Sunoco Logistics
Sunoco Pipeline LR



 

RECENEB
September26,2016 HOV 182616
Township of Middletown
27 North Pennell Road MIDDLETOWN TOWNSHIP
90 Box 157

Lima, 19037

Re: Mariner East Pipeline Project-Segment 3
Letter Agreement (the "Agreement") to PermanentEasement Ageement
Tract #s (Folio (Folio #27?00-
01792-01), (Folio #27?00~01819?00) FADE-01040004 (Folio 
27-00-01103-00,
27-00-01 103?01);
Permanent Access Road Easement Tract #s (Folio #27-00-
01199?01), (Folio #27-00-00741-00), 
(Folio 
and to Temporary Construction Access Agreement for Folio Number 27-00-003 88-02
situated in Middletown Township, Delaware County, 

Dear Township of Middletown ("you" or "Township"),

You have stated your willingness to grant Sunoco Pipeline L.P. four (4)
permanent easements to be used for the installation of pipelines (the "Pipelines"), three (3)
permanent access road easements, and one temporary construction access agreement to be used
for the access to the Pipelines during and after construction (collectively, the "Easements") on a
portion of your property. The four (4) permanent easements and the three (3) permanent access
road easements pertain to pr0perty described as: 246.5613 acres, known as Folio #5 27-00-
00627-99, 27-00-01199-01, 27-00-00741-00, 27-00-00744?00, 27-00-01792-01, 2700-01819-00,
27-00-01103-00 27-00-01103-01 while the temporary construction access agreement applies
to that parcel having Folio #27-00-00388-02, which are situated in Middletown Township,
Delaware County, (the "Property"). However, you have requested that additional
terms and conditions apply to SPLP's use of the Property.

Accordingly, as an inducement for granting the Easements on your Property to SPLP, you
and SPLP agree to the following conditions:

1. During any construction, reconstruction or repairs of the Pipelines (as de?ned in the
permanent easements), either during their initial installation or thereafter, SPLP agrees to
maintain such barricades, fences, warning lights and safety devices as are necessary to
protect the safety of the public including, but not limited to, by placing safety fencing

along the affected Easements in areas where public access could easily occur on the
properties known as ?Sleighton Park" and "Linvill Tract Open Space", aka 
00460000 and FADE-01040004.

Prior to starting any construction, SPLP shall be solely responsible for obtaining any and
all requisite permits required by federal, state and local jurisdictions including, but not
limited to, the Department of Transportation, the Department
of Environmental Protection, the Army Corps of Engineers, the Public
Utilities Commission and the Federal Energy Regulatory Commission.

SPLP agrees that during any construction, reconstruction or repairs, no work will occur
outside of the allowed time limits, as outlined in Grantor?s Ordinance regarding the same,
including but not limited to, accessing the property with truck tra?ic or equipment or
preparing machinery to begin construction activities.

SPLP agrees that there will be no blasting activities on any premises belonging to
Grantor in fee.

SPLP will provide, prior to construction, the name and contact information for a single
point of contact (Representative) during construction on a 24/7 basis, and a complete list
of names and contact numbers of those persons accessible to the Township at any time
throughout the construction process.

The Township Engineer or his designee (hereinafter Engineer) shall generally monitor
construction and restoration work being conducted within the Township by SPLP and
oversee all restoration work on Township owned roads and Township-owned properties
and facilities, all in accordance with its August 18, 2016 Memorandum that is attached
hereto as Exhibit A. Said Engineer shall liaise with SPLP's Representative on a regular
basis. The time, frequency and location of those meetings will be mutually agreed upon
by the parties. SPLP's Representative will keep the Engineer apprised of any pending
road closures due to its construction activities within the Township. Any reasonable
concerns that the Engineer has regarding the health, safety and welfare of the citizens of
the Township will be presented to SPLP's Representative and addressed by SPLP and/or
its Representative in a timely manner.

SPLP agrees to reimburse the Township for all reasonable and documented expenses
incurred in conjunction with the Easements including, but not limited to, legal fees
(including, but not limited to, for the negotiation of the Easements, the review and
drafting of any and all documents associated with the Easements, attendance at public
and private meetings, and litigation costs and expenses incurred including in opposing
the injunction ?led against the Township in conjunction with the Easements) engineering
fees (including, but not limited to, for the negotiation, review and dra?ing of documents
associated with the Easements, and oversight of the construction and restoration of the
Easements and Township property and roads), consultant costs and expenses (including,
but not limited to, the charges of all appraisers), and administrative costs and fees. SPLP
shall further reimburse the Township for all reasonable and documented expenses

10.

11.

associated with the oversight of any maintenance, repairs and/or replacement of the
Pipelines and the use of the Easements. In addition to the above reimbursement, which
shall occur a?er the Township provides the details of its expenses following
the execution of the Easements, SPLP shall deposit with the Township the sum of
$20,000 as security for the payment of all Township costs, expenses, charges and fees,
which may be incurred by the Township under this letter and/or the Easements (this fund
is hereinafter called the "Expense Fund"). SPLP Speci?cally agrees that the Expense
Fund may be used to reimburse the Township for any costs and expenses incurred in
overseeing installation of the Pipelines and the restoration of the Easements, as
well as in conjunction with any repairs to any Township facilities that may be damaged
by SPLP's activities (which damage shall include damage to Township roads resulting
from the weight and frequency of the vehicles used in conjunction with SPLP's
activities). In the event that expenditures cause the balance of the Expense Fund to be
reduced below twenty-?ve percent of its original amount prior to the restoration
of all of the Easements and the completion of all requisite repairs to Township facilities,
within thirty (30) days of receiving notice from the Township, SPLP shall deposit such
additional ?mds with the Township as are necessary to restore the Expense Fund to its
original amount. When all Township costs, expenses and fees for which SPLP is hereby
responsible have been paid, the Township shall return the balance in said fund to SPLP.

To the extent that any portion of the Easements terminate at or abut a public or private
road, SPLP shall install and maintain a gate or similar barrier to prevent unauthorized
vehicles from driving onto the Easements.

When SPLP's work, either in conjunction with the original installation of the Pipelines or
any subsequent repairs or maintenance, is in the vicinity of a public or private road or
driveway, SPLP shall position signs that read AREA on the road or
driveway at least 100' away from the work area or at such distances as are required by
law, whichever is greater.

To the extent that SPLP places or stores any construction equipment, materials or
supplies on any Easement, SPLP shall be solely responsible for the security of such
construction equipment, materials and supplies.

SPLP shall be responsible for the cost of repairing any and all damage to Township?
owned roads, ?elds, trails and real property that results from the operation of
construction equipment and trucks on the roads or on Township owned property in
conjunction with the construction of the Pipelines, all in accordance with the Excess
Maintenance Agreement between the parties attached hereto as Exhibit B. SPLP shall
post a bond in the amount of $70,000 to secure the proper completion of all repairs to
your roads and Township owned property at the end of SPLP's work on the Easements in
conjunction with the installation of the Pipelines. The bond shall be in form and content
as approved by the Township, and issued by a bonding company authorized to do
business in and acceptable to the Township. This bond shall remain in full
force and effect until thirty-six (3 6) months a?er the completion of all requisite repairs to
Township-owned roads and property to secure the proper completion and functioning of
the repairs, after which time the Township shall authorize the termination of the bond.

13.

14.

15.

16.

17.

18.

19.

The amount of the bond shall not be a limitation on SPLP's liability, which is for the full
amount of any and all costs and repairs to Township roads and property including, but
not limited to, the charges of Engineer and all Township attorney fees. In the event that
SPLP replaces or relocates substantial segments of one or more of the Pipelines in the
Township, prior to commencing such replacement, SPLP shall post a new bond in an
amount determined by the Township to again secure the cost of repairing any damage to
any Township-owned roads or property.

As consideration for the grant of the Easements, SPLP shall pay the Township the sum of
$1,800,000 upon the execution and delivery of the Easements and this side letter

ageement by the Township.

 

SPLP shall prepare any and all applications for requisite highway occupancy permits,
temporary driveway permits and similar permits required for SPLP to complete its work.
The Township agrees to cooperate with SPLP in the preparation of such applications and
to execute and/or submit them as necessary.

SPLP agrees that prior to placing the Pipelines in service, it shall provide written notice to
the Township of the products being transported by the Pipelines so as to facilitate the
operations of emergency responders in the Township to any incident involving the
Pipelines. Prior to any change in the products being transported, SPLP shall notify the
Township of the date of the change and identify the products that will be transported.

SPLP shall provide the Township with all of Grantee's required and applicable spacing,
including depth separation limits and other protective requirements (including Cathodic
protection), as set forth in paragraph 7 of the Permanent Easements.

Time is of the essence to any and all applicable provisions of this Agreement and the
Easements. If any provision of any of the Easements or of this side letter agreement is
judicially determined to be invalid, all remaining provisions shall remain legally binding
and in force and effect.

This Agreement shall not be recorded by you or any person acting on your behalf. It is
expressly understood that it constitutes a document that must be disclosed under
Open records law if requested, and that Township of?cials must of?cially
take public action to approve it.

SPLP shall be responsible for installing and maintaining at least two (2) additional vapor
detectors (hydrocarbon detectors) in Middletown Township, as well as any others that
SPLP may choose to install and maintain. One shall be at the valve station proximate to
Glenwood Elementary School, one shall be at the valve station in Glen Riddle.

Notwithstanding any language in the Easements, for so long as the Easements are in
existence, SPLP shall maintain in force at all times insurance coverage with insurers
having AM Best Company?s rating of not less than in a minimum amount of Two
Hundred Million Dollars to cover any claims arising from the
installation or operation of the Pipelines in Middletown Township. An endorsement shall



20.

3k 22.

23.

be added to the policy/policies that names the Township as an additional insured and that
provides that the Township shall be provided with at least thirty (30) days notice prior to
the non-renewal of the policy/policies. The minimum amount shall be increased annually
based on the increase in the Urban Consumers for Philadelphia?Wilmington-
Atlantic City, over the prior year. SPLP shall annually provide the
Township with an acceptable Certi?cate of Insurance showing all insurance carriers
providing coverage and the coverage limits for each carrier and con?rming the continuing
endorsement that names the Township as an additional insured.

SPLP shall pay for ?re?ghter training at the LNG ?re training program operated by
Texas A University for two (2) Middletown Township ?re?ghters on an annual
basis for a minimum of ?ve (5) years. All expenses associated with travel to and
attendance at the training program shall be borne by SPLP. In addition, SPLP shall
provide semiannual courses for all Middletown Township ?re?ghters on responding to
emergencies involving pipelines and the types of products being transported by the
Pipelines, and shall provide semiannual training to the operational of?cers of the
Middletown Township ?re departments regarding commanding operations at an incident
involving a pipeline and the types of products being transported by the Pipelines.

SPLP shall establish a benchmark of the condition, quantity and quality of Eggh agrd piggy
well that may be affected by the installation a351, operation pf Pigelings. This
benchmarking shall consist of pre-construction testing and post?construction testing. If
the quantity and/or quality of the water of any such well is damaged, SPLP shall be fully
responsible to restore the same quantity and quality of water to the affected residence,
business, or institution, whether by making a connection to the public water supply or by
drilling a new well. All costs associated with the restoration of water service shall be
home by SPLP. In the event that a test subsequent to the post-construction testing reveals
that the quantity and/or quality of the water has been impacted by the products
transported by SPLP or by the construction or operation of the Pipelines, SPLP shall be
responsible for the cost of such test and for restoring the quantity and quality of water to
the affected residence, business or institution. If a test subsequent to post-construction
testing does not reveal any damage to the quantity and quality of the water, SPLP shall
have no responsibility for paying for such testing.

SPLP shall be responsible to gppair replace and re_s__tore t3 operating condition any
mic system that is pg impaired as afresglt 9911.? 9f the pipeline,

regardless of wl?r'e'ther damage is located within any easement granted to SPLP. Repair
or replacement must be performed in accordance with all Township requirements.

SPLP agrees that the provisions of this Agreement shall be binding on SPLP, its
successors, heirs, assigns, affiliates, transferees, and any and all successors in interest,
and that the Township shall have the right, but not the duty, to enforce any and all
obligations undertaken by SPLP in any of the easement agreements entered into by SPLP
involving properties located in the Township.

In the event of a con?ict between the language of the Easements and this Agreement, the

terms of this Agreement shall govern.
3' 

25. In the event of a. dispute arising out of this Agreement, each side shall bear its own
attorney fees and costs.

If the foregoing is acceptable to you, please indicate your agreement thereto by signing
three (3) originals of this letter in the Space provided below and retuming one (1) original to the
undersigned. By executing this letter, SPLP and the Township each agree to be legally bound by
the terms and provisions of this Agreement.

Sincerely, AGREED:
Township of Middletown

Bart L. Mitchell NameVQ. g! 55. 43?
Land Project Manager, Title: may??y? ?o?lm
Representing Sunoco Pipeline L.P. Date: 2,25%

 

 

Kelly Close Engineers
I786 Wilmington Pike

Glen Mills, 19342

6l0.358.9363 lax 6l0.358.9376

EXHIBIT A

Memorandum

To: Middletown Township

Re: Engineering Observation Services for Mariner East ll Pipeline

Date: August 18, 2016

Pursuant to the request of Middletown Township for Kelly Close
Engineers to provide Engineering services as they relate to the Sunoco
Mariner East ll project speci?c to understanding, monitoring reporting, and
to the extent possible controlling, minimizing and abating the impact on
the Township roads, opens spaces, public property and appurtenances, the
following scope has been developed to be included with the memorandum

of understanding:

Scope of Service

1.

Pre-existing conditions file. This ?le will be developed by physical
observation of all areas, roads, and open spaces within the
potentially affected areas. The ?le will include ?eld notes, ?eld
sketches, photograph log, video of unusual conditions (Le. running
water, loose manhole etc).

Review work schedules and projected schedules and develop an
engineering schedule to accurately maintain the pre-existing
conditions file.

Establish a chain-of-command for reporting. This will include "who
reports to who? line of communication. This file will include of?ce
phone number, cell phone numbers and e-mail addresses.

Hold a Pre-Construction meeting prior to start of work or phase of
work directly affecting Township property. The meeting will
establish an effective communication chain, outline the scope of
work, explain circumstance of the phase of work such as, work
hours, storage and delivery of material, delivery routes, emergency
procedures, emergency contacts, and potential impact to
immediate neighbors, erosion and sediment control measures,
noti?cation of neighbors, noise limitations, road or bridge
restrictions, conflict resolution, Holiday limitation or restrictions.
Daily Monitoring: Kelly and Close will conduct daily observation of
work site(s) and record current condition. The daily logs will
include existing conditions such as, date, time, temperature,
equipment on site, foreman on site, general description of work,
unusual conditions. Particular attention will be focused on erosion
and sediment control measures, road condition, surrounding

 

 

 

 

10.

area(s) condition and limits of disturbance. A daiiy monitoring log
?le wiil be established and be available for Township review-
Noti?cations: When a condition is observed that needs immediate
attention or remediation the condition will be documented and
reported to the re5ponsible party or parties as established in the
pre?construction meeting. These condition may include but are not
limited to: potholes, ruts, mud on street, damaged curbs and
aprons, failed erosion and sediment control measure, out of
allowable limits of noise, out of allowable limits of earth
disturbance and work hours, damage to Township owned
prOperties, damage to stormwater or sanitary facilities, damage to
overhead utilities.

Report to Township Manager and Council. Kelly and Close will
establish reporting frequency suitable to keep the Township
informed of daily progress.

Kelly and Close representative will act as an ombudsman to
address the immediate concern or questions of the neighbors as
they relate to current conditions, project schedule, overall project
scope or general information.

Post construction observation. Kelly and Close will conduct a post
construction observation to review, photograph and document the
site conditions. Focus will be on stabilization of disturbed area,
conditions of roads, curbs, aprons, shoulders, edge of pavement,
disturbed landscaping, temporary fencing, temporary signage and
any other outstanding condition observed during construction.
Post construction documentation. Kelly and Close will conduct a
review of documents and provide a professional opinion to the
close out/?nal acceptance condition prior to release of ?nancial

surety.

Out-of-chge Services

The following services are NOT included in this scope of work and proposal.
if any of the following become required, Kelly Close shall submit a written
proposal and will receive written authorization from the Township, prior to

starting the work.

Preparation of Plans



Preparation and submission of Erosion and Sediment Control
Application and NPDES Plans to PADEP and DCCD.

Existing Tree Inventory Plan.

ACOEJD, Bog Turtle Habitat investigations, and any ACOE
General, Individual, or Joint Permits.

Wetlands or stream delineations.

or endangered species surveys.

Speci?c performance standard studies.

Traf?c Impact Studies or PADOT HOP Plans for entrance, frontage
improvements.

Historic Studies.

Water test for wells.

Hydrogeologic testing and reports.

Survey work.

Construction stakeout and survey.

As-built surveys, as?built pia n5, as-built certi?cation

Construction services.

Phase i, II, or Ill Environmental Studies

Method or means of installation of pipelines

Weldis) welding or pipe joint integrity inspections or observations

Excavation, trench integrity inspections or observations

Con?ned space entry observation or inspection
OSHA compliance inspection, observation or notifications
Any other engineering or related services not speci?ed in the scope

of work.

 

EXHIBIT 

EXCESS MAINTENANCE AGREEMENT .
PLEASE TYPE ORPRINT ALL MORMATION IN BLUE- OR BLACK INK

Agreement Number Executed Date

This Excess Maintenance Agreement (?Agreement?) is made and entered into by and between Middletown
Township and Sunoco Pipeline LP. (hereafter, referred to collectively with its partners, employees, agents,
contractors and subcontractors as with of?ces located at 525 Fritztown Road, Sinking Spring, PA
19608.

DEFINITIONS

Appurtenance means the property lying within the right-of-way of a highway, together with any improvement
placed within this right of way.

Bridge means any structure including supports, erected over a depression or an obstruction, such'as, but not
limited to, water, highway, or railway and having a track or passageway for carrying traf?c or other moving

loads and having an Opening measured along the center of the roadway of more than eight feet between supports
(Publication 100A Bridge Management System 2 Coding Manual

Excess Maintenance means maintenance or restoration or both that is in excess of normal maintenance (but not
improvements beyond the state of repair existing at the date of the initial inspection) that is necessary to

maintain the roadway, shoulders, drainage facilities, and other appurtenances due to traf?c and construction
related to the installation of a pipeline by USER.

Execution Date is the date this Agreement has been fully executed by both the USER and Middletown
Township.

Existing State of Repair shall be the condition of the highway(s), on the date upon which the initial inspection
document is signed by the USER and/or Middletown Township.

Highway means any highway or bridge, under the jurisdiction of Middletown Township. Highway shall
include the entire width between right-of-way lines over which Middletown Township has assumed, or has
been legislatively given, jurisdiction.

Normal Maintenance means the usual and typical activities necessary to maintain the roadway, shoulders,

drainage facilities, and other appurtenances in the state of repair existing at the date of the initial roadway
condition survey.

BACKGROUND

The USER wishes to operate vehicles or combinations, together with loads, and complete construction related
to the installation of a pipeline. Middletown Township requires the execution of an approved form of security
by the USER in favor of Middletown Township, to cover the costs of excess and preventative maintenance
and restoration and all related costs, in accordance with the terms, conditions, and provisions of this Agreement.

For and in consideration of the mutual promises hereinafter set forth, the parties, intending to be legally bound,
agree for themselves and their successors and assigns as follows:

Page 1 of 8

 

Permission to Move Vehicles

1. Middletown Township will allow the USER to move vehicles or combinations, together with loads,
and complete construction related to the installation of a pipeline in Middletown Township. The speci?c

roadways in Middletown Township authorized for use are noted below and are more speci?cally delineated on
the attached Exhibit A:

Twp. Road Name Twp. Road Number Affected Length
1. Valley Road T-324. 1.21 Miles
2. W. Forge Road T-331 1.17 Miles
3. Riddlewood Drive T-460 0.03 Miles
4. Martins Lane T-574 0.07 Miles
5. Mt. Alverno Road T-401 0.91 Miles
6. East St. Andrews Drive T-541 0.24 Miles
7. St. Andrews Drive T-539 0.20 Miles
8. Linvill Road 0.75 Miles
Responsibility of USER
2. The portion(s) of the noted roadway(s) and appurtenances shall be maintained to a level consistent with

the existing state of repair at the time of the initial inspection. Preventative Maintenance projects to improve the -
noted roadway(s) beyond the existing state of repair may be performed pursuant to the authority granted by this
Agreement, but Middletown Township may not require USER to upgrade the condition of the noted
roadway(s) beyond the existing state of repair without the consent. The USER may be required to
provide a Maintenance Plan detailing expected maintenance procedures and related items to be employed by the
USER and made a part of this Agreement as though physically attached. The nonperformance of normal
maintenance by Middletown Township shall under no constitute grounds for an offset or credit
against any excess maintenance, preventative maintenance or restoration responsibilities of the USER.

Middletown Township, by and through its designated engineer, shall determine, at its discretion, whether the
excess and preventative maintenance and restoration are satisfactory.

Inspections and Roadway Condition Surveys

3. The USER and Middletown Township agree inspections shall be made by Middletown Township?s
consulting engineer in order to determine the condition of the portion(s) of the noted roadway(s) and
appurtenances. The inspections should be conducted jointly by' Middletown Township and the 
however, the absence of the USER shall not prevent the inspection from being conducted. Middletown
Township shall prepare a document describing the condition of the noted roadway(s) and appurtenances
together with the nature and extent of any repairs needed to correct any existing damage for which the USER
may be liable. Photographs and video may also be taken. The documents and photographs and video (if taken),
of the initial inspection, shall be incorporated by reference as though physically attached and made a part of this
Agreement. The USER shall pay all costs associated with the inspections and roadway condition surveys
including, but not limited to, the charges of Middletown Township?s consulting engineer. 

3) Initial Inspection - Upon full execution of this Agreement and prior to any hauling activity, an
initial inspection shall be made. The inspection is used to determine the existing state of repair of
the noted roadway(s) and appurtenances together with the nature and extent of any repairs
needed to correct existing damage for which the USER will not be liable.

Page 2 of 8

 

b) Interim Inspection - Middletown Township may, at its discretion, conduct periodic interim or
re-inspections to determine the extent of any repairs for which the USER may be liable and

require immediate attention and to ensure the damages do not exceed the amount of surety
provided. 

c) Final Inspection - A final inspection of the noted roadway(s) and appurtenances will be

conducted to determine the extent of any repairs needed to correct damages for which the USER
may be liable.

Roadway Condition Survey Middletown Township may conduct frequent, but less detailed
surveys of the roadway to determine overall condition and identify any areas in need of repair.

4. The USER shall have no obligation for maintenance to remedy damage directly resulting from Acts of
God, war, or routine removal of snow or ice.

Performance of Excess and Preventative Maintenance and Restoration

5. Excess and preventative maintenance and restoration shall be performed in accordance with
maintenance option B.

OPTION 

The excess and preventative maintenance and restoration shall be performed by Middletown Tovmship's
maintenance forces and/or a contractor(s) selected by Middletown Township through its prescribed
procedures. The excess and preventative maintenance and restoration shall be performed to a level consistent

with that agreed toin Paragraph 2 (above). The work shall be in conformance with Middletown Township's
speci?cations and shall be supervised and inspected by Middletown Township.

Middletown Township may invoice the USER for the estimated cost of repairs using either the. latest
maintenance contract prices or the latest average maintenance unit prices. These estimated costs shall
be computed for all damages noted following the initial roadway condition survey, during interim inSpections
and/or the ?nal inspection. The USER agrees to reimburse Middletown Township for all estimated costs.

The USER shall submit full payment to Middletown Township within 60 calendar days from the date of
invoice. If the USER fails to make full payment, Middletown Township may at its discretion exercise its right
under paragraph 9 below. .

OPTION 

All excess and preventative maintenance and restoration shall be performed by the USER and/or its
contractor(s), except that if maintenance or restoration is required on an emergency basis, and the USER cannot
immediately complete such maintenance or restoration, then Middletown Township, at its election, may
complete the necessary maintenance or restoration at the expense. All excess and preventative
maintenance and restoration shall be performed to a level consistent with that agreed to in Paragraph 2 (above).
The work shall be in conformance with Middletown Township speci?cations.

Page 3 of 8

 

 

 

 

 

d)

Comply with the requirements of 25 Pa Code Chapter 102, Erosion and Sediment Control and
Stormwater Management, 25 Pa Code Chapter 92a, National Pollutant Discharge Elimination System
Permitting, Monitoring and Compliance, 25 Pa. Code Chapter 105, Water Obstruction and
Encroachment Permitting; and any other applicable Federal, State, or local laws, ordinances or
regulations.

Obtain all applicable permits and comply with the conditions included in said permits.

Indemnity, save harmless, and defend (if requested) Middletown Township and its of?cers, agents, and
employees, from all suits, actions, civil penalties, or claims of any character, name, or description
brought for or on account of any violation of law/permit, injuries, death, or damages received or
sustained by any person, persons, or property, during the performance of the work on portion(s) of the
noted roadway(s) and appurtenances to be repaired, by or for the USER or its of?cers, agents,
employees, contractors, or representatives, whether the same be due to the use of defective materials,
defective workmanship, neglect in safeguarding the work or by or on account of any act, omission,
neglect, or misconduct of the USER or its of?cers, agents, employees, contractors, or representatives,
during the performance of the work. In addition to any notice provided by a third party insurance
company, the USER shall also notify Middletown Township of any change in insurance coverage,
including but not limited to the cancellation of its policy. In no event shall any maintenance or
restoration activities be performed by the USER, or its o??rcers, agents, employees, contractors, or
representatives, without the requisite level of insurance and there shall be no lapse in coverage at any
time during the duration of this Agreement.

Provide evidence to Middletown Township of public liability insurance for bodily injury and property
damage in the minimum amounts of $500,000 per each person and $2,000,000 each occurrence. This
insurance shall be occurrence based. The insurance policy shall cover any loss that might occur during
the performance of any excess and preventative maintenance or restoration by the USER, or its of?cers,
agents, employees, contractors, or representatives. Middletown Township shall be named as an
additional insured on the certi?cate of insurance. A copy of the certi?cate of insurance shall be attached
to this Agreement as an exhibit. This insurance shall neither be changed nor canceled without thirty (30)
calendar days? advance Written notice of such change or cancellation, excepting ?fteen (15) ,days?
advance written notice of cancellation for nonpayment of premium. This advance written notice of

Page a of 8

 

 

 

 

change or cancellation shall be forwarded to Middletown Township's of?ce, 27 N. Pennell. Road,
Media, 19063.

g) Within three days of receiving notice from Middletown Township, perform excess and preventative
maintenance and restoration as needed pursuant to the requirements included in paragraph 2 above;
provided, however, that if excess and preventatiVe maintenance and restoration is required on an

in ,writing, of this determination and the USER shall perform the required excess
maintenance, preventative maintenance or restoration.

Security

6. To secure the performance of the obligations, the USER shall execute and deliver to
Middletown Township the following type(s) of security in the amount of $70,000.00: .

A. Irrevocable Letter of Credit
B. Performance Bond
C. Other Security Acceptable to Middletovm Township

3.) Issue no further permits and revoke previously issued permits upon which substantial work has not been
performed, and issue a ?step work? order in conjunction with any construction being performed by the
USER on the pipeline(s);

b) Apply the collateral security provided by this paragraph to the costs to complete the improvements at
then-current costs for same as estimated by the Middletown Township Engineer before further
building or construction may be done;

c) Complete the work itself and collect the actual cost and reasonable expenses and fees (including
attorney's fees) and bill the costs thereof to USER from the bond provided by the USER to Middletown
Township;

Seek such other legal or equitable relief as may be available, including, but not limited to, injunctive
measures;

e) Seek monetary damages from USER to the extent of the reasonable costs and damages as may be
estimated by the Middletown Township Engineer or other parties; including in said damages any and
all reasonable expenses and fees (including attorney's fees) for securing such monetary damages.

t) Any or all of the above remedies may be employed by the Township at its option.

Liability of USER
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and all. other expenses incurred pursuant to this Agreement, including but not limited to costs related to
mspeenonsE roadway condition surveys and administration costs. The USER agrees that Middletown
Township is under no obligation to prove that the USER caused the damage. 

The USER agrees to pay all invoices 

The liability shall not be limited to the total amount of security provided.

The USER shall be responsible for third party vehicle and preperty claims that arise as a result of the

USER activities.
Termination
8. The USER and Middletown Township retain the right to terminate their future obligations under this

Agreement at any time by submitting a written notice of intent to terminate; provided, however, that in the event
that the USER terminates its future obligations under this Agreement, it may not move vehicles or

The noted roadway(s) and appurtenances shall be restored to a level consistent with that agreed to in Paragraph
2 (above). Restoration shall be performed by the party(s) agreed to in Paragraph 5 (above).

Upon notice of completion of all required work and reimbursement of all costs incurred by Middletown
Township, this Agreement shall be terminated and of no ?irther force or effect; provided, however, that the
USER shall be responsible for guaranteeing for a period of eighteen (18) months following the termination of
this Agreement that any and all restoration is to the level consistent with that agreed to in Paragraph 2 (above),
and all security delivered to Middletown Township by the USER shall remain in place to secure such
guarantee. During such eighteen (18) month period, if Middletown Township determines that any restoration
is not to the requisite level, it shall notify the USER, which shall be responsible for correcting such de?cient
restoration, and if the USER does not timely complete such a correction, Middletown Township may do so at
the sole cost and expense and may draw upon the security for the cost of such work.

Remedies

9. If the USER fails to comply with any provisions of the Agreement, Middletown Township may at its
discretion: .

a) Notify the USER of noncompliance with the Agreement;
b) Require additional security pursuant to Paragraph 11, below;
c) Require additional plans or details to show how the USER will restore compliance with this Agreement;

cl) Suspend the permission to move vehicles or combinations, together with loads, over and across
any roadway(s) noted in Paragraph 1 until the USER is in compliance with this Agreement;

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e) Revoke the permission to move vehicles or combinations, together with loads, over and across
any roadway(s) noted in Paragraph 1.

f) Elect to maintain or restore the portion(s) of the noted roadway(s) and appurtenances with the USER
reimbursing Middletown Township for all costs so incurred;

g) Proceed against security provided pursuant to Paragraphs 6 and 11 (below);
h) Terminate this Agreement pursuant to Paragraph 8;
i) Any other remedies allowed by lawthe above.

Closing of Highways

10. This Agreement shall not prohibit Middletown Township from closing a highway or bridge to any

vehicle or combination if such closing is authorized by law and is necessary for safety, or is a temporary closing
due to climatic conditions or an Act of God or war.

Additional Security

11. Middletown Township shall have the right to require additional security upon that date Middleto'wn
Township determines, in its discretion, that the aggregate amount of damage to the noted roadway(s) exoeeds
75% of the face amount of the security furnished. If additional security is required, it shall be retained by
Middletown Township until all excess maintenance and/or restorations have been completed. Failure to
provide such additional security as is required shall constitute a breach of this Agreement.

Compliance with all Federal, State, and Local Law

12. If the USER is noti?ed by any federal, state, or local agency that it is not in full compliance with any
federal, state, or local law, regulation, or ordinance associated with excess and preventative maintenance and

Non-waiver

13. The failure by Middletown Township to require performance by the USER of any provision of this
Agreement shall not affect Middletown Township's right to require performance at a time thereafter, nor shall

a waiver of any breach 0r default of this Agreement constitute a waiver of any subsequent breach or default, or
a waiver of the provision itself.

Sever-ability

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14. If any provisions of this Agreement are held unenforceable, then such provision will be modi?ed to
re?ect the parties? intention. All remaining provisions of this Agreement shall remain in full force and effect.

Choice of Law and Forum

15. This Agreement shall be interpreted under the laws of the Commonwealth of Venue for
any dispute arising under this Agreement shall be in the Delaware County Court of Common Pleas.

Agreement Supplementation

16. This Agreement and the exhibits attached hereto constitute the entire Agreement between the parties and
may not be transferred or assigned without the prior written consent of the parties hereto. This Agreement may
be modi?ed or amended by letter amendment to add or subtract routes, increase or decrease the security amount
or type, or amend any maintenance plan submitted pursuant to this Agreement or its exhibits.

IN WITNESS WHEREOF, the parties have executed this Agreement the date ?rst above written.

 

 

 

 

 

 

 

 

 

USER Phone Number: USER ax Number:
ATTEST:
BY
Signature Date Signature Date
Attest Title . Authorized Signatory Title

If a Corporation, the President or Vice-president must sign and the Secretary, Treasurer, Assistant Secretary
or Assistant Treasurer must attest; if a Sole Proprietorship, only the owner must sign; if a Partnership, only
one partner need sign,- if a Limited Partnership, only the general partner must sign. If a Municrpaligz,
Authority or other entity, please attach a resolution.

 

DO NOT WRITE BELOW THIS LINE - FOR MQEICIPALITY USE ONLY

Middletown Township By: ?1704

Sign 50 25/3: I /Date
f6? Tag/wmp 

 

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EXHIBIT 
Thornbury Township Edgmont Township

 
 

Hanson
Quarry

      
   
   


Granite Run
Mall

Chesier
Heights

Township

Brookhaven Boro

Middletown Township