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as amended. <br />Section 6. MAINTENANCE COST SHARING <br />This Amendment shall not alter COUNTY's rights or obligations as to FECR, except that <br />for a period of 14 years from the date BRIGHTLINE begins passenger revenue operations from <br />West Palm Beach to Orlando (the "14 -year period"), COUNTY and BRIGHTLINE shall share <br />responsibility for paying COUNTY's road surface, signal, and other crossing maintenance and <br />rehabilitation costs, as follows: COUNTY shall pay up to $ of the total amount invoiced <br />by FECR for road surface, signal, and other crossing maintenance and rehabilitation costs each <br />calendar year, and BRIGHTLINE shall pay the balance of such costs; provided, however, that if <br />COUNTY does not pay its share of such road surface, signal, and other crossing maintenance <br />and rehabilitation costs as contemplated herein, BRIGHTLINE shall have no responsibility for <br />paying any portion of such costs for the year in question. For example, if COUNTY were to receive <br />a total of $ in invoices from FECR in a particular calendar year, COUNTY would be <br />obligated to pay those invoices in full; but if COUNTY were to receive a total of $ in <br />invoices from FECR in a particular calendar year, COUNTY would only be obligated to pay <br />$ and upon such payment, BRIGHTLINE would be obligated to pay the balance due <br />— $ For each of the first three years after the 14 -year period concludes, COUNTY and <br />BRIGHTLINE shall share responsibility for paying COUNTY's road surface, signal, and other <br />crossing maintenance and rehabilitation costs, as follows: COUNTY shall pay up to the average <br />total amount invoiced by FECR for such costs each year during years 8 through 14 of the 14 -year <br />period, and BRIGHTLINE shall pay the balance of such costs; provided, however, that if COUNTY <br />does not pay its share of such costs as contemplated herein, BRIGHTLINE shall have no <br />responsibility for paying any portion of such costs for the year in question. COUNTY shall remain <br />solely responsible for paying FECR the applicable license fee for each crossing per year, and: <br />(i) COUNTY shall not indemnify, defend, or hold harmless BRIGHTLINE for any <br />reason whatsoever in connection with the License Agreements, as amended, <br />except as otherwise provided in the Settlement Agreement; <br />(ii) COUNTY shall not add BRIGHTLINE onto its insurance for any reason whatsoever <br />in connection with the License Agreements, as amended; and <br />(iii) COUNTY shall not consent to waive its sovereign immunity for any action that <br />involves BRIGHTLINE. COUNTY acknowledges that sovereign immunity does not <br />apply for alleged or actual breaches of express written agreements and <br />amendments thereto entered by the COUNTY that are duly authorized by its Board <br />of County Commissioners, including the License Agreements, as amended, and <br />the Settlement Agreement; <br />Section 7. THIRD PARTY BENEFICIARY <br />The Parties agree that BRIGHTLINE shall be a third party beneficiary with respect to the <br />License Agreements identified in Exhibit A attached hereto, with the right to enforce the terms <br />and conditions thereof. BRIGHTLINE shall have no greater rights with respect to COUNTY than <br />FECR has under the License Agreements. Each of the aforesaid License Agreements is hereby <br />deemed amended to reflect the provisions of this Section 7. This provision shall survive any <br />expiration or termination of the License Agreements, as amended. <br />-5- <br />