5 6 7
Feet Ground Line Circumference - Inches
20 30 28 26-1/2 24-1/2 22-1/2 21 19-1/2
25 32-1/2 31 29 26-1/2 25 23 21-1/2
30 35-1/2 33-1/2 31 28-1/2 26-1/2 25 23-1/2
35 37-1/2 35-1/2 33-1/2 30-1/2 28-1/2 26-1/2 24-1/2
40 40 37-1/2 35 32-1/2 30-1/2 27-1/2 ------
45 42 39 37 34 31-1/2 ------ ------
50 43-1/2 41 38-1/2 35 32-1/2 ------ ------
55 45-1/2 42-1/2 39-1/2 37 34 ------ ------
60 46-1/2 43-1/2 41 38 ------- ------- ------
65 48-1/2 45 42 39-1/2 ------- ------- ------
70 50 46-1/2 43-1/2 40-1/2 ------- ------- ------
75 50-1/2 47-1/2 44-1/2 41-1/2 ------- ------- ------
80 52 48-1/2 45-1/2 42 ------- ------- ------
85 53 49-1/2 46-1/2 ------- ------- ------- ------
90 56 52-1/2 47-1/2 ------- ------- ------- ------
122
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Appendix G (Continued)
Recommended Ground Line Circumference of Poles of Various Classes
and Species which have Deteriorated to
Two-Thirds their Strength when New
Chestnut Poles - Fiber Strength, 6,000 Pounds per Square Inch
Length Class of Pole
of Pole 1 2 3 4 5 6 7
Feet Ground Line Circumference - Inches
20 29 27-1/2 25-1/2 24 22 20-1/2 19-1/2
25 32-1/2 30-1/2 28-1/2 26 24-1/2 22-1/2 21
30 34-1/2 32-1/2 30-1/2 28-1/2 26 24 22-1/2
35 37 34-1/2 32-1/2 30-1/2 28 25-1/2 24-1/2
40 39 36-1/2 34-1/2 31-1/2 29-1/2 27 25-1/2
45 41 38-1/2 36 33-1/2 31 28-1/2 26-1/2
50 42-1/2 40 37-1/2 34-1/2 32-1/2 30 27-1/2
55 44 41-1/2 38-1/2 36 33-1/2 30-1/2 ------
60 45-1/2 43 40 37 ------- ------- ------
65 47 44 41 38-1/2 ------- ------- ------
70 48 45-1/2 ------- ------- ------- ------- ------
123
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Appendix G (Continued)
Lodgepole Pine - Fiber Strength of 6,600 Pounds per Square Inch
Length Class of Pole
of Pole 1 2 3 4 5 6 7
Feet Ground Line Circumference - Inches
20 28-1/2 26-1/2 25 23 21-1/2 20 19
25 31-1/2 29-1/2 27-1/2 25 24 21-1/2 20-1/2
30 33-1/2 31-1/2 29-1/2 27-1/2 25-1/2 23-1/2 22
35 35-1/2 33-1/2 31-1/2 29-1/2 27 24-1/2 23-1/2
40 38 35-1/2 33-1/2 30-1/2 28-1/2 26-1/2 24-1/2
45 39-1/2 37 35 32-1/2 30 27-1/2 25-1/2
50 41-1/2 38-1/2 36-1/2 33-1/2 31-1/2 29 27
55 42-1/2 40 37-1/2 35 32-1/2 30 ------
60 44 41-1/2 39 36 33 30-1/2 ------
65 45-1/2 42-1/2 40 37 34-1/2 ------- ------
70 47 43-1/2 41 38 35-1/2 ------- ------
75 48 45 42 39 ------- ------- ------
80 49 46 43 40 ------- ------- ------
85 50-1/2 47 44 ------- ------- ------- ------
90 53 49-1/2 45 ------- ------- ------- ------
124
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Appendix G (Continued)
Recommended Ground Line Circumference of Poles of Various Classes
and Species which have Deteriorated to
Two-Thirds their Strength when New
Southern Pine, Douglas Fir and Other Species of Poles Having a Fiber Strength
of 7,400 Pounds per Square Inch. (See Group No. 5 in Appendix H)
Length Class of Pole
of Pole 1 2 3 4 5 6 7
Feet Ground Line Circumference - Inches
20 27-1/2 25-1/2 24 22-1/2 20-1/2 19 18
25 30 28 26-1/2 24 23 21 19-1/2
30 32-1/2 30-1/2 28-1/2 26-1/2 24-1/2 22-1/2 21
35 34-1/2 32 30-1/2 28-1/2 26 24-1/2 22-1/2
40 36-1/2 34 32 29-1/2 27-1/2 25-1/2 24
45 38-1/2 35-1/2 33-1/2 31 29 26-1/2 25
50 40 37 35 32-1/2 30 28 26
55 41-1/2 39 36 33-1/2 31 29 ------
60 42-1/2 40 37-1/2 35 32 29-1/2 ------
65 44 41 38-1/2 35-1/2 ------ ------- ------
70 45 42 39-1/2 36-1/2 ------ ------- ------
75 46-1/2 43 40-1/2 ------ ------- ------- ------
80 47 44 41-1/2 ------ ------- ------- ------
85 48 45 ------ ------- ------- ------- ------
90 51 48 ------ ------- ------- ------- ------
125
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Appendix H
Recommended Ultimate Fiber Stress (Modulus of Rupture)
of Various Species of Wood Poles
Group No. 1 (Pounds per Square Inch)
-----------
*Northern White Cedar 3,600
Eastern White Cedar 3,600
Red Wood 3,600
Group No. 2
-----------
*Western Red Cedar 5,600
Southern Red Cedar 5,600
Washington Cedar 5,600
Idaho Cedar 5,600
Port Oxford Cedar 5,600
Cypress 5,000
Group No. 3
-----------
*Chestnut 6,000
Group No. 4
-----------
*Lodgepole Pine 6,600
Group No. 5
-----------
*Douglas Fir 7,400
*Southern Pine, creosoted 7,400
*American National Standards Institute (ANSI)
Standard 05.1-1987 (Specifications & Dimensions
of Wood Poles
126
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Appendix J
Recommended Dimensions for New Poles of Various Species as
Specified in ANSI Specifications 05.1 to 05.6, inclusive,
of the American National Standards Institute
Northern White Cedar
Fiber Strength, 3,600 Pounds per Square Inch.
From ANSI 05.1-1979
Class of Pole 1 2 3 4 5 6 7
Minimum Top
Circumference (Inches) 27 25 23 21 19 17 15
Length Ground
of Line Distance Minimum Circumference at Six Feet from Butt
Pole from Butt (inches)
Feet Feet
16 3-l/2 ---- ---- ---- ---- 26.0 24.0 22.0
18 3-1/2 ---- ---- 32.5 30.0 28.0 25.5 23.5
20 4 39.5 37.0 34.0 31.5 29.0 27.0 25.0
22 4 41.0 38.5 36.0 33.0 30.5 28.0 26.0
25 5 43.5 41.0 38.0 35.5 32.5 30.0 28.0
30 5-1/2 47.5 44.5 41.5 38.5 35.5 33.0 30.5
35 6 50.5 47.5 44.0 41.0 38.0 35.0 32.5
40 6 53.5 50.0 46.5 43.5 40.0 37.0 ----
45 6-1/2 56.0 52.5 49.0 45.5 42.0 ---- ----
50 7 58.5 55.0 51.5 47.5 44.0 ---- ----
55 7-1/2 61.0 57.5 53.5 49.5 46.0 ---- ----
60 8 63.5 59.5 55.5 51.5 ---- ---- ----
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Appendix J (Continued)
Western Red Cedar
Fiber Strength, 5,600 Pounds per Square Inch.
From ANSI 05.1-1979
Class of Pole 1 2 3 4 5 6 7
Minimum Top
Circumference (Inches) 27 25 23 21 19 17 15
Length Ground
of Line Distance Minimum Circumference at Six Feet from Butt
Pole from Butt (Inches)
Feet Feet
16 3-1/2 ---- ---- ---- ---- 23.0 21.5 19.5
18 3-1/2 ---- ---- 28.5 26.5 24.5 22.5 21.0
20 4 34.5 32.0 30.0 28.0 25.5 23.5 22.0
22 4 36.0 33.5 31.5 29.0 27.0 25.0 23.0
25 5 38.0 35.5 33.0 30.5 28.5 26.0 24.5
30 5-1/2 41.0 38.5 35.5 33.0 30.5 28.5 26.5
35 6 43.5 41.0 38.0 35.5 32.5 30.5 28.0
40 6 46.0 43.5 40.5 37.5 34.5 32.0 ----
45 6-1/2 48.5 45.5 42.5 39.5 36.5 ---- ----
50 7 50.5 47.5 44.5 41.0 38.0 ---- ----
55 7-1/2 52.5 49.5 46.0 42.5 39.5 ---- ----
60 8 54.5 51.0 47.5 44.0 ---- ---- ----
65 8-1/2 56.0 52.5 49.0 45.5 ---- ---- ----
70 9 57.5 54.0 50.5 47.0 ---- ---- ----
75 9-1/2 59.5 55.5 52.0 48.5 ---- ---- ----
80 10 61.0 57.0 53.5 49.5 ---- ---- ----
85 10-1/2 62.5 58.5 54.5 ---- ---- ---- ----
90 11 63.5 60.0 56.0 ---- ---- ---- ----
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Appendix J (Continued)
Recommended Dimensions for New Poles of Various Species as
Specified in ANSI Specifications 05.1 to 05.6. inclusive,
of the American National Standards Institute
Chestnut
Fiber Strength, 6,000 Pounds per Square Inch.
From ANSI 05.1-1979
Class of Pole 1 2 3 4 5 6 7
Minimum Top
Circumference (inches) 27 25 23 21 19 17 15
Length Ground
of Line Distance Minimum Circumference at Six Feet from Butt
Pole from Butt (inches)
Feet Feet
16 3-1/2 ----- ----- ----- ----- 22.5 21.0 19.5
18 3-1/2 ----- ----- 28.0 26 24.0 22.0 20.5
20 4 33.5 31.5 29.5 27.0 25.0 23.0 21.5
22 4 35.0 33.0 30.5 28.5 26.5 24.5 22.5
25 5 37.0 34.5 32.5 30.0 28.0 25.5 24.0
30 5-1/2 40.0 37.5 35.0 32.5 30.0 28.0 26.0
35 6 42.5 40.0 37.5 34.5 32.0 30.0 27.5
40 6 45.0 42.5 39.5 36.5 34.0 31.5 29.5
45 6-1/2 47.5 44.5 41.5 38.5 36.0 33.0 31.0
50 7 49.5 46.5 43.5 40.0 37.5 34.5 32.0
55 7-1/2 51.5 48.5 45.0 42.0 39.0 36.0 -----
60 8 53.5 50.0 46.5 43.5 ----- ----- -----
65 8-1/2 55.0 51.5 48.0 45.0 ----- ----- -----
70 9 56.5 53.0 ----- ----- ----- ----- -----
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Appendix J (Continued)
Lodgepole Pine
Fiber Strength, 6,600 Pounds per Square Inch
From ANSI 05.1-1979
Class of Pole 1 2 3 4 5 6 7
Minimum Top
Circumference (Inches) 27 25 23 21 19 17 15
Length Ground
of Line Distance Minimum Circumference at Six Feet from Butt
Pole from Butt (inches)
Feet Feet
16 3-1/2 ----- ----- ----- ----- 22.0 20.5 19.0
18 3-1/2 ----- ----- 27.5 25.5 23.5 21.5 20.0
20 4 32.5 30.5 28.5 26.5 24.5 22.5 21.0
22 4 34.0 32.0 30.0 27.5 25.5 23.5 22.0
25 5 36.0 33.5 31.0 29.0 27.0 25.0 23.0
30 5-1/2 39.0 36.5 34.0 31.5 29.0 27.0 25.0
35 6 41.5 38.5 36.0 33.5 31.0 28.5 26.5
40 6 44.0 41.0 38.0 35.5 33.0 30.5 28.0
45 6-1/2 46.0 43.0 40.0 . 37.0 34.5 32.0 29.5
50 7 48.0 45.0 42.0 39.0 36.0 33.5 31.0
55 7-1/2 49.5 46.5 43.5 40.5 37.5 34.5 -----
60 8 51.5 48.0 45.0 42.0 38.5 ----- -----
65 8-1/2 53.0 49.5 46.0 43.0 ----- ----- -----
70 9 54.5 51.0 47.5 ----- ----- ----- -----
75 9-1/2 56.0 52.5 ----- ----- ----- ----- -----
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Appendix J (Continued)
Recommended Dimensions for New Poles of Various Species as
Specified in ANSI Specifications 05.1 to 05.6, inclusive,
of the American National Standards Institute
Southern Pine (Creosoted) and Douglas Fir (Creosoted)
Fiber Strength, 7,400 Pounds per Square inch.
From ANSI 05.1-1979
Class of Pole 1 2 3 4 5 6 7
Minimum Top
Circumference (inches) 27 25 23 21 19 17 15
Length Ground
of Line Distance Minimum Circumference at Six Feet from Butt
Pole from Butt (inches)
Feet Feet
16 3-1/2 ----- ----- ------ ----- 21.5 19.5 18.0
18 3-1/2 ----- ----- 26.5 24.5 22.5 21.0 19.0
20 4 31.5 29.5 27.5 25.5 23.5 22.0 20.0
22 4 33.0 31.0 29.0 26.5 24.5 23.0 21.0
25 5 34.5 32.5 30.0 28.0 26.0 24.0 22.0
30 5-1/2 37.5 35.0 32.5 30.0 28.0 26.0 24.0
35 6 40.0 37.5 35.0 32.0 30.0 27.5 25.5
40 6 42.0 39.5 37.0 34.0 31.5 29.0 27.0
45 6-1/2 44.0 41.5 38.5 36.0 33.0 30.5 28.5
50 7 46.0 43.0 40.0 37.5 34.5 32.0 29.5
55 7-1/2 47.5 44.5 41.5 39.0 36.0 33.5 -----
60 8 49.5 46.0 43.0 40.0 37.0 34.5 -----
65 8-1/2 51.0 47.5 44.5 41.5 38.5 ----- -----
70 9 52.5 49.0 46.0 42.5 39.5 ----- -----
75 9-1/2 54.0 50.5 47.0 44.0 ----- ----- -----
80 10 55.0 51.5 48.5 45.0 ----- ----- -----
85 10-1/2 56.5 53.0 49.5 ----- ----- ----- -----
90 11 57.5 54.0 50.5 ----- ----- ----- -----
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Appendix K
Here is an example of computation of clearance between power wires and
communication wires where an open-wire communication line crosses over the
tracks of a railroad and under an open-wire power line in the same span.
Assume the case in which the power line carries a single-phase, two-wire circuit
of 6,900 volts between wires, the wires attached to pin-type insulators on wood
crossarms and that each wire consists of two strands of solid copper and one
strand of copper-covered steel, the overall diameter of which is 0.230 in.
Assume also that the crossing is located in the heavy loading district and that
the length of the power line span concerned is 255 ft. The method of determining
the required clearance between the lowest power wire and the highest
communication wire consists of the following steps:
1. Referring to Table E-2; the power line takes the classification of open
supply wires, 750 to 8,700 volts and the basic clearance is, therefore,
4 ft.
2. Referring to Paragraph E-6(a); since the crossing is located in the
heavy loading district, and the power line span exceeds 175 ft. in
length, an increase in clearance is required. Referring to the second
table in Subparagraph (1) of Paragraph E-6(a), the wire used in this
example takes the classification of a "small conductor" since it is
stranded, is other than all-copper and has an overall diameter less than
0.275 in. Referring now to the first table in this same subparagraph, it
will be seen that the amount of clearance increase for a "small
conductor" in the heavy loading district is 0.30 ft. for each 10 ft. by
which the span length exceeds 175 ft. The span length of 255 ft. exceeds
175 ft. by 80 ft., so that the clearance increase is 8 multiplied by
0.30 ft., or 2.4 ft. The total clearance is, therefore, the sum of 4 and
2.4, or 6.4 ft.
3. This clearance is applicable if the communication line crosses under
the power line at or near the middle of the power line span where the
sags of the power wires will be greatest when they are loaded with ice.
Since the increased sag of the power wires caused by ice loading is less
near the power poles than at mid-span, the clearance need not be as
great as 6.4 ft. if the point where the communication line crosses under
the power line (crossing point) is other than at the middle of the power
line span. To take account of this permissible decrease, another step is
necessary.
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4. Referring to Table E-4; assume that the distance from the nearest
power pole to the center line of the communication line is 51 ft. or
20% of the length of the power line span. The corresponding reduction
factor given in the table for a basic clearance of 4 ft. is 0.71.
Multiplying this by 6.4 gives a net clearance of 4.5 ft. which is the
clearance that should be provided under the conditions assumed. If
this clearance had been less than 4 ft., the basic clearance of 4 ft.
should have been provided in accordance with the requirements of
Subparagraph (2) of Paragraph E-6 (a).
5. The above assumes that the supply wires cross over the communication
wires at a distance of more than 6 ft. horizontally from the nearest
communication line pole. In accordance with Note (e) of Table E-2, if
this horizontal distance is less than 6 ft., the basic clearance used
in the above computations should be 6 ft. and the clearance under the
conditions assumed above would be 8.4 ft. at mid-span or 6.6 ft. at
the 20% point.
6. The above takes care of the clearance increase required by Paragraph
E-6 (a). The next step is to determine the further increase required by
the voltage of the power circuit as given in Paragraph E-6 (b). In the
case assumed, since the voltage is less than 50,000 volts, no increase
is required and the clearance as determined in Step (d) or (e) above
would meet the combined requirements of Paragraphs E-6 (a) and E-6(b).
Had the voltage been 69,000 instead of 6,900 volts, the basic clearance
from Table E-2 would have been 6 ft., the clearance due to span length
would have been that determined in Step (e) above to which would be
added 1/2 in. for each 1,000 volts that the voltage exceeds 50,000
volts. This increase would amount to 9-1/2 in., or 0.8 ft., and the
total clearance would have been 9.2 ft. at mid-span, or 7.4 ft. at the
20% point.
7. The final factor which enters into the determination of the clearance
is the method of support of the power conductors as given in Paragraph
E-6(c). The object of this clearance increase is to insure that a total
clearance is provided such that at least the basic clearance called for
in Table E-2 will be maintained in the event that the power conductor
is broken in the span adjacent to the crossing in those situations
where the conductor is more or less rigidly supported at one crossing
structure and at the other crossing structure is supported by
suspension or other type insulators which are free to swing and thereby
permit a large increase in the sag of the power wire in the crossing
span. Where the power conductor is supported by pin-type insulators at
both crossing structures, as assumed
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in the example in this appendix, this effect is not present and no
increase in clearance is required for this item. The same result would
have obtained had the power conductor been supported by suspension-type
insulators at both crossing structures. This effect is important only
where the method of supporting the power conductor is such as not to
permit the same freedom of movement of the conductor at one crossing
structure as at the other. The determination of the increase in sag
which would result from such dissimilar supporting arrangements is
complicated and since it is a type of construction which will rarely be
encountered where this specification is involved, it will generally be
found preferable to obtain the information from the engineers of the
company owning the power line rather than attempt to compute it.
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Appendix L
Recommended Typical Communication Line Crossing Data Sheet
A data sheet of the type illustrated below shall be filled out by the party
planning to erect wires across the railroad and forwarded to the Superintendent
of Communications or other designated officer, together with the plan and other
pertinent information, as a part of the notice required by Paragraph C-1.
Name of party desiring crossing...............................................
Location of proposed crossing.................................................
1. Poles - Kind of timber - Treated or untreated.............................
2. Poles - Class and length..................................................
3. Poles - Depth of setting..................................................
4. Poles - Poles - Setting - Kind of earth, i.e., rock, firm
earth or swampy ground....................................................
5. Guys, Side - Number, kind and size........................................
6. Guys, Side - Nominal breaking strength....................................
7. Guys, Head - Number, kind and size........................................
8. Guys, Head - Nominal breaking strength....................................
9. Guy Clamps - Kind and size................................................
10. Guy Clamps - Number at pole end...........................................
11. Guy Clamps - Number at guy rod end........................................
12. Guy Rods - Kind and size..................................................
13. Anchors - Kind and size...................................................
14. Anchors - Depth of setting................................................
15. Crossarms - Number, immediate construction................................
16. Crossarms - Number, future construction...................................
17. Crossarms - Material......................................................
18. Crossarms - Size..........................................................
19. Crossarms - Number of pins per arm........................................
20. Pins - Material...........................................................
21. Pins - Type...............................................................
22. Pins - Size...............................................................
23. Pins - If metal, state if galvanized......................................
24. Insulators - Material.....................................................
25. Insulators - Type.........................................................
26. Wires - Material and number...............................................
27. Wires - Size and gage.....................................................
28. Wires, supply, involved in crossing - Voltage.............................
29. Suspension Strand - Kind and size.........................................
30. Suspension Strand - Nominal breaking strength.............................
31. Suspension Strand Attachment - Kind and size of through
bolt......................................................................
32. Suspension Strand Attachment - Type of suspension clamp...................
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33. Suspension Strand Attachment - Type of safety strap.........................
34. Suspension Strand Attachment - Kind and size of safety
strap bolt..................................................................
35. Suspension Strand Attachment - Type of reinforcing links....................
36. Suspension Strand Attachment - Kind and size of reinforcing
link bolts..................................................................
37. Cable, if any, diameter, inches.............................................
38. Cable, if any, weight, pounds, per foot.....................................
39. Cable Rings - Material......................................................
40. Cable Rings - Type..........................................................
41. Cable Rings - Spacing.......................................................
42. Cable Lashing Wires, Size...................................................
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Figure 1B1-1: Typical Drawing for Communication Lines Crossing over Railroads
[COMMUNICATION LINES CROSSING OVER RAILROADS DIAGRAM]
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Figure 1B1-2: Guy Lead and Height and their Ratio
[GUY LEAD AND HEIGHT DIAGRAM]
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Figure 1B1-3: Typical Arrangement of Underground Crossing
[ARRANGEMENT OF UNDERGROUND CROSSING DIAGRAM]
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Figure 1B1-4: Typical Drawing for Communication Line Crossing Under Bridges
[COMMUNICATION LINE CROSSING UNDER BRIDGES DIAGRAM]
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Figure 1B1-5: Typical Arrangement of Conduits for Underground Crossing
[CONDUITS FOR UNDERGROUND CROSSING DIAGRAM]
141
EXHIBIT G
SPECIFICATION FOR THE ATTACHMENT
OF CABLES TO RAILROAD BRIDGES
I. AVOIDANCE OF ATTACHMENTS
The cable system preferably should be so graded that it will be unnecessary
to make attachments to railroad bridge structures.
II. ATTACHMENTS TO FIXED BRIDGES
Unless separate written approval of the Railroad's Chief Engineer has been
obtained, cable will be encased in steel conduit, and attachments to steel
bridges shall be made with devices that do not require the drilling or
cutting of the bridge structure or the removal of rivets. Attachments to
each individual bridge shall be in accordance with drawings prepared by or
for Utility and approved by the Railroad. Typical attachment drawings may
be prepared for those types of bridges whose design and construction lend
themselves to repetition of attachment method and detail. However, the
Railroad shall make final determination as to the applicability of any
typical attachment drawings to an individual bridge.
III. ATTACHMENTS TO MOVABLE BRIDGES
All attachments to movable bridges require separate written approval of the
Railroad's Chief Engineer and will be made in accordance with requirements
prescribed for that particular bridge by the Railroad.
IV. TEMPORARY RELOCATION OF ATTACHMENTS
Temporary relocation of cable systems attached to bridges will be made
promptly and without cost to Railroad when necessary for Railroad to
perform bridge maintenance. Notification will not be less than 30 days
prior to date that relocation must be complete, except in case of
emergency. The attachment requirements set forth by the Railroad will
locate the attachment, to the extent possible, such that the occurrence of
such temporary relocations will be minimized.
V. NEW BRIDGES
In the event that new railroad bridges are to be constructed along the
right-of-way occupied by Utility and Utility desires to locate its cable
facility on such bridges, provision for Utility cable will be incorporated
into the bridge design. Costs of design, construction, and materials
attributable solely to Utility's use of the structure, as well as costs of
any temporary relocation of Utility's facilities during bridge
construction, will be paid by Utility.
142
EXHIBIT H
EMERGENCY AND DISASTER RESPONSES
In the event of an emergency or disaster which results in actual damage to
Facilities or System or to Railroad's facilities or operations, or creates a
situation wherein it is reasonably possible that such damage may occur,
immediate contact shall be established between Railroad's Operations Center, and
applicable division personnel, and Utility's Operation Center and applicable
Area Representatives. Detailed procedures effectuating the above notification
shall be mutually established.
Railroad and Utility will fully cooperate with each other and coordinate their
efforts to jointly and severally restore operation of their respective rail and
communication systems, with each being solely responsible for all costs incurred
in repairing its own facilities. In the event such cooperation results in one
party incurring costs that are for the benefit of the other (e.g., Railroad
providing railroad equipment to Utility), such costs shall be subsequently fully
reimbursed.
Utility will maintain emergency material and repair kits at various points
throughout its System.
Railroad shall have the right to establish priorities for making repairs which
impact upon rail operations, but shall permit Utility to move forward in making
repairs to Utility's System or Facilities when to do so would not impair rail
operations.
143
EXHIBIT I
CSX
TRANSPORTATION
Specifications for crossings of wires or cables of Telegraph, Telephone, Signal,
and other Circuits of Similar character over CSXT Rights of Way,
Tracks, or Lines of wires of the same classes.
1. PURPOSE.
The purpose of these specifications is to describe the general
requirements of construction and maintenance of communication lines crossing
the tracks and associated parallel communication lines of railroads. They are
based on National Electrical Safety Code and A.A.R. communications section.
Specification 1 3 1. For further details, see complete specifications.
Wires covered by these specifications shall not carry more than 400 volts
to ground.
2. DRAWINGS.
Complete drawings shall be furnished in duplicate before construction is
commenced. These drawings shall show the general plan of the right of way,
tracks and wires to be crossed and the construction proposed, including the
locations of the poles supporting the crossing span and the adjoining spans on
either side of the crossing span, the number, kind and size of wires, and the
proposed clearances of the existing tracks and wires.
3. LOCATION OF POLES.
Spans crossing railroad rights of way, preferably should be supported upon
poles placed outside of the right of way.
The crossing span shall, where practicable, not exceed 175 ft. in the
heavy loading district, 250 ft. in the medium loading district, and 350 ft. in
the light loading district. Where practicable, the adjacent spans shall not
exceed the length of the crossing by more than 50%. Wherever practicable, the
poles supporting the crossing span and the adjoining span on each side thereof
shall be in a straight line.
4. CLEARANCES.
General. The condition under which all clearances are specified are
60(degrees)F. and no wind. Clearances shall be measured between the nearest
parts of the objects concerned. The clearances required by this section shall
be maintained at not less than the specified values.
Side Clearance From Rails. Poles or towers supporting the crossing span
shall, where practicable, be so located as to provide a minimum horizontal
clearance of twelve (12) feet from the nearest track rail (except at sidings a
clearance of not less than eight (8) feet may be allowed) and a minimum
horizontal clearance of eight (8) feet between the nearest track rail and any
crossarm, guy, or other attachments. Where it is impracticable or undesirable
to provide these clearances, they may be reduced if the approval of CSXT is
obtained. Where necessary to provide safe operating conditions, which require
uninterrupted view along the tracks for signals, signs, etc., the parties shall
cooperate to provide greater clearances than those specified above.
Vertical Clearance Above Rails for Fixed Supports. The vertical clearance
between the lowest wire, guy, or cable and the top of rail shall not be less
than the Table below:
VERTICAL CLEARANCE ABOVE RAILS
Vertical Clearance
in Feet
------------------
For wires 27
For guys or cables
carried on suspension
strands 25
Vertical Clearances Between Wires Not on the Same Supporting Structures.
The vertical clearances between conductors of the crossing span and
conductors of other lines shall be not less than the values shown in the
following Table.
144
Minimum Vertical Clearance in Feet Between
Wires not on the same structure
(All voltages are between wires, except where otherwise stated or for
trolley contact wires where voltages are to ground.)
Nature of Wires at High Level
Open supply of wires,
0-750 volts, supply Guys,
Communication cables, all voltages span wires,
Nature of wires, cables having effectively Open supply lightning
wires crossed and suspension grounded metal sheath wires and protection
over strand or suspension strand service drops wires
750 to 8,700 to
Line wires Service 8,700 50,000
and cables drops Volts Volts
Communication
wires, cables and
suspension strand 2 4 2 4 6 2
Guys and span wires,
lightning protection wires,
supply service drops of
0 to 750 volts 4 2 2 2 4 2
LOADING ASSUMPTIONS
Three degrees of severity are recognized on the Railroad for the loading
due to weather conditions and are designated, respectively, as Heavy, Medium,
and Light Loading:
(a) Heavy Loading Territory: All lines north of Virginia-North Carolina
State Line.
(b) Medium Loading Territory: All lines south of Virginia-North Carolina
State Line and north of a parallel of latitude passing through
Charleston, S.C., Fairfax, S.C., Woodbury, Ga, and LaGrange, Ga.
(c) Light Loading Territory: All lines south of territory designated in
(b) above.
5. POLES
Material. Wood poles shall be of suitable and selected timber free from
observable defects that would decrease the strength of durability.
Sizes. Creosoted Southern Pine--Poles shall be of a size not less than the
class specified in Table for the corresponding number of wires carried. If guys
are omitted, poles must be of sufficient strength to meet the requirements
specified in paragraph Q-9 of A.A.R. Specification 131.
MINIMUM SIZES
Over 40 wires 21 to 40 wires 11 to 20 wires 10 wires or less
Medium Loading Territory
Minimum top Cir. (in.) 21 (class 4) 19 (class 5) 17 (class 6) 15 (Class 7)
Light Loading Territory
Minimum Top Cir. (in.) 19 (class 5) 17 (class 6) 17 (class 6) 15 (Class 7)
Gains. Gains shall not be cut to a depth of more than one-half inch.
Setting. Following Table specifies the minimum depth of setting for
unguyed poles in average soil and in rock.
MINIMUM DEPTH OF SETTING FOR UNGUYED POLES
Length of Depth in feet in average soil for different classes of poles Depth in feet in
pole in Rock For all
feet Class 4 Class 5 and 6 Class 7 classes
16 -- 4 3 3/4 3
18 -- 4 1/4 4 3 1/4
20 4 1/2 4 1/4 4 3 1/4
22 4 3/4 4 1/2 4 1/4 3 1/2
25 5 1/4 4 3/4 4 1/2 3 3/4
27 5 1/2 5 4 3/4 4
30 5 3/4 5 1/4 5 4 1/4
35 6 5 1/2 5 1/4 4 1/2
40 6 1/4 5 3/4 5 1/2 4 3/4
45 6 1/2 6 5 3/4 5
50 6 3/4 6 1/4 6 5 1/4
55 7 6 1/2 -- 5 1/2
60 7 1/4 6 3/4 -- 5 3/4
Where soil conditions are such that the above depths of setting will not
develop the strength of the pole, the pole shall be set to an additional depth
or other means used to properly secure the pole.
Spliced Poles. Spliced poles shall not be used to support the crossing
span.
145
6. CROSSARMS AND BRACKETS.
Wood crossarms supporting the crossing span shall be of fir, treated
yellow pine or other suitable timber. They shall have a nominal cross-section
on not less than the value given in Table below.
DIMENSIONS OF WOOD CROSSARMS
Number Nominal Length Nominal Cross-Section
of wires (Feet) (Inches) (Inches)
2 1 4 1/2 2 5/16 by 3 5/16
4 3 4 1/2 2 5/16 by 3 5/16
6 6 0 2 3/4 by 3 3/4
10 8 6 2 3/4 by 3 3/4
10 10 0 3 by 4
12* 10 0 3 1/4 by 4 1/4
16** 10 0 3 1/4 by 4 1/4
* Where crossarms are bored for 1/2 inch steel pine, 3 inch by 4 1/4 inch
crossarms may be used.
** Permitted in medium and light loading districts only.
Galvanized or painted iron or steel crossarms of strength equal to those
of the wood crossarms specified in above Table may be used.
Double crossarms shall be provided on crossing poles and shall be attached
to the pole by means of a 5/8 inch crossarm bolt. Double crossarms longer than
two-pin shall be equipped with double arming bolts, or spacing blocks and
crossarm bolts, at a point near each end of the crossarms. Each wire shall be
attached to each insulator of its pair upon the double arm.
Wood pole brackets may only be used at crossings over minor tracks and
shall be in duplicate so as to afford two points of support for each conductor.
7. HARDWARE.
All pole line hardware shall be galvanized.
8. PINS.
Insulator pins shall have strength sufficient to withstand the loads to
which they may be subjected. Steel or iron pins shall have a diameter of shank
not less than 1/2 inch. Wood pins shall be sound and straight grained with a
diameter of shank not less than 1 3/4 inches.
9. INSULATORS.
Each insulator shall be of such pattern, design and material that, when
mounted on its pin, it will withstand, without injury, and without being pulled
off the pin, the ultimate strength of the conductor which it supports.
10. CONDUCTORS.
Conductors shall be of material or combination of materials which will not
corrode excessively under the prevailing conditions.
Conductors of material other than those specified in Table below shall be
of such size and so erected as to have mechanical strength not less than that
of the sizes of copper conductors specified.
The minimum allowable sizes of conductors in a span crossing over a
railroad which does not in the same span also cross over supply conductors in
excess of 750 volts to ground, shall be as given in following Table.
MINIMUM WIRE SIZES
Spans exceeding 125 feet up to
Conductor Spans 125 feet or less 150 feet (Note)
Gage Diameter Inches Gage Diameter Inches
Copper, Hard Drawn 10 AWG 0.102 9 AWG 0.114
Steel Galvanized:
In general 10 BWG 0.134 8 BWG 0.165
In rural districts
or arid regions 12 BWG 0.109 10 BWG 0.134
NOTE:--If Spans in excess of 150 ft. are necessary, the size of conductors
specified above, or the sags of the conductors, shall be correspondingly
increased.
11. GUYS.
Poles supporting the crossing span shall be side guyed in both directions,
if practicable, and shall be head guyed away from the crossing span when the
construction of the crossing span places undue stress on crossing poles. Guys
shall be of galvanized steel wire or stranded steel cable.
146
12. SUSPENSION STRAND.
Material. Suspension strands shall be of galvanized steel or other
material that will not corrode excessively under the prevailing conditions.
Size. For spans of 150 feet or less, the following Table gives the
minimum sizes of suspension strand to be used for supporting different sizes of
aerial cable.
MINIMUM SIZES OF SUSPENSION STRAND
Weights of cable in Suspension Strand (Nominal Ultimate
pounds per foot Strength in Pounds)
Less than 2.25 6.000
2.25 to 5 10.000
Exceeding 5 and less than 8.5 16.000
13. INSPECTION.
The construction shall be subject to the inspection of the railroad
company and shall comply with the requirements of these specifications.
Defective material shall be rejected and replaced with acceptable material.
14. MAINTENANCE.
The crossing shall be maintained in safe condition. The poles, crossarms,
insulators, guys, wires, and other parts and materials used in the structure of
the crossing shall be periodically inspected, and all defects shall be promptly
repaired by the owner of the line. The guys and anchors shall be maintained so
that the guys are kept taut and serve the purpose for which they are intended.
The line wires shall be kept to the proper sag. Underbrush, grass, or other
inflammable material shall be kept removed by the crossing owner, from the
poles for a sufficient distance to reduce the fire hazard to the minimum.
147
EXHIBIT J
CSX TRANSPORTATION - EB2 PUBLICATION SCHEDULE OF LABOR OVERHEAD RATES USED FOR
BILLING OUTSIDE PARTIES OTHER THAN GOVERNMENT AGENCIES AND RAILROADS
ITEM 1. SUMMARY OF LABOR SURCHARGES TO BE APPLIED TO DIRECT LABOR EFFECTIVE
1/1/97:
NON-
DESCRIPTION MOW SIG M OF E TRANS GOB/SS CONTRACT
- ----------- ---- --- ------ ----- ------ --------
Vacation and other 8.35% 6.42% 7.59% 10.60% 12.82% 5.74%
Holiday 3.97% 3.65% 3.87% 0.69% 3.46% 0.00%
RRUI 27.01% 26.48% 26.48% 24.76% 26.64% 18.46%
Suppl. Annuity Tax 1.86% 1.64% 1.74% 1.60% 1.66% 0.00%
Suppl. Sick Ins. 1.07% 0.88% 1.21% 0.00% 0.00% 0.00%
Health & Welfare 16.13% 15.81% 16.01% 15.99% 16.70% 7.44%
Small tools 2.00% 2.00% 0.00% 0.00% 0.00% 0.00%
Safety/Training 4.00% 4.00% 4.00% 3.00% 0.00% 0.00%
Supervision 67.10% 61.33% 32.23% 31.98% 19.32% 0.00%
Force Acct. Ins. 23.00% 23.00% 23.00% 23.00% 0.00% 0.00%
Funded Pension 0.00% 0.00% 0.00% 0.00% 0.00% 7.36%
Composite Rate 154.49% 145.21% 116.13% 111.62% 80.60% 39.00%
* Other included sick leave, personal leave, jury duty, bereavement,
compassionate leave.
Note: The rates above do not include the surcharge of 24.6% for Signal Shop
Labor
148
EXHIBIT K
ARBITRATION OR MEDIATION RESOLUTION PROCEDURES
A. In the event of any controversy, claim or dispute between Utility and
Railroad referred to arbitration or mediation pursuant to this Agreement
(hereinafter referred to as "Dispute"), the parties agree to use the procedure
herein.
B. The parties agree that the only circumstances in which a Dispute will
not be subject to the provisions of this Exhibit are: (i) where a party makes a
good faith determination that a breach of the terms of the Agreement by the
other party will cause irreparable damage to the complaining party unless such
breach is enjoined by a court of competent jurisdiction; or (ii) where one party
has been made a party to a judicial proceeding, and the other party is an
appropriate additional party to such proceeding. Breach of the Agreement will be
deemed to cause irreparable damage if it is incapable of adequate redress if not
promptly enjoined, so that a temporary or preliminary restraining order or other
immediate injunctive relief is the only adequate remedy. If one party files a
pleading seeking injunctive relief, and such pleading is challenged by the other
party, and the injunctive relief sought is not awarded in substantial part, the
party filing the pleading seeking immediate injunctive relief shall pay all the
costs, attorneys' fees and expenses of the party successfully challenging the
pleading.
1. Notice of Arbitration or Mediation. If the parties have not
succeeded in negotiating a resolution of a Dispute within thirty (30) business
days following the Trigger Notice (which period may be extended by mutual
agreement of the parties), arbitration or mediation shall be conducted as set
forth below. The Trigger Notice shall specify in reasonable detail the nature of
the Dispute and comply with the procedures set forth in Paragraph 2 or Paragraph
3.
2. Arbitration Procedures. Arbitration shall be conducted in
accordance with the then-current CPR Non-Administered Arbitration Rules (the
"Rules"). The provisions of the Agreement shall control if they conflict with
the Rules. Arbitration shall be before three (3) arbitrators. Each party shall
appoint one (1) arbitrator within fifteen (15) business days following the
commencement of the procedure by Trigger Notice above (which period may be
extended by mutual agreement). Within fifteen (15) business days following their
appointment, the two (2) arbitrators so selected shall appoint the third
arbitrator, who shall serve as Chairman of the arbitration panel. The Chairman
shall be an attorney at law admitted to practice in the United States and
experienced in arbitration. The arbitrators shall determine issues of
arbitrability in accordance with federal law, but may not limit, expand or
otherwise modify the terms of the Agreement. Arbitration shall be governed by
the United States Arbitration Act, 9 U.S.C. Sections 1-16, and judgment upon the
award may be entered by any court having jurisdiction thereof. In addition, the
following shall apply with respect to any arbitration conducted pursuant to this
Appendix:
(a) Costs/Fees. If either party submits a matter to arbitration,
and provided that one of the parties prevails over the other, the
arbitrators may award such prevailing party an amount equal to its
reasonable attorneys' fees and expenses, experts' fees, and other
reasonable costs and expenses that it has incurred in connection with the
arbitration. Otherwise, each party shall be responsible for its own fees
and expenses.
(b) Remedies. Upon a showing of material breach of the Agreement,
the arbitrators are empowered to award actual or compensatory damages,
unless prohibited by applicable state law or the Agreement. The arbitrators
may not award consequential, punitive or multiple damages; the parties
expressly waiving any entitlement to such relief.
(c) Location of Arbitration. The place of the arbitration shall be
Jacksonville, Florida.
(d) Confidentiality. The parties, their representatives, the
arbitrators and any other participants in the arbitration shall treat all
aspects of the arbitration as confidential, including but not limited to
all documents, testimony, information or other things produced, inspected
or otherwise
1
149
made available in connection with the arbitration. Neither the parties nor
the arbitrators may disclose the existence, content or results of the
arbitration, except as necessary to comply with applicable law or
regulatory requirements. Before making any such disclosure, the party
seeking disclosure shall give written notice to the other party, and shall
afford such party a reasonable opportunity to protect its interests. In no
event shall a disclosure necessary to comply with legal or regulatory
requirements be deemed to waive the confidential nature of the disclosed
information.
(e) Discovery. The arbitrators shall permit and facilitate such
discovery in accordance with Federal Rules of Evidence and Federal Rules of
Civil Procedure, as they shall determine is appropriate under the
circumstances, taking into account the needs of the parties, the relevance
of the requested discovery to the matter in controversy and the
desirability of making discovery expeditious and cost-effective. The
parties agree that the following information shall not be subject to
discovery in connection with the arbitration unless it is expressly
authorized by the arbitrators upon a showing of substantial need by the
party seeking discovery: (i) information relating to Railroad's agreements
with any customers; (ii) information relating to Utility's cost structure,
contribution or profits under third party usages allowed under the
Agreement.
3. Mediation Procedures. Mediation is a voluntary process in which a
neutral third party, who lacks authority to impose a solution, helps
participants reach their own agreement for resolving a dispute or transaction.
Utility and Railroad agree to act in good faith negotiation, with the jointly
appointed mediator, to reach an agreement, utilizing the following basic roles
of the mediator in the Dispute resolution:
- urging participants to agree to talk;
- helping participants understand the mediation process;
- carrying messages between parties;
- helping participants agree upon an agenda;
- setting an agenda;
- providing a suitable environment for negotiation;
- maintaining order;
- helping participants understand the problem(s);
- defusing unrealistic expectations;
- helping participants develop their own proposals;
- helping participants negotiate;
- persuading participants to accept a particular solution.
(a) Mediation shall be held in Jacksonville, Florida.
(b) Each party shall be responsible for its own attorney
fees, and costs (including exhibits, witness fees, etc.), and shall each
pay one-half (1/2) of the Mediator's fee(s).
(c) The mediator shall be jointly selected as follows:
(1) Railroad shall designate five (5) members from the listed
panel of the U.S. District Court, Middle District of Florida as
a Potential Mediation Panel;
(2) Utility shall select one (1) of such Panel as the mediator;
(3) If the selected mediator does not accept the mediation
appointment, Utility shall designate an alternative, and
continue until a selected mediator accepts the mediation
appointment;
(4) If none of the Panel accepts the appointment, Utility shall
designate a new Potential Mediation Panel of five (5) from the
list in Paragraph 2.(b)(1), and Railroad shall select one (1)
of such Panel, as in Paragraphs (2) and (3).
(d) The form of the Agreement to Mediate shall be as follows:
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150
AGREEMENT TO MEDIATE
Railroad and Utility, through their respective counsel, stipulate
that:
1. The Dispute embodied in the Agreement stated is hereby submitted to
mediation.
2. The parties have selected _________________________ to be the
mediator in this case.
3. Parties agree to meet with the mediator at _________ on _________,
and continue to engage in the mediation process thereafter, if appropriate,
as agreed to by the parties.
4. The mediator shall be paid an hourly fee of $__________, with said
fee apportioned equally among the parties.
5. The mediation shall be private, unless the parties and the mediator
otherwise agree. No session shall be recorded, and there shall be no
stenographic record maintained.
6. Parties and counsel agree that the mediator's work product, case
file and any communication made in the course of the mediation (other than
the final signed Mediation Agreement) shall be confidential and not subject
to disclosure in any subsequent judicial, administrative or private
proceeding.
7. Parties and counsel agree that any information, writings or
disclosures made during the mediation process are governed by Rule 408 of
the Federal Rules of Evidence, and shall not be admissible in any
subsequent proceedings unless otherwise discoverable.
8. Parties and counsel agree to participate fully in the mediation
process and to do so in good faith.
9. The mediator shall not be liable to any party for any act or
omission in connection with the mediation conducted in this case.
10. If possible, officers of the parties with full authority to settle
the Dispute shall be present at the Mediation. Should officers of the
parties, for whatever reason, not be present, counsel for each party agrees
to attend the mediation and have full and immediate access to the person
authorized to settle during the entire course of the mediation.
11. An agreement shall be executed by the parties if the Dispute is
resolved.
12. The mediation shall commence at the offices of __________________,
on ____________________, at ____________________.
RAILROAD: By:___________________________ Date:___________________________
RAILROAD ATTORNEY:_______________________________________
UTILITY: By:___________________________ Date:___________________________
UTILITY ATTORNEY:________________________________________
Accepted by Mediator:____________________ Date:___________________________
4. Modification. These procedures may be modified by the parties hereto
without necessity of amending the Agreement.
3
151
EXHIBIT L
AUTHORIZATION FOR FIBER OPTIC CABLE WORK
FOR __________________________________________________ ("UTILITY")
CSX TRANSPORTATION, INC.
EXPENDITURES BILLING - J686
6735 Southpoint Drive, S
Jacksonville, FL 32216-6177
ATTENTION: GAIL A. LYCETT
(904) 279-6667 - FAX
THIS NOTICE CONFIRMS UTILITY'S AUTHORIZATION FOR FIBER OPTIC CABLE MAINTENANCE
OR EMERGENCY REPAIRS ON CSXT RIGHT-OF-WAY.
CSXT COST COLLECTION NUMBER (OSP):______________________________________________
EFFECTIVE DATE:_________________________________________________________________
LOCATION (S): CITY_____________________________________________ STATE__________
MILEPOST (S):___________________________________________________________________
UTILITY'S PROJECT NUMBER:_______________________________________________________
WORK DESCRIPTION:_______________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
BEGINNING/ENDING DATES: 1. START________________________________________
2. END ________________________________________
IF YOU HAVE ANY ADDITIONAL QUESTIONS, PLEASE CALL _________________________
Utility Representative's Phone Number)
APPROVED:
_________________________________ ______________________________
NAME TITLE
CC: L. L. GALBREATH - CSXT (904)245-1030FAX
152
EXHIBIT M
MWI 1905-01
FIBER OPTIC INSTALLATION SOP
[CSX TRANSPORTATION] ISSUED: 6/30/98 INITIAL ISSUE
PAGE 1 OF 9
- --------------------------------------------------------------------------------
PURPOSE: To provide a Standard Operating Procedure for all fiber
optic installations.
SAFETY: Observe all applicable Safety, and Operating Rules and
Regulations; and Safe Job Procedures. The CSXT Fiber Optic
Safety Program Requirements are included in this MWI.
LOCATION: All CSXT tracks.
ENVIRONMENTAL: Observe all applicable Federal, State and Local
MSDS: environmental rules and regulations.
I. DISCUSSION
There are three previously issued MWIs concerning Fiber Optic projects. This
MWI is intended to supplement and support those MWIs. The previous MWIs are:
- MWI 1902, Fiber Optic Maintenance Projects,
- MWI 1903, Protection and/or Relocation of Fiber Optic Cable for CSXT
Purposes or Installation of Side Tracks Serving CSXT Shippers, and
- MWI 1904, New Installation Projects for Fiber Optic Telecommunications.
II. PROCEDURE
The following procedure is the CSXT Standard Operating Procedure (SOP) for all
fiber optic installations on CSXT properties and will be included in all fiber
optic specifications for construction.
A. Quarterly Oversight Meetings:
The Director - Budget and Contracts will schedule these oversight
meetings once per quarter. Additional meetings may be scheduled, if
required by the volume of activity. The meetings will be attended by
representatives from all concerned Fiber Optic Companies (FOC) and CSXT
Management, Real Property and Engineering. The meetings will review the
scopes of work and schedules of all current and future projects, as well
as planning, pre-bid, pre-construction and construction requirements as
described below.
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B. Plan Review Meeting:
The Director - Budget and Contracts will schedule these Plan Review
meetings as necessary. The meeting will be attended by representatives
from the concerned FOC, CSXT Engineering and the CSXT engineering
consultant for the project. The meeting will review the pre-bid and
scheduling, pre-construction and construction requirements described
below.
C. Pre-Bid and Scheduling Meeting:
The FOC will schedule the Pre-Bid and Scheduling meeting. The meeting
will be attended by representatives from the concerned FOC, Contractors
and CSXT Engineering (and/or CSXT Consultant). This meeting will assign
the Point Of Contact (POC) for the FOC and for the CSXT, as well as
clarify the safety and manpower requirements.
1. Project Points of Contact
a) The POC will be assigned for the CSXT Subdivision on which
the project is located. There will be a single POC for the
Railroad and another designated by the FOC. These two
individual will be the contact points and decision makers for
the project. All calls, questions or problems will be handled
with the assigned POC. This will eliminate many unnecessary
calls.
b) The CSXT POC will be responsible for:
- All contacts within CSXT, including coordination of all
departments involved with the pre-construction and
construction portions of the project.
- All CSXT Transportation, Engineering, and Train Control
decisions during construction.
c) The CSXT POC and the FOC POC will coordinate all aspects of
construction.
2. Requirements for Safety and Manpower:
a) Safety Requirements include:
- Daily job briefing and updates as required.
- All workers on CSXT property must comply with CSXT
Safety Requirements including wear all required safety
equipment (see Safety Requirements, page 5).
- CSXT will train one FOC employee in safety. The FOC is
responsible for ensuring all FOC employees & contractors
on site are properly trained.
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b) Notification for Flagman and Signalman:
- Because of manpower demands and/or labor agreements, a
minimum of 6 weeks notice is preferred, for either
position. Less than six weeks notice may result in job
delays.
- Because of safety concerns and customer obligations, a
10 mile work limit per RR Subdivision is necessary.
3. Emergency Contact Procedures:
- All emergencies will be reported to both POCs.
- In event the POCs cannot be reached, the emergency
information will be reported the CSX Police operator
at 1-800-232-0144. The POCs must be notified of existing
situation ASAP.
D. Pre-Construction Meeting:
The FOC will schedule the Pre-Construction meeting. FOC will provide
two (2) weeks written notice prior to Pre-Construction Meeting to CSXT
POC, CSXT Director - Budget and Contracts, CSX Real Property, & CSXT
Train Control (Jacksonville). The meeting will be attended by both
POCs, representatives from Contractors and CSXT Engineering (and/or
CSXT Consultant) and field supervisors, as necessary. The meeting will
review the pre-bid and scheduling requirements described above.
E. Construction Meeting:
The FOC will schedule the Construction meeting. The meeting will be
attended by both POCs, representatives from Contractors and CSXT
Engineering (and/or CSXT Consultant) and field supervisors, as
necessary. The meeting will review the pre-bid and scheduling
requirements, as well as the results of the construction meeting
described above.
1. The project schedule will be reviewed in detail. The CSXT POC,
after consultation with the Division Engineer's office, will
advise the FOC POC of all work times and locations.
2. Track roadbed and ballast protection will be highlighted to the
FOC and its contractors. The FOC and/or its contractors will
maintain (at all times) sufficient ballast rock on the job site
for necessary ballast section repairs and/or backfill, including
appropriate machinery for placement and compaction.
3. All excavation will be shored in accordance with CSXT Safe Way
Rule E-2 and restored as required above.
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4. All construction and site restoration will be performed to the
satisfaction of the Division Engineer and approved by the CSXT POC.
III. REFERENCES
A. The CSX Transportation Fiber Optic Program Safety Requirements are
included for easy reference. It begins on page five.
B. The services provided by the consultants provide by CSXT are identified
in the CSX Transportation Inspection and Supervision of Installation of
Fiber Optic Conduit System. It begins on page six.
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CSX TRANSPORTATION
FIBER OPTIC PROGRAM
SAFETY REQUIREMENTS
GENERAL
- - All fiber optic workers must receive CSXT SAFETY AWARENESS training and have
a verification card and/or hard hat sticker. All CSXT Safety Rules and
Contractor Policies will apply to fiber optic workers.
- - All personnel must wear CSXT approved Personal Protection Equipment in
accordance with "The CSX Safe Way" book, which includes hard hat, safety
glasses, steel toed shoes, hearing protection, and others as specified, by
work type or local supervision, WHEN WORKING CLOSER THAN 25 FEET FROM THE
NEAREST RAIL OF A MAIN TRACK. When working beyond 25 feet from the nearest
rail of a main track, hard hats, safety glasses, and laced work boots (no
tennis shoes or street shoes) will be required.
- - All "FRA Bridge Worker Safety" rules will apply to fiber optic workers
performing bridge attachments, including proper fall protection rules.
- - All test holes or pits less than 15 feet from the centerline of main tracks,
will be filled or covered prior to passing of trains. No open pits or holes
will be left over night. All pits and trenches will be shored according to
OSHA requirements.
- - No dirt or debris will be allowed to foul the ballast section of the tracks.
- - No markings will be made on the rail or ties.
- - All excavation or plow trenches will be back filled and compacted
immediately after the work is done.
- - All public utilities, CSXT Engineering, and the Railroad Train Control
Office, will be notified prior to any construction.
- - Job Briefings will be conducted each morning and throughout the day when
conditions or job scope changes.
WORKING ON OR AROUND TRACKS
- - All work in the FRA Red Zone (4 feet from outside rail on each side of the
track) will be done only with a CSXT, FRA qualified flagman or watchman as
specified by the local Engineering representative.
- - All work beyond 4 feet from the outside rails, must be done under the
supervision of a CSXT qualified inspector or flagman.
- - Certain types of work done beyond 25 feet from the outside of the rails, and
with equipment that will not reach beyond this point, may be done without
flagging protection or a watchman, IF APPROVED BY THE LOCAL ENGINEERING
REPRESENTATIVE, AND PROTECTED BY A CONSTRUCTION FENCE.
- - All work must be stopped while trains are passing within the work zone.
- - All workers will remain off the tracks. If necessary to perform the work on
track, protection will be provided as stated above.
ANY VIOLATION OF ANY CSXT SAFETY RULES OR POLICY, MAY RESULT IN REMOVAL OF
CONTRACTOR OR PERSONEL FROM THE RIGHT OF WAY.
CSXT/LLG Rev. 06-12-98 Approved by Manager Safety
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CSX TRANSPORTATION
ENGINEERING DEPARTMENT
JACKSONVILLE, FL
INSPECTION AND SUPERVISION OF
INSTALLATION OF FIBER OPTIC CONDUIT SYSTEM
CSXT has retained (consultant) as an engineering consultant to perform
certain professional services, which primarily entail intellectual work and
professional judgment, and may or may not require supervision and
performance of some ancillary tasks or use of equipment such as
instruments, tools, or machinery.
SCOPE OF ENGINEERING SERVICES SUMMARY
GENERAL
The engineering services described herein are intended to protect the
interests of CSXT during the installation of conduit systems by system
owners and their installers on CSXT right-of-way. These engineering
services will be performed by (consultant), Inc., hereinafter called
"Consultant".
The fiber conduit system will not be owned nor installed by CSXT (CSXT may
acquire conduits or cables after installation). Plans and specifications
for the installation of the conduit system will be prepared by conduit
system owners or their designated representatives. Plans and specifications
will be subject to the review and approval of CSXT. Installation of the
conduit system will be performed by system owners or their contracted
installers.
SAFETY
The Consultant's employees that enter CSXT right-of-way shall be trained in
Railroad Safety Awareness, knowledgeable of "FRA On Track Worker Safety
Rules", and shall at all times wear required safety equipment (steel toe
shoes, hard hat, safety glasses with side shields or goggles, and other
items as specified by CSXT supervisors).
SUMMARY OF SERVICES
Engineering services shall include, but not be limited to, the following:
- PLAN REVIEW SERVICES
Review plans and specifications submitted by Fiber Optic Communication
companies, or their installers, and provide other support as directed by
CSXT. The tasks assigned may include the following:
Perform plan reviews and on-site inspections in accordance with CSXT
Standards, and verify the terms of the installation agreements.
Obtain and coordinate input from other CSXT units such as Design and
Construction, Real Estate Properties, Division Engineering Units, or
their designated representatives.
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Prepare marked up plans together with reports that identify
recommended actions and/or changes.
Communicate with the Fiber Optics Communications companies and/or
their installers with regard to changes, revisions and approvals.
Coordinate with other utility and/or fiber optic companies who
already have facilities and installations in place on CSXT right of
way, or plan future installations.
Coordinate the scheduling of High Rail Inspections of projects during
the planning and design phases.
Obtain final plan approvals from the Division Engineering Units.
- CONSTRUCTION SERVICES
Provide Construction Engineering and Inspection Services as follows:
Promote safety at the work site by verifying that the owners and
their installers comply with instructions of CSXT's flagmen,
watchmen, etc., and with CSXT Safety and FRA On Track Worker Safety
Requirements. (CSXT will provide a flagman to provide warning and
protect the tracks for the movement of trains, when required).
Provide engineering representation on behalf of CSXT at on-and
off-site meetings, pre-bid meetings, pre-construction meetings,
progress meetings, final inspection, etc.
Represent CSXT in meetings with state and local agencies regarding
entry and disturbance of road crossings and other public facilities
by the owners or installers.
Confirm that the owners or their installers have notified the owners
of underground facilities on CSXT property which may be affected by
the proposed work, and confirm that they have coordinated the
proposed work with them.
For each inspection location, maintain daily communication (or more
frequent if required) with CSXT Division Engineer or designated
representative or D & C Project Manager as may be directed by the
office of the Assistant Chief Engineer D & C via fax and/or e-mail,
and cell phone.
Provide daily on-site observation at all work locations on or
immediately adjacent to CSXT property during installation of the
fiber optic conduit systems.
Verify that the owners and/or their installers are in compliance with
the requirements for Federal, State, Local and CSXT environmental
regulations, permits, etc., and coordinate with the CSXT
Environmental Department.
Monitor the installation of the conduit system for compliance with
the approved plans and specifications. Consultant will have the
authority to act on behalf of CSXT and the Chief Engineer, or his
representative, to insure such compliance.
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Approve minor adjustments or deviations from the plan, provided such
adjustments or deviations are consistent with the criteria furnished
by CSXT and used for Consultant's review of the plans.
Promptly report any disputes, major deviations and other items of
concern to the designated CSXT Division Engineer, CSXT Project
Manager or any environmental concerns to the designated CSXT
Environmental Officer.
Confirm the actual horizontal and vertical location of the fiber
optic cable conform to the plans and specifications by physical
measurement at regular intervals and where otherwise required in
Consultant's judgment. This work shall be coordinated with the owner
and/or installer, and CSXT as required.
Ensure prompt clean up and restoration of CSXT property by the owners
and/or installers following installation of the fiber optic cable
systems, to the satisfaction of the Division/Service Lane/Business
Unit engineering representative.
STAFFING
Upon notice of project authorization, (consultant) will assign, as a
minimum, one Senior Construction Inspector to each project.
Additional inspectors may be assigned to large, urban, or highly
complex projects when specified by CSXT. The inspectors will be
equipped with suitable transportation, cell phones, portable
computers and other equipment as may be required on the project. The
inspectors will based near the site, and be available during the
normal hours worked by the owner's and/or installer's forces.
REPORTS
- - PLAN REVIEW SERVICES
Prepare marked up plans and reports documenting recommended actions
and/or proposed changes.
- - CONSTRUCTION SERVICES
Maintain a daily diary or log of events including items such as:
supervisory personnel employed by the owners or their installers at
the work site; type, number and condition of the owner's or
installer's equipment; time of arrival and departure of CSXT flagmen,
watchmen, signal inspectors and other personnel; time of arrival and
departure of work trains and other CSXT furnished equipment; "track
time" allowed for work; the owners or their installers production and
progress; and any unusual occurrences.
Provide detailed weekly status reports for all work locations.
Approved: signed by R. K. Beckham
Date: June 5, 1998
CSXT/LLG-Rev. 06-04-98
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6/30/98
Page 9 of 9
Prepared by: L. L. Galbreath
Reviewed: /s/ ILLEGIBLE
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Director - Standards & Testing
Approved: /s/ ILLEGIBLE
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AVP - Equipment & Track Systems Engineering
Office of the Assistant Vice President - Equipment and Track Systems Engineering
Jacksonville, Florida
MWI 1905-01, June 30, 1998