HomeMy WebLinkAbout2010-277(10-26-10) g �2Z \ 0
FIRST AMENDMENT TO LICENSE AGREEMENT
t This First Amendment to License Agreement (the "Amendment") is made this in, day
of 1\10 4E44610 by Florida East Coast Railway, L.L.C. a Florida Limited Liability Company with
an address of 7411 Fullerton Street, Suite 300, Jacksonville, FL 32256, hereinafter called
"RAILWAY" and Indian River County, a political subdivision of the State of Florida, hereinafter
called "COUNTY".
WITNESSETH:
Whereas, RAILWAY and COUNTY have previously executed a License Agreement dated
October 9, 2008 (the "Agreement") which provided for the installation of an at -grade public
road crossing at 53rd Street, Vero Beach, FL at RAILWAY's Milepost 223 + 4,730 feet; as more
particularly described in the Agreement; and
Whereas, the RAILWAY'S estimated cost for installing the highway crossing warning
devices at the CROSSING SITE has increased by $201,560.00 from the original estimate of
$467,100.00 to $668,660.00 due to the increase in the amount of required materials and the
resulting increase in labor costs to install such materials which increased the current total
estimated cost of RAILWAY'S installation of the crossing to $1,128,204.00, all of which is
payable by the COUNTY to the RAILWAY; and
Whereas, RAILWAY and COUNTY now desire to amend the Agreement to reflect the
aforementioned increase in the cost of the construction of the crossing at the CROSSING SITE
and to allow RAILWAY to order the additional materials required for the installation of the
highway crossing warning devices;
NOW THEREFORE, in view of the foregoing statements, which form the factual basis for
this Amendment and in further view of other good and valuable consideration, the parties
agree as follows:
1. Effective Date of Amendment.
This Amendment shall take effect as of o' Et CSE ►2 1c1 , 2010 and shall
remain in effect for the remaining term of the License Agreement.
2. Modification to Paragraph 9.
The third sentence of Paragraph 9 is deleted and the following three sentences are
substituted in its place:
"Installation costs are estimated to be $668,660.00 in accordance with
RAILWAY's estimate dated 10/14/10 for the installation of highway crossing warning
devices attached hereto and incorporated by reference. COUNTY will issue any
necessary purchase orders to RAILWAY for the purchase of any additional materials
required by the changes in the crossing configuration. The prior estimate dated
06/09/08 in the amount of $467,100.00 and the prior summary estimate dated
08/12/08 in the amount of $926,644.00 as attached to the Contract, are deleted."
3. Modifications to Paragraph 23.
All words after the word "RAILWAY" in the fifth line of Paragraph 23 are deleted and the
following are substituted in their place "... in accordance with RAILWAY'S summary
estimate dated 10-15-2010 in the total estimate cost of $1,128,204.00 attached hereto
and incorporated by reference and COUNTY shall pay such invoice no later than sixty
(60) days from the date thereafter."
4. Defined Words.
Words defined in the Agreement have the same definition when used in this
Amendment.
5. Ratification.
All non -conflicting provisions of the Agreement are ratified and reaffirmed.
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IN WITNESS WHEREOF, the RAILWAY and the COUNTY have caused this Amendment to
be executed in their corporate names and respective seals to be hereunto affixed in duplicate
the day first hereinafter written by their undersigned officials thereunto lawfully authorized.
Signed, seal and FLORIDA EAST COAST RAILWAY, L.L.C.
Del' ered in the presence of:
fi-04-4--fr'xr
Witnesses as to RAILWAY
Signed, seal and
Delivered in the presence of:
a Limited Liability Company
ATTEST: Vl. �v
Assistant Secretary
Date: 11 IR! in
INDIAN RIVER COUNTY, a political
subdivi of the State of Florida
M is,4 ' Puese ,.�•1�t.. .... s y
NIO.01/to .60tr .
Af!.' �'�� �° Peter D. O' Bryan, Cha,'rman
Witnesses as to COUNTY i ` ATT
7 rr► �to 1 (t ns L; s+e Time/
•47.10UM'I•:t'Bate:
fl1=PLT % C1LE
November 2, 2010
APPROVED AS TO FORM
AND AL SU,FFI EN
BY
WILLIAM K. DEBRAAL
DEPUTY COUNTY ATTORNEY