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Ttl%f tv!-t 1ktf 􀁦􀁾􀁴l170s i-'RI&I+T NOW (N A f){("C; rn IJ, {(.,ftJ (5 iVl 01)(;;" SHO()L[) 􀁾􀁦􀀲􀀠􀀺􀁲􀀺􀁾􀁙􀁜􀁉􀁬􀀠(.tJe'VI . yf-If fl&Xi fGW 􀁾􀀠
t )'. \ \, \ \ t \ _. 􀁾􀁜􀀠􀁾􀁜􀀠􀁾􀁜􀀠􀁾􀀻􀀠-SALe: AREA pel 1 .. 2.40 AC± pel 2 􀀢􀀧􀀴􀀮􀁾􀀲􀀠AC:lI peL 3 co 0.59 Aeli: TOTAL AREA'" 7.41 ACt nOAClWAY PORTION OF SALE .. 1.B273 AC"",
TRACK 􀁅􀁁􀁓􀁅􀁾􀁎􀁔􀀠AREA C1 1.0&. ACt 
, , '::;OWLES 􀀦􀁔􀁈􀁏􀁍􀁐􀁓􀁏􀁾􀀬􀀮􀀠A Professional Corporation ATTORNEYS AND COUNSELORS JOHNM. H1I..l. 214.&12.2:110 JJtU..I.OCQWLESTHOMPSON.cOM December 26, 2001 HAND-DELIVERED Ms.
Carmen Mo Director of elopmental Services Town of i:ldison P.O. ox9010 A ison, Texas 75001-9010 Re: Union Pacific Railroad Company Dear Carmen: Last Friday, December 21, 2001 the Town
closed on the purchase of the wye tract (7.3267 acres) from Union Pacific Railroad Company. In connection with that purchase, enclosed please find for filing with your office the following
originals: I. Contract of sale (leiter agreement) dated December 14, 2001 by and between Union Pacific and the Town; 2. Letter Agreement dated December 14,2001 by and between Union Pacific,
Dallas Garland & Northeastern Railroad, and the Town; and ., 3. Assigmnent and Assumption Agreement dated December 21, 2001 between Union Pacific and the Town. The originals of the Special
Warranty Deed, a Crossing Agreement, and the title policy will be delivered over the next few weeks. When those come in, I will have them forwarded to you. Please give me a call ifyou
have any questions. JMH:yjr Enclosures cc: Mr. Mike Murphyl Mr. Ken Dippel <lOt MAJN STREET SUiTE 4000 DALLAS, TEXAS 75202-3793 o ALL A S T Y L E R TEL 214 672.2000 FAX 214.672.2020
WWW.COWLESTHDMPSON.COM 
) i 􀁬􀀢􀀬􀁾􀁉􀁏􀁎􀀠PACIFIC RAILROAD COMPA••Y Real Estate Department R. D. Uhrich J. L. Hawkins Assistant Vice President General Director -Real Estate Operations M. E. Heenan Director
-Contracts J. A. Anthony Director -Real Estate Operations D. H. Lightwine Director -Real Estate D. D. Brown Director -Real Estate M. W. Casey T. K. Love 1800 Farnam Street General Director
-Special Properties Director -Real Estate Omaha, Nebraska 68102 J. P. Gade Fax: (402) 997-3601 Director -FacHity Management December 17, 2001 Folder No. 1976-54 MR JAMES C PIERCE JR
TOWN OF ADDISON PO BOX 9010 ADDISON TX 75001-9010 Dear Mr. Pierce: RE: Proposed construction of a public road crossing known as Arapaho Road at Addison, TX. Attached are revised triplicate
originals of a Public Road Crossing Agreement covering your use of the Railroad Company's right-of-way. To properly document your use of the Railroad Company's property, it is necessary
that you execute the attached documents. Please return to me in the enclosed envelope the following: 1. ALL of the executed documents. If a Contractor's Right-of-Entry Agreement is attached
hereto, you may submit the executed Contractor's Right-of-Entry documentation upon selection of a contractor. 2. Certificate of Insurance, if required. 3. Resolution for document execution,
ifrequired. 4. Check made payable to the Union Pacific Railroad Company in the amount of $2,500.00. if you require formal billing, you may consider this letter as a formal bill. In compliance
with the Internal Revenue Services' new policy regarding their Form 1099, I certify that 94-6001323 is the Railroad Company's correct Federal Taxpayer Identification Number and that
Union Pacific Railroad Company is doing business as a corporation. If we have not received the executed documents within six months from the date of this letter, this proposed offer
of an agreement is withdrawn and becomes null and void. If you have any questions, please contact me at telephone number (402) 997-3620 or contact me via e-mail at pgfarrell@up.com
. ) PUBLIC WORKS DEPARTMENT (9i2) 450-2B71 Post Office Box 9010 Addison, Texas 75001-9010 16801 Westgrove 14 November 2001 Mr. Doug Feagan Manager -Real Estate Union Pacific Railroad
Company Real Estate Department 1800 Farnam Street Omaha, Nebraska 68102 RE Offer for Purchase of 7.3267 Acre Tract of Land "Wye Tract" Located at the West End of the Addison Road/Arapaho
Road Intersection Near the South End of the Addison Airport Runway in Addison, Texas Dear Mr. Feagan: Attached is the proposed Real Estate Purchase Agreement between the Town of Addison
and Union Pacific Railroad regarding the purchase by the Town ofan approximately 7.3267 acre tract ofland. The agreement includes and incorporates the following exhibits: Exhibit A Legal
Description and Survey ofthe Real Property ExhibitB Legal Description and Survey of Easement Property (Reserved by Seller) Exhibit C General Warranty Deed Exhibit D Form ofBill of Sale
Exhibit E Form ofAssignment ofTenant Leases Exhibit F Form ofNon-Foreign Affidavit The attached document includes Exhibits C through Exhibit F. Exhibits A and B are separate documents
prepared by a surveyor. 
-2Union Pacific Railroad Company We are reviewing the document entitled "Construction ofArapaho Road, Grade Separation Public Road Crossings" between the Town, Union Pacific and DGNO,
and will have comments to that agreement to you within a very short time. In addition, we anticipate that this "Crossing Agreement" will need to be referenced in the Real Estate Purchase
Agreement; and there will therefore be some modification to the Real Estate Purchase Agreement to reference the Crossing Agreement. Please review the attached Purchase Agreement and
forward any comments you have to my attention. Thank you in advance for your prompt consideration. Please call with any questions. Sincerely, Michael E. Murphy, P.E. Director ofPublic
Works Attachments (As Noted) 
__ 􀁴􀁖􀁴􀀺􀁴􀁶􀁇􀁍􀁾􀀠/'1; 􀁾􀀱􀀠 _ Mr. OoU&-􀁐􀁴􀀻􀀻􀁁􀁾􀀠I }..l.,4tVA<rf!Jt1,. -l4:aI 􀁧􀁾􀁾􀀠---. UA./IOJ.j 􀁐􀁁􀁣􀀮􀁬􀁂􀁾􀀠􀁾􀀯􀀯􀁩􀀡􀁯􀁁􀀯􀀩􀀠􀁾􀁨􀁊􀁲􀀮􀀬􀀠_􀁾􀁉􀀠􀀨􀀻􀀺􀀺􀁳􀁲􀁾􀁥􀀿􀀠􀀭􀀮􀁏􀁬􀀺
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Michael Murphy From; HILl, JOHN fjhill@cowlesthompson,comJ Sent: Tuesday, November ta, 2001 4:aO PM To; Mike Murphy (E-mail) Cc: DIPPEL, KEN Subject: Wye Tract ADDISON ROAD JVREALESTATEAGR...
<<ADDISON ROAD JVREAL ESTATE AGR.DOC» 1l±J. .. 􀁾􀁴􀁴􀁡􀁣􀁨􀀢􀁤􀀠is a proposed Real Estate Purchase Agreement between the Town of Addison and Union l'acific Railroad regarding the purchase
by the Town of an approximately 7.3267 acre tract of land. The agreement includes and incorporates the following exhibits: Exhibit A Legal Description and Survey of the Real l'roperty
Exhibit B Legal Description and Survey Easement Property (reserved by Seller) Exhibit C General Warranty Deed (attached) Exhibit D Form of Bill of Sale (attached) Exhibit E Form of Assignment
of Tenant Leases (attached) Exhibit F Form of Non-Foreign Affidavit (attached) The attached document includes Exhibits C through Exhibit F. Exhibit A and Exhibit B are separate documents
prepared by a surveyor. We are reviewing the document entitled "Construction of Arapaho Road, Grade Separation Public Road Crossings" between the Town, Union Pacific and DGNO, and will
have comments to that agreement to you within a very short time. In addition, we anticipate that this "Crossing Agreement" will need to be referenced in the Real Estate l'urchase Agreement,
and there will therefore be some modification to the Real Estate Purchase Agreement to reference the Crossing Agreement4 1 
I:OWLES &THOMPSO. A Professional CorporatIon ATTORNEYS AND COUNSELORS JOHN M, tilLI. 214.672.2170 JtfII.L@COWl.ESTHOMPSON.COM October 8, 200 I VIA FAX NO. (114) 987-3351 AND u.s. MAIL
Ms. Carol Erick Hexter Fair Title Company 8333 Douglas Avenue, Suiie 130 Dallas, Texas 75225 RE: Town of Addison Dear Carol: Enclosed is a legal description for an 8.3714 acre tract
of land located in the Town of Addison. This tract is being acquired by the Town in connection with improvements to Arapaho Road. We had previously requested your office to prepare a
title commitment for a smaller tract of land, and then asked you to put that on hold. On September lO, 2001, I sent to you a map of the area being acquired, and informed you that I would
send you the legal description once it was prepared. Please cause a title commitment to be prepared for this tract of land. Please give me a call if you have any questions. Very truly
yours, ...􀁾􀁾􀀠􀀭􀀭􀂷􀁾􀁍􀀮Hill . JMHJyjr Enclosure cc: Mr. Mike Murphy, wlTown Mr. Ken Dippel, City Attorney w/firm qOl MAIN STREET SUITE 4000 OALlAS, TEXAS 1::202 31'13 o ALL A S
T Y L E R TEL 214.672.2000 FAX 214,672.2020 WWw COWLESTHOMPSON.COM 
OCT 07 2001 10:20 T LRSERJET 3200 97 502837 p.2 Par::el 3 Field 􀁾􀁣􀁴􀁥􀀠Description Arapaho Road Project 'i'owr. of Addison 􀁄􀁡􀁾􀁾􀁡􀁳􀀠County, Texas 􀁂􀁅􀁾􀁎􀁇􀀠a 􀁤􀁥􀁳􀁣􀁲􀁩􀁰􀁴􀁩􀁯􀁾􀀠of
a 8.3714 acre (364,656 square fooc) tract of :and situated in the Edward Cook Survey, Abstract Nurrber 323, Town of Addison, Dallas County, Texas, and be:ng a portion 0: a called 3 6<
48/100 acre tract of land con·..eyed to St. Louis Southwestern Railway Company of Texas as evidenced by t::e C:eeo. recorded in Volume 278, Page 115 of the Deed Records of Dallas :::ounty,
Texas, a portion of a cal:ed 4 1/2 acre tract of 1ar.d conveyed to 􀁣􀁯􀁮􀁶􀁥􀁹􀁾􀁤􀀠to St. Louis 􀁓􀁯􀁵􀁾􀁨􀁷􀁥􀁳􀁴􀀮􀁥􀁲􀁮􀀠Railway COIT.par:.y of Texas as evidenced by the deed recorded
in Volume 279, Page 449 of said Deed Records, and all of a called 68/100 of 􀁡􀁾􀀠acre 􀁾􀁲􀁡􀁣􀁴􀀠of land conveyed to St. Louis Southwestern Railway Company of Texas as evidenced by
t.he deed reccrded in Volume 470, Page 329 of said Deed Records; said 8.3714 acre tract of :and being 􀁾􀁯􀁲􀁥􀀠particularly described by 􀁾􀁥􀁴􀁥􀁳􀀠and bounds as follows; BEGINNrNG
at a 5/8 inch four-d in the North right of way lir.e 0: 8elt11ne "oad (variable width) at the intersecticn of tr.e West line of said called 3 6< 48/100 acre tract, said point being the
Southeast corner of Lot 1, Block 1>. of Be1twood Reservoir, a:l addition to the Town of Addison, as evidenced by plat reco!:ded in Volume 90012, Page 3366 of said Deed "ecords; ';:'HENCE,
NORTH 17°34' 19" WEST, 􀀨􀁃􀁡􀁬􀁬􀁥􀁤􀁾􀁯􀁲􀁴􀁨􀀠25'06' West;, departing said North right of way line of Beltline Road, a:'ong =he common West line of said called 3 6< 48/100 acre t!:act
and East line of said Lot 1, Block A, passing at a distance of 410.87 feet a 3/40 iron pipe =ound, continuing fo!: a tocal distance of 462.01 feet to a point of curvature to a curve
tc the lef':, said point being the South corner of said called 4 1/2 acre tract; THENCE, NCRTHWESTERLY, departing said common line and along 􀁾􀁨􀁥􀀠common So..thwesterly line of said
called 4 1/2 acre tract and Northeasterly line of said Lot 1, Block A, and along the arc of said curve to the left, having a radius of 714.00 feet, a central angle of 58°39'27", a chord
bearing North 46°54'03" vlest, for a distance of 699.46 feet, for an arc distance of 730.97 feet. to the end of said curve at the East corner of said called 661100 of an acre tract;
Page 1 cf 5 
p.3 OCT 07 2001 10:20 1 LASERJET 3200 􀁓􀁾􀀠502837 PARCEL 3 -ARAPAHO ROAD PROJECT THENCE, SOOTH 80"11' 36" WEST, (called South 71"20' West!, departing said cornman line and along the
common South line of said called 68/100 of an acre tract and North line of said Lot t, Block A, passing at a distance of 87.65 feet the commcn most Northerly Northwest corner of said
Lot 1, Block A, and East corner of a right of way dedication for Arapaho Road as indicated on said plat of Beltwoed Reservoir, departing said common line and continuing along the common
South line of said called 68/100 of an acre tract and North lines of said Be11:wood Reservoir and said right of way dedication, passing at a distance of 480.26 feet the common Northwest
corners of said Beltwcod Reservoir and said right of way dedication and Northeast corners of Addison Restaurant 􀁾􀀮􀁬􀁬􀁲􀁫􀀬􀀠an addit:ion to the Town of Addision as evidenced by the
plat recorded in Volume 88066, Page 4219 of said Deed Records and a 60 foot right of way dedication dedication for Arapaho Road as indicated on said plat of Addison 􀁾􀁥􀁳􀁴􀁡􀁵􀁲􀁡􀁮􀁴􀀠Park,
departing said cornman line and along the common South line of said called 68/100 of an acre tract and North lines of said Addison Restaurant Park and said 60 foot right of way dedication,
for a total distance of 659.08 feet to an angle point; THENCE, SOUTH 85°49'17" WEST, (called South 77°20'), continuing along said common line, a distance of 301.09 feet· to the West
corner of 􀁳􀁡􀁾􀁤􀀠called 68/100 of an acre tract in the South line of a 100 foot wide right of way conveyed to Dallas Area Rapid Transit Property Acquisition Corporation as evidenced
by the deed recorded in Volume 91008, Page 1390 of said Deed Records, said corner being the beg':'nning of a non-tangent curve to the left; THENCE, NORTHEASTERLY, departing said common
line and along the common Nor:h line of said called 68/100 0: an acre tract and South line of Said Dallas Area Rapid Transit right of way and a:ong the arc of said curve to the left
having having a radius of 2914.79 feet, a central angle of 17·33'08", a chord bearing North 74'45'45/1 East, passing at an arc distance of 578.08 feet :he common most Northerly Northwest
corner of said calle 68/100 of an acre tract and West corner of said called 4 1/2 acre tract, continuing along the common North line of said called 4 1/2 acre tract and South line of
said Dallas Area Rapid Transit right of way, for a total arc distance of 889.44 feet, for an arc distance of 892.92 feet to the point of tangency of said curve; Paq.. 2 􀁯􀁾􀀠5 
9/:502837 p.4OCT 07 2001 10,20 T lASERJET 3200 PARCEL 3 -ARAPAHO ROAD PROJECT THENCE, NORTH 65 G 59' 11" EAST, continuing along said common line, passing at a distance of 744.35 feet
the common 􀁎􀁯􀁲􀁾􀁨􀁥􀁡􀁳􀁴􀀠corner of said called 4 1/2 acre tract and Northwest corne!' of said called 3 & 48/100 tract, continuing along the common North 􀁬􀁩􀁾􀁥􀀠of said called
3 & 48/100 tract and South line of said Dallas Area Rapid Trans!t right of way, a 􀁴􀁯􀁾􀁡􀁬􀀠distance of 1033.95 :eet to a point in the West right of way line of Addison Road (variable
width); THENCE, SOUTH 00G18' 13N EAST, departing said common line and along said West right of way line of Addison Road, a distance 0= 4.42 feet to the 􀁾􀁯􀁲􀁴􀁨􀀠corner of Lot 3, Block
1 of Addison Car Care as evidenced by the plat recorded in Volume 87111, !?a"e 0286 of said Deed Records, said corner being the Easterly line of said called 3 & 48/100 acre tract, said
corner also being the beginning of a non-tangent curve to the left; THENCE, SOUTHWESTERLY, departing said line and along the common· Easterly line of said called 3 & 48/100 acre tract
and Westerly line of said Lot 3, Block 1, Addison Car Care addition, and along the arc of said curve to the left, having a radius of 714.00 feet, a central angle of 74°34'00"·, a chord
bearir.g Scuth 19°42'41" West, for 865.02 feet, passing at an arc distance of 213.91 feet the common Southwest corner of said 􀁾􀁯􀁴􀀠3 and Northwest corner of a 60 foot right of way
dedication fcr Arapaho Road as indicated cn Said plat of Addison Car Care addition, continuing along the common Easterly 11ne of said called 3 & 48/100 acre tract and Westerly line of
said right cf way dedication, passing at an arc distance of 305.02 feet the common Southwest corner of said 60 foot right of way dedication and Northwest corner of Lot 2, Block 1 of
said Addison Car Care addition, continuing along the common Easterly line of said called 3 & 48/100 acre tract and Westerly l.:.ne of said Lot 2, Block 1, Addison Car Care addition,
passing at an arc distar.ce of 569.05 feet the common Southwest corner of said Lot 2, Block 1, Addison Car Care addition and Northwest corner of Lot 1, 310ck 1 of said Addison Car Care
addition, continuing along the common Easterly line of said called 3 & 48/100 acre tract and Westerly line of said Lot 1, Block 1, Addison Car Care addition, passing at an arc distance
of 745.45· feet a 5/9 inch iron rod ::ound for the cOmr.lon Southwest corner of said Lot 1, Block 1, Addison Car Care addition and Northwest corner of Lot 1 of Sambuca II/Filling Station
Addltion, an addition to the Town of Addison as evidenced by the plat recorded in Volume 94093, Page 06201 of said Deed Records, continuing along the common Easterly line of said called
3 & 48/100 acre tract the Westerly line of Paqe 3 of 5 
T _ASERJET 3200 97 502837 p.5OCT 07 2001 10.20 PARCEL 3 -ARAPAHO ROAD 􀁾􀁒􀁏􀁾􀁅􀁃􀁔􀀠said Lot 1, Sambuca II/Filling Station Addition, for a total arc distance of 929.22 feet to the
end of said curve; THENCE, SOOTH 15'07' 17" EAST, (Called North 25·06' Westl, continuing along said common line, passing at a distance of 57.46 feet a 1/2 inch iro;) rod found for the
common Southwest corner of said Lot 1, Sambuca II/Filling Station Addition and Northwest corner of Lot 2, Sambuca II/Filling Station Addition, continuing along the cornmon Easterly line
of said called 3 & 48/100 acre tract the Westerly line of said Lot 2, Sambuca II/Filling Station·Addition, for a total distance of 161.13 feer: to a 3/4 inch ircn rod .found for the
common Southwest corner of said Lot 2, Sambuca II/Filling Station Add.:.tion and Northwest: corner of a called 0.774 acre tract of land conveyed to James E. Sauls as evidenced by the
deed recorded in Volume 77153, Page 􀁬􀁾􀀲􀀸􀀠of said Deed Records; THENCE, SOUTH 17'34' 19" ;:;AST, (Called North 25·06' Wes"::) , departing said common line and along the 􀁣􀁯􀁾􀁯􀁮􀀠Easterly
line of said called 3 & 48/100 acre tract the Westerly l1!1.e of said called 0.774 acre t.ract, passing at a distance of 156.88 feet the common Southwest corner of said called 0.774
acre tract and Northwest corner of the J.T. McCords Revised Addition, an addition to the 􀁾􀁯􀁷􀁮􀀠of Addision as evidenced by the plat recorded in Volume 81082, Page 0469 of said Deed
Records, continuing along the common Easterly line of said called 3 & 48/100 acre tract the Westerly line of said J.T. McCords Revised Additlon, for a total distance of 487.08 feet to
the Southwest corner of said J.T. McCords Revised Addition in the North right of way said Beltline Road; THENCE, SOUTH 89'58' 12" WEST, departing sa::'d common line and along the North
right of way line of said Beltline Road, a distance of 100.04 feet to the POZHr 􀁏􀁾􀀠􀁂􀁂􀁇􀁚􀁍􀁈􀁾􀁇􀀻􀀠CONTAINING an area of 8.3714 acres or 364,656 square feet of land within the
metes recited. Page 4 of 5 
T _RSERJET 3200 97 502837 ".6OCT 07 2001 10,20 PARCEL 3 -ARAPAHO ROAD PROJECT All bearings are referenced to the North Right of Way line of Centurion Way, called S 89"51'55" E, according
to the final plat of Lot 3. Surveyor Addition, recorded in Vol. 77173, Page 135, Deed Records of Dallas County, Texas. Po. plat of even survey date herewit!: accompanies this description.
I, Ayub R. Sandhu, a Registered Professional Land Surveyor. hereby certify that the legal descripticn hereon and the accompanying plat represent an actual survey made on the 􀁧􀁲􀁯􀁾􀁮􀁤􀀠under
my supervision. fvtA £)j.; <k'l 􀀯􀀶􀀭􀁦􀀭􀁾􀀱iiYbRO Sandhu, R.P.L.S. Texas Registration No. 291C page 5 of 5 
UNION PACIFIC RAILROAD COMPANY Real Estate Department 11., D. Uhrich J, L. Hawkins Assistant Vice President Director-Operations Support J. A. AnthOny M. E. Heenan 􀁄􀁩􀁲􀁥􀁣􀁴􀁯􀁲􀁾􀁯􀁮􀁴􀁲􀁡􀁣􀁴􀁳􀀠
Director·Administration & BUdgets Q.D.8rown D. H. Ughl\"line Dlrector·Real Estate Dlreclor-Aeal Estate M. W.Cascy General Dir(Octor-$peclai Properties J. P, Gade Director-Facility Management
1SOO Farnam Sireet Omaha. Nebraska 96102 Fax, (402) 997-3601 T. K. Love DJrector·Real Estate September 26, 200 I Folder: 1819-92 Mr_ Michael E. Murphy, PE Town ofAddison P. O. Box 9010
16801 Westgrove Drive Addison, TX 75001-9010 Dear Mr. Murphy: This is in response to your September 12,2001 letter requesting certain information from Union Pacific Railroad Company.
Response is as follows: 1. UP cannot indemnifY Town ofAddison from DGNO's daily operations over the wye tracks. You will need to seek direct indemnification from DGNO. The UP is only
compensating DGNO because ofoperating inefficiencies it will incur resulting from from proposed construction ofthe Arapaho Road crossings. 2. The use of the remainder of the wye track
property outside ofthe track easements will not be affected by DGNO operations. 3. The St Louis Southwestern Railway Company was still a separate entity until September 30, 1997 when
it was merged into Union Pacific Railroad Company (see attached merger documents). 4. Your understanding is correct, it is UP's understanding that DGNO will not pursue any other expenses
and or damages from the Town of Addison due to cancellation of the Metro Brick Lease or Metro Brick's subsequent relocation to a new site or construction of the proposed Arapaho Road
crossings .. If you have a..'lY questions, please ..:ontact m.; at (402) 997-3552. Sincerely yours, 􀁾􀁾􀀠 J. D. (Dennis) Miller Manager -Real Estate 
State ofDelaware 1Office ofthe Secretary ofState PAGE I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COpy OF THE
CERTIFICATE OF MERGER, WHICH MERGES: "SSW MERGER CORP.", A DELAWARE CORPORATION, WITH AND INTO "ONION PACIFIC RAILROAD COMPANY" ONDER THE NAME OF "ONION PACIFIC RAILROAD COMPANY" I A
CORPORATION ORGANIZED AND EXISTING ONDER THE LAWS OF THE STATE OF UTAH, AS RECEIVED AND FILED IN THIS OFFICE THE THIRTIETH DAY OF SEPTEMBER, A.D. 1997, AT 1 O'CLOCK P.M. Edward f. Freel,
Secretary of State AUTHENTICATION: 8970634 981062423 DATE: 03-13-98 2744259 8100M 
SENT BY:SKADDEN'ARPS'DE 1302651301', 􀀮􀁷􀁩􀁉􀁤􀁬􀀱􀁲􀁾􀁾􀀭􀁬;#40 S/1CJ1.!lTARY OF STATE DIVISION OF CORPORATIONS FILED 01:00 PM 09/30/1997 971328597 -2144259 CERTIFICATE OF MERGER OF
SSW MERGER. CORP, W1TH AND INTO UNION PACIFlC RAILROAD COMPANY Pursuant to Section 252 ofthe Genml Corpomtion Law of the State ofDelaware, Union Pacific Railroad Company, a Utah corporatiO)1
("UPRR."), hereby certifies to the following information rtlating to the merger (the ''Merger'') of SSW Merger Corp" a Delaware coIporation ("SSW Merger"), with and into UPRR: FIRST:
The nlllllc and atate ofinCOIporation ofeach ofthe oonstituent COIpOrations is: SSW Merger CoIp. Delawere Union Pacific Railroad Company Utah SECOND: An Agreement and Plan efMerger,
dated as ofScptembcr 30. 1997 (the "Plan ofMc::rger"), has been approved, adopted, certified, executed and acknowledged byeach constituent corporation in ac:eordance with the provisions
ofSectJon 252 oithe General CoIporation Law oithe State of Delawere and the provisions of Section 16·1Oa·ll07 of the Utah Revised Business Corporation Act. THIRD: The name ofthe surviving
corpomtion is Union Pacific Railroad Company (the "Surviving Corporation"), FOURTH: At the effective lime ofthe Merger (the "Effective Time"), the Amended and Restated Articles ofInCOIpOIlItiOD
ofUPRR in efkt immediately prior to the Effective Time shall be lUIIended as set forth in Exhibit A to the Plan efMerger and, lIll $0 8Illended, shall be the articles ofincor:poration
for the Surviving CoIporation. FIFTH: An executed copy ofthe Plan ofMerger is on file at the principal place ofbusiness ofUPRR.located at 1416 Dodge Street, Omaha, Nebraska 68179. A
oopyofthe Plan ofMerger will be :r.unished by UPRR, on request and without cost, to any stockholder of e1ther UPltR or SSW Merger, 
SENT BY:SKAOOEN'ARPS'OE 30-97 :12:22PM i . 1302651301\ 'OEL-OIV-OF-CORPS-li#41 SIXTH: UPRR hereby agrees that it may be served 'With process in Delaware in any proceeding for enforcement
ofany obligation of SSW Merger, as well as for enforcement ofany obliption ofUPRR arising from the Merger, and hereby inevocably appoints the Secretary ofSllIte ofthe State of Delaware
as its agMt to aocept service ofprocess in MY suit or other proceedings, Acopy ofsuch prOCe8S shall be mailed bythe Secret8ry ofStale ofthe State ofDelaware to Room 830,1416 Dodge Street,
Omaha, Nebraska 68179, AUention: Vice President-Law. SEVENTH: The Merger shall become effective at 1:00 I'.M. , Eastern Daylight Time on September 30,1997, IN wrrNBSS WHEREOF, UPRR has
caused thiIl Certificate ofMerger to be executed by its duly authorized officer this 30th day of September, 1997. UNION PACIFIC RAILROAD COMPANY 􀁂􀁹􀀺􀁡􀁊􀁶􀁾􀁾􀀧Name: 􀁃􀁡􀁲􀀡􀁗􀀮􀁖􀁏􀁉􀀱􀁾􀂭Title:
Vice President and Gencral CoUllllei 
PUBLIC WORKS DEPARTMENT (972) 450-2871 Post Office Box 9010 Addison. Texas 75001-9010 16801 Wealgrove Fax Cover sheet TO: DennE!; Miller/fAnion pae£(le RaiLroad Fa)( (402)YY7-3601 From:
Mike Murphy, pir. ofPubUe Works/Addison Fa)( [:J72) 450-2&'37 off [:J72) 450-2&'7&' su'?J: Purehase offAnion pae£(le wye Traet pate: september12., 2001 (",umber ofpages ,""'lud,"'!3
cover -3) Attoehed ore questions OM requests front. our legol stoff. 
__8ADDiSO="=NPUBUC WORKS DEPARTMENT (972) 450-2871 􀁾􀁪􀁬􀁩􀀷􀁦􀁬􀀻􀀬􀁧􀀧􀁫􀁐􀀻􀀺􀀺􀁩􀁊􀀺􀀮􀀧􀀺􀁀􀀮􀁅􀀢􀀴􀀱􀂷􀀠􀁩􀁾􀀢􀀧􀁍􀁩􀁆􀀹􀂮􀀠Post Office Box 9010 Addison, Texas 􀀷􀀵􀀰􀀰􀀱􀁾􀀹􀀰􀀱􀀰􀀠
16001 Westgrove September 12,2001 Mr. J.D. (Dennis) Miller, Manager-Real Estate Union Pacific Railroad Company Real Estate Department 1800 Farnam Street Omaha, Nebraska 68102 RE: Offer
for purchase of a 322,779.58 square foot "Wye" Tract of Property located at the West End of the Addison Road/Arapaho Road Intersection near the South End of the Addison Airport Runway
in Addison, Texas. Dear Mr. Miller: I have received your latest correspondence dated September 4th, 2001 and I am very optimistic regarding the progress we are making. I have been asked
by the Town of Addison legal staff to acquire the following: 1. Since the Town of Addison is buying the land on which the tracks sit, and will take that land subject to the leasehold
agreement between Union Pacific and DGNO, we had asked for a copy of that agreement. If we cannot get a copy of the lease agreement, then we ask Union Pacific to indemnify the Town for
any and all damages that occur as a result of the use of the railroad track on the wye property after the acquisition by the Town of Addison. 2. Does the use of the railroad track by
DGNO (or any other rail company) limit the use of the remainder or the wye tract? 3_ The copy of the lease agreement between Union Pacific and Metro Brick, which you sent over, shows
that the parties are the St. Louis Southwestern Railway Company (as lessor) and Metro Brick company (as lessee). The Town of Addison needs to know how Union Pacific came to be the lessor
under the current lease agreement. 
4. In DGNO's letter dated September 4111, 2001 it states in Paragraph #1 that "Dallas Garland & Northeastern Railroad ... and Union Pacific Railroad ... have agreed to the costs for
all expenses/damages associated with the proposed road crossing at the said location ... DGNO will not pursue any other expenses and or damages from the City of Addison for the Future
Operation impact that it has on the DGNO." It is our intent to cancel the lease with Metro Brick, and the Town wants it clearly understood that the payment to DGNO/Rail America from
UP covers any claims by DGNO, UP or RailAmerica for the cancellation of that lease and for the acquisition of the Metro Brick site by the Town. Please call me with any questions. Sincerely, 􀁣􀀮􀁾􀁾􀁾􀀠Director of Public WorksITown
of Addison 
HP LaserJet 3200se TOALASERJET 3200 invent 9724502837 SEP-II-2001 09:47 Fax Call Report Job Date Time Type Identification Duration Pages Result 877 911112001 09:45:51 Send 914029973601
1:15 3 OK Tb: 􀁾􀁾Mi1Jp/l.(t<it»<. Plici{it: RifitrClid FM r.,.,,;;,)..2J7-36M Frent: MtJuMI,u1>htp J)ir. c(Pl<IJUr-wcrks./Adtil$"", FtI;r bY2) -/50-;}M'37 off /J72) .-f5t).;;'S,7e 􀁄􀁲􀁴􀁾􀀺􀀠􀀮􀁳􀁾
􀁦􀁫􀁢􀁴􀁲􀀮􀁡􀀮􀀠2001 [""".};ferpfl'l'!JC<IMI"d"'9C1Nf!r-3J ------------------------------_..._
SEP-10-2001 11:44 COWLES & THOMPSON 2146722020 P.01/03 COWLES &THOMPSON A Proren!onal CorporAtion ATTORNEYS AND COUNSELORS FACSIMILE COVER PAGE Date: September 10. 2001 Time: Total Number
of Pages (including this sheet): 3 Normal/Rush: Normal Client/Matter #; 3195/25211 TO: (1) Mike Murphy FAX: (972) 450·2837 FROM: Ken C. Dippel Direct Dial #: (214) 672·2158 MESSAGE:
Here are the recommended changes to your letter of September 10,2001 to Dennis Miller, Union Pacific Railroad, IF YOU HAVE ANY PROBLEMS WITH THIS TRANSMISSION, PLEASE CALL OUR SERVICE
CENTER AT (214) 672·2508 or Yolanda Rodriguez at (214) 672·2629 Thank you. IMPORTANnCONFIDENTIAL: This message is intended only for the use of Ihe individual or entity to which it is
addressed. This message conlains information from the law nrm of Cowles & Thompson which may be privileged, confidential, and exempt from disclosure under applicable law. tf the reader
of this message is not the intended recipient or the employee, or agent responsible for delivering the message 10 the intended recipient, you are hereby notified thai any disseminalion,
distribution, or copying of Ihis communication is striclly prohibited. If you have received this communication In error, please notify us immediately al our telaphone number (214) 672-2000.
We will be happy 10 arrange for the return of this message to us, via the United Stales Postal Service, at no cost to you. .01 MAIN STREET SUITE 4000 DALLAS. TEXAS 75:02·37.) o ALL A
S T Y L E R TEL 􀁾􀀱􀀴􀀮􀀶􀀾􀀷􀁬􀀮􀁕􀁏􀁏􀀠FAX 214.672.2020 WWW.COWLESTKOMPSON.COM 
SEP-10-2001 11:44 COWLES i!. THOMPSON 2146722020 P.02/03 SCP 09 2001 10:50 TOALASERJET 3200 972450Z637 p.'!! PVBUC WORKS PEPAJtfMEn' p.., 0111..9",1IOl0 􀁁􀁁􀁬􀁤􀁾...r .... 15GOHIllO
September 1D, JD01 Mr. J. D. (Dennis) Miller, M8I1agElf -Real Estate Union Pacific Railroad Company Real Estate Department 1800 Farnam Street Omaha, Nebraska 138102 RE: Offar for pure.....
of • 322.719.58 .quare foot -wy.-Tract of 􀁐􀁮􀁬􀁬􀁐􀁥􀁾􀀠10CIIttNt at ...Wa.t End of .11. Addison Road/Arapaho Road InleNec:tlon ne... tlla South End of the Addison Airport Runw87 In
Addison, Ta.... Dear Mr, Miller: I have received your latest correspondanee dated September 4"', 2001 an(ll am very optimistic regarding the progress we are making·.!te-H,.lCAI<>l Utr.....,..
t􀁾􀁾􀀢􀀠::t􀀺􀀺􀀣􀁉􀁉􀁾􀀠 I have been asksd by the Town of Addison 􀁬􀁥􀁧􀁾􀀱aft \0 acquire the following: 􀀮􀀮􀀮􀀮􀀬􀁾􀀧􀁦􀀢􀁦􀀠:t􀁾􀀼􀁉􀀨􀀫1. Sincelhe Town of Addison is buying the
nd on which th., tracks ait. and will take that 􀁾􀁾􀀮􀀮􀁲􀁴􀀧􀀠land 9lJbject to Iha leaBehold agraamon If we cannot gel a copy of the lease agreement, then we ask Union Pacific 10 indemnify
the Town for any and /:III damages that occur as a result of the use of the railroad treck on the W'/e property after lhe acquisition 􀁢􀁾􀀠the Town of Addison. 2. Does the use of the
railroad 􀁉􀁲􀁾􀁢􀁹DGNO (or any other rail CO!1lpany) limit the use of the remaindf;lr or 1118 wye 􀁴􀁲􀁡􀁾􀀠 3. The copy oftha lease agreement between Union Pacific and Malro Brick,
which you eent over, lJhoWS !hat the parties are the St. Louis SouthYIeslem Railway Company (aslellllor) and Metro Briek company (as lessse). The Town ofAddison nsads to knaw how Union
Pacific came to be the lessor under the rurrent lease agreement. & for all 
SEP-10-2001 11:44 COWLES & THOMPSON 2146722020 P.03/03 SEP 09 2001 10,50 TOALASERJET 3200 9724:>02937 4. In Your letter dated September 41t!. 2001 it states in paragraph #1 that "Dallas
Garland a. NortheaBlBITJ Railroad... and Union Pacific Railroad..•hsvliI agreed to the costa for all expensellidamages associated wilh the proposed road acssing at the said location•..
OGNO will not pursue any other expenses and or damages from th9 City Of AddisCJn for the Futura Operation impact that it has on the DGNO.· It Is our intent to cancelinG lesse with Metro
Brick, and the Town wants It cleal1y undemood thet the payment to DGNOlRsil America from UP CClVer& any claims by DGNO, UP or Rail America for the cancellation of that lea•• and for
the acquisition of the Metro Brick site by the Town. Please call me with any qUtlstions. SinceAl'y, Michaol E. Murphy, PE Oireclor or Public WorkllTown orAddi$Oll TOTAL p.m 
PUBLIC WORKS DEPARTMENT (972) 450-2871 Post Office Box 9010 Addislln. Texas 75001-9010 16801 Westgrove Fax Gover sheet To: KeM-Dil'l'eiJohM-Htu /cowLes aVId ThompsoM-Fa)( (2:1:-{-) 67:2-:20:20
From: Milee MU!J'htf Dir. ofPubL£() works/Add£5OMR/)( 197:2) -{-50-:21?37 off [:)7:2) -{-50-:21?7i? Date: september :14 :200:1 􀀨􀁎􀀱􀀼􀁾􀀡􀁩􀁦pnges £natud£"1) covel' -3) I received
your{}(Jmmel4ts aMhave [JW0yt>Ortlteri them [",to the attached utter. puase L{){)1e over aM ifthey are ole I w£lL ship them out today. 
A 􀁾􀁟􀁌􀁾.ADDIsoN PUBLIC WORKS DEPARTMENT (972) 450-2871 􀁾􀀮􀁾􀀺􀀩􀀹􀁙􀀢􀁪􀁩􀁊􀁬􀀠. 'p';Aty?rY4J.,i'® Poat Office Box 9010 Addison, Te:ca.'1 75001-9010 16801 Westgr<I"'IC September
10, 2001 Mr. J,D. (Dennis) Miller, Manager -Real Estate Union Pacific Railroad Company Real Estate Department 1800 Farnam Street Omaha, Nebraska 68102 RE: Offer for purchase of a 322,779.58
square foot "Wye" Tract of Property located at the Wast End of the Addison Road/Arapaho Road Intersection near the South End of the Addison Airport Runway in Addison, Texas. Dear Mr.
Miller: I have received your latest correspondence dated September 4th, 2001 and I am very optimistic regarding the progress we are making. I have been asked by the Town of Addison legal
staff to acquire the following: 1. Since the Town of Addison is buying the land on which the tracks sit, and will take that land subject to the leasehold agreement. If we cannot get
a copy of the lease agreement, then we ask Union Pacific to indemnify the Town for any and all damages that occur as a result of the use of the railroad track on the wye property after
the acquisition by the Town of Addison. 2. Does the use of the railroad track by DGNO (or any other rail company) limit the use of the remainder or the wye tract. 3. The copy of the
lease agreement between Union Pacific and Metro Brick, which you sent over, shows that the parties are the SI. Louis Southwestern Railway Company (as lessor) and Metro Brick company
(as lessee). The Town of Addison needs to know how Union Pacific came to be the lessor under the current lease agreement. 4, In your letter dated September 4th, 2001 it states in Paragraph
#1 that "Dallas Garland & Northeastern Railroad.,. and Union Pacific Railroad ... have agreed to the costs for all 
4. In your letter dated September 4th, 2001 it states in Paragraph #1 that "Dallas Garland & Northeastern Railroad ... and Union Pacific Railroad ... have agreed to the costs for all
expenses/damages associated with the proposed road crossing at the said location ... DGNO will not pursue any other expenses and or damages from the City of Addison for the Future Operation
impact that it has on the DGNO." It is our intent to cancel the lease with Metro Brick, and the Town wants it clearly understood that the payment to DGNO/Rail America from UP covers
any claims by DGNO, UP or Rail America for the cancellation of that lease and for the acquisition of the Metro Brick site by the Town. Please call me with any questions. Sincerely, Michael
E. Murphy, PE Director of Public WorksfTown of Addison 
HP LaserJet 3200S8 TOALASERJET 3200 invent9724502837 SEP-9-200l 10:51 Fax Call Report Job Date Time Type Identification Duration Pages Result 859 91 9/2001 10:49:52 Send 912146722020
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.. Michael Murphy From: HILL. JOHN fihill@cowlesthompson.com] Sent: Monday. September 1 D. 2001 9:29 AM To: Mike Murphy (E-mail) Cc: DIPPEL. KEN Subject: Union Pacific ... " ... 􀁾........
" ........ '." ............ " .......... "" ........ I .... I '" ........ " 􀁾􀀠... Mike--a couple of things regarding the 'Union Pacific matter: ) .\• 1. We talked last Friday about
receving a copy of the 􀁬􀁥􀁡􀁳􀁾􀀭􀀭􀀧agreement between UP and DGNO. The Town is buying the land on which the t,racks sit, and will take. that, Lmd stilij!,ct to the leasehold agreement.
If we cannot ' get a copy of the lease, then we can ask UP to indemnify the Town for any and all damages that occur as a result of the use of the railroad on the wye property after the
"acquis-'!-tion by the Town. 2. Also, can you find out from UP 1f the use of the railroad by DGNO (or any other rail company) limits the use of the remainder wye tract? •'.'" 3. The
copy of the lease agreement between UP and Metro Brick you, sent over shows that the parties are ,the S't. Louis Southwestern Railway. Company (as lessor) and Metro Brick Copmany (as
lessee),' We need to find out from UP how it came to be the lessor under the 􀁬􀁥􀁡􀁾􀀻􀁥􀁾􀀮􀁾􀁾􀁾􀁾.....-.. 4. The letter from DGNO to you dated September 4 states in ---_ paragraph
#1 that "Dallas Garland &. Northeastern Railraod...and Union Pacific Railraod...have agreee to the costs for all expenses/damages associated with the proposed road 'crossing at the said
location...DGNO will not pursue any other expenses and or damages from the City of Addison'for the Future Operation impact that it has on the DGNO." We intend to cancel the lease with
Metro Brick. and Town wants it clearly understood that the payment to DGNO/Rail America from UP covers any claims by DGNO, UP or Rail America for the cancellation of that lease and for
the acquisition of the Metro Brick site by the 􀁔􀁯􀁷􀁮􀀮􀁾􀁾__________--------------------•. Thanks. 1 John ,....."...••• .. .. .. .. • ...... • I .. 1 
........ .. -􀁬􀁒􀁾􀁾􀀧􀂩􀂷􀀠PUBLIC WORKS DEPARTMENT (972) 450-2871 Post Office Box 9010 Addison, Texas 15001-9010 16801 Wesigrove • Fax Goversheet To: /Gel'!-Dippel -Johl'!-HiU /cowles
tMd Thoml'sol'!FaA (2:14) 672-2020 From: Mike Murphy, Diy. ofPubtic worles/Addisol'!FaA !J72) 450-2f?s7 off !J72) 4SZJ-2f?7f? Date: september􀁾200:1 Number ofpages including cover -:!:!)
Please flVld attachedrespoJ4Se to ourquestioJ4S On the latest u.PpnJposal, aVIda copy t1' thetrLease agreement wUh Metro Erio/e. Also, {asfeed u...ton pacific for a copy t1'thl!ir agreement
with DC;NO aVId they toldme they could notprovide the entire agreement but may be able to provide whatever section t1'the agreement that our Legal staffls interested in. c«Ll me with
any questioJ4S. 
UNION PACIFIC RAILROAD COMPANY Real Estate Department R. D. Uhrich J. L. Hawkins Assistant Vice President Director-Operations Support J. A. AnthOny M. E, Heenan Director-Contracts QIrec10r·Administra
tion & Budgets O. D. Brown O. H. Ughtwine Director-Real Estate Director-Real Estate M. W. Casey T, 1(, Love laoo Farnam StreetGeneral Director-Special Properties Director-Real estaie
Omaha, Nebraska 68102 J. P. Gade Fill(: (402) 997·3601 Directar·FacU1ty Management September 6, 2001 Folder: 1819-92 Mr. Michael Murphy Town ofAddison P. O. Box 9010 16801 Westgrove
Drive Addison, TX 75001-9010 Dear Mr. Murphy: This is in response to your letter dated August 23, 2001 answering certain questions regarding the purchase ofthe Addison Wye Track area
in Addison, TX. Answers to your questions are as follows: 1. Union Pacific Railroad Company shall satisfy all claims made by DGNO for damages, grievances and inefficiencies affecting
their daily operations of the wye track area resulting from the Arapaho road extension project. 2. Attached for your reference is a copy ofthe Metro Brick Lease Agreeme'1! (cnming regular
mail). 3. See attached letter dated September 4, 2001 from Dave Eyermann with the DGNO regarding the type ofcrossings ("Quiet Zone") to be installed for the Arapaho Road extension project.
4. See attached letter referenced above in No.3. Union Paeific also has no objeetions to the Town ofAddison's request to chauge the "reasonable time of completion" from 3 years to 5
years. 5. All future references will be to the Town ofAddison. 6. Please immediately proceed with survey to obtain appropriate legal description for attachment to Deed If you have auy
questions, please contact me at (402) 997-3552. Sincerely yours, 􀁾􀁾􀀠J. D. (Dennis) Miller Manager -Real Estate 
DALLAS, GARLAND & NORTHEASTERN RAILROAD, INC. 425 N. 51h. 51•• Garland, IX • 75040 • 972-487-8180. Fax 972-481·7980 J.D.M.September 4, 2001 SEP 62001 City of Addison Mr. Mike Murphy,
Director of Public Works P.O. Box 9010 Addison, TX 75001-9010 RE: Questions Regarding Purchase of Union Pacific Wye Track Dear Mr. Murphy, In response to your letter dated August 22,
2001, to Union Pacific, I would like to address questions; #1, #3 and #4 as follows: #1-Dallas Garland & Northeastern Railroad, (DONO) and Union Pacific Railroad, (UP) have agreed to
the costs for all expenses/damages associated with the proposed road crossing at the said location. UP has also agreed to pay DGNO these costs out of the sale price as offered in their
letter to Mr. Whitehead on July 20, 2001, folder: 1819-92. DONO will not pursue any other expenses and or damages from the City of Addison for the Future Operational impact that it has
on the DONO. #3 -At this time we would require that both crossings be satisfactorily constructed to the the current "Quiet Zone" requirements by a qualified railroad contractof. #4 -We
do not have a problem with the request to change the "reasonable time of completion" from 3 years to 5 years. However. we would like to know before the City starts any work. the amount
of time expected from the start of the project to the completion of the project, as this will have an adverse effect on our operations_ I would like to add that when I speak of the "time"
I'm only looking at the part of the project that will entail work on or around the railroad tracks. I would also point out that there would be additional costs for providing contractor
protection during the time spent around the tracks. We will not charge for protection of any work performed by the qualified railroad contractor. but will need to provide protection
to any contractors that are not performing work on the railroad and only when they will be operating within 25 feet of our tracks. ----. ,;:-::-;:;. --------------------------------------------------
-------------------􀀬􀁾􀀠A RoilAmerica CDmpany SEP 05 2001 14:20 PAGE. 01 
TO: 141329973601SEP-5-21301 02:2SP FROM: If you have any questions, concerns or require additional infonnation, please contact me at 972-487-8180 ext. 206. Sincerely, 􀁾􀁾􀁾􀀠David C.
Eyermann Regional Vice President CC: Dennis Miller Manager -Real Estate Union Pacific railroad James R. Kuntz General Manager Dallas, Garland & Northeastern Railroad Sandy Franger RailAmerica,
Inc. 5300 Broken Sound Blvd, N.W. Boca Raton, FL 33487 PRGE.02SEP 135 213131 14:213 
of .lder: 1466-89 f filE COpy Audit No:-S716118 LEASE OF PROPERTY DUPLICATE ORIGINAL· RAILROAD COP'{ THIS LEASE ("Lease") is entered into on the 􀁾day of £4" 􀁬􀁾􀁥􀁴􀁷􀁥􀁥􀁮􀀠ST. LOUIS
SOUTHWESTERN RAILWAY COMPANY 􀀨􀀢􀁌􀁥􀁳􀁳􀁯􀁩􀁾0 BRICK COMPANY, a Texas corporation, whose address is 15301 Addison Road, Dallas, TX 75248 ("Lessee"). IT IS AGREED BETWEEN THE PARTIES
AS FOLLOWS: Article I. PREMISES; USE. Lessor leases to Lessee and Lessee leases from Lessor the premises ("Premises"), at Dallas, TX, as shown on the print dated June 23, 1997 marked
Exhibit A, hereto attached and made a part hereof, subject 10 the provisions of this Lease and of Exhibit B attached hereto and made a part hereof. The Premises may be used for open
storage of non-hazardous materials, fence encroachment, beautification and purposes incidental thereto, only, and for no other purpose. Article II. TERM. The term of this Lease shall
commence on September 1, 1997, and unless sooner terminated as provided in this Lease, shall extend for one year; and thereafter, shall automatically be extended from year to year. Article
III. RENT. A. Lessee shall pay to Lessor, in advance, rent of Seven Thousand Five Hundred Dollars ($7,500.00) per annum. The rent shall be increased by Three percent (3 %) annually,
cumulative and compounded. B. Not more than :lnce every three (3) years, Lessor may redetermine the rent. In the event Lessor does redetermine the rent, Lessor shall notify Lessee of
such change. Article IV. SPECIAL PROVISION -FENCEIBARRICADE. Lessee, at Lessee's sole cost and expense, shall construct and maintain, at all times during the term of this Lease, a fencelbarricade
of a design satisfactory to Lessor, in the location shown on the attached Exhibit print. Article V. SPECIAL PROVISION -CANCELLATION. Effective upon commencement of the term of this Lease,
the Lease dated September 18, 1995, identified as Audit No. S716118, together with any and all supplements and amendments, is canceled and superseded by this Lease, except for any rights,
obligations or liabilities arising under such prior lease before cancellation, including any consent to conditional assignment, chattel agreement, or consent to sublease. CODED By: ,....
'C. Date: Sf? 3 0 1997 
IN WITNESS WHi .oF, the panies have executed this Leas, ' of the day and year first , herein written. ST. LOUIS SOUTIIWESTERN RAlLWAY ME COMPANY By: 􀁾􀁾􀁆􀀺􀀭􀁾􀀠Director -I Estate
Title:_"--If'-i--t'4-I7+hr:'t-t:==--Note: Cancels and Supersedes Lease S716118 Dated 9/18/95 
, c ..... ," ':. Yoo ..... 9,. \ AREA = 199.6?3 SQ. fT. '" 􀀮􀁾􀁾􀀠____ )5;;9""" * .,-J:""'": DIS J. V8L:.· ",. ,II /,/!rf" '00-. nIt'''}'I r. Jm·􀁾􀁰􀀠C _.1.fJ.aCJ '5I. L.S PI: RxCo.
"I 􀁏􀁾􀀺􀁶􀂷􀀠OF ?;X. }:ADD1SO ', FOR PROPERTY IN THIS VICINkTY 'SEE VAl. SEC.. 􀁾􀀠V-5/16 NOTE; BEFORE YOU BEGIN ANY WORK. SEE AGREEMENT FOR FIBER orne PROVISIONS. EXHlBlT "A" UNlON
PAClFIC RAILROAD CO. ADDISON. DALLAS COUNTY. TEXAS M.P. 599.2;·R • FORT WORTH SRANCH TO ACCOMPANY AGREEMENT WITH METRO SruCK CO. SCALE: 1'=400' OFFICE OF CONTRACTS & REAL ESTATE OMAHA.
NEBRASKA DATE: 6·23·97 RLH FILE: 1466·89 # LEGEND # LEASE AREA SHOWN...............................􀀻􀀺􀀺􀀺􀀺􀀻􀀺􀀺􀀺􀀺􀀺􀀬􀀺􀀺􀁾􀀺􀀺􀀠 UPRRCo RJ\V OJ ITI TNf!f1 
:oro LS 110695 APPRO\l'EI)_ LAW BJCHIBlr B SectiOD 1. lHPROVIMENTS • Section 2. RESBBVltT:IOW! AND PRIOR RIGltX'S. A. Leasor ro••rvel!l to it.••􀁬􀁴􀁾􀀠it. agente and contractor•• the
right to enter the Premi.ea at auch tia.e a••ill not Qnr•••onably interfere with 􀁾􀀮􀁡••". na. of the Premiae•• B. Le.sor reserves (i) the 􀁾􀁣􀁬􀁵􀀮􀁩􀀧􀁜􀁬􀀧􀀮􀀠right to peJ::1iiit.
ehil:'d party placement of advertiaing signa on the Pre.m.i.aoa. and (ii} the right to 􀁣􀁯􀁮􀀮􀁴􀁲􀁵􀁣􀁴􀁾􀀠..i%luin and operate MY and exiating tacilitie. (including# without liaitatioD#
trackage, tenc••• 􀁣􀁑􀁾􀁩􀁣􀀮􀁴􀁩􀁑􀁮􀀠facilitie., 􀁾􀁡􀁤􀁙􀀦􀁹􀀮􀀠and utilities) upon. over, acroelS or under the PZ'.,.u.•••• and to grant to others such :righta, provided ehat 􀁾••••'.
U•• ot ene Pr.mi••• i. not interfered with unre.sonably. c. This Le••• i. lIUIdo subject to .11 outata.x:ulu.g :rights, whether or not of' record_ Leasor rea.rv•• the right to ren••
aueb outatand1ng 􀁾􀁩􀁧􀁨􀁴􀁡􀀮􀀠Section 􀀳􀁾􀀠PAIMIN'l' or HINT. R.nt h,hic:h 􀁩􀁮􀁣􀁾􀁵􀁤•• •• the annu.l re:nt and all other UlO\m.ta to ,b. paid :by .....00 und.r tbi. Le..e) 􀀮􀁨􀁡􀁬􀁾􀀠,be
paid in lawtul monoy ot tho United State. of Am.rica, at auch plac••• _hall be chu,ignatod by the Le••or# and without otfaet or de4uctiotl. Section 4, TAXIS l.NP MShS'MItn'S. A. L••••e
.hall pay. 􀁰􀁾􀁩􀁯􀁲􀀠tc 􀁤􀀮􀁬􀁩􀁾􀁥􀁮􀁣􀁹􀀬􀀠all taxe. levied during the lifo ot thi. Le... on all porsonal prop.rty aDd i=prOVfdflfHttlte OD the pr.ai,a•• not b.longing to lAa.or.
It .uc:h tax..a ar. paid by Le••or, either aeparately or aa a part at th. l.vy on 􀀢􀀧􀀮􀁡􀁯􀁾􀁬􀀮􀀠real property, "'••ee .ball r.imburse Leeaor in full within 􀁴􀁨􀁩􀁾􀁴􀁹􀀠(30) daya
aft.r 􀁲􀁥􀁾􀁤􀁩􀁴􀁩􀁯􀁮􀀠ot Leaeor'. ,bill. S. If the Pr-=1ses are .pecially •••e •••d 􀁦􀁯􀁾􀀠public iaprovementa. tho annual r.Dt 􀁷􀁩􀁾􀁬􀀠be autoaatically incr••••d by 12' of the
full ••••••ment amount. Section 5. pTER RIGHTS 􀁾􀀠Thi. L.aae do•• not include any right to th. u.e ot ..ater under any ...t.r .ight of Le••or, or to eat&bli.h any water rights 􀁾􀁯􀁰􀁴􀁴􀀠in
the nam. of L•••or. Section I). ruE ANP pSP! Of fFIKIS2S. A. 1.••••0 .hall u•• rea.onable 􀁣􀁡􀁾􀁥􀀠and caution 􀀮􀁧􀁡􀁩􀁾􀀮􀁴􀀠d&mAg. or de.truction to tho Premi.... Lea.ee .hal.l not
u.o or per.alit the u•• of th. P:-emi••• tor abY unla"ful purpos., ...intaib any nui.anc., permit any w••t., or u•• the Premiae. in any way that cr.at•• a hazard to p.raon. or property.
L••••e shall keep the Preai••• 􀁩􀁾􀀠•••foz n.at. cle.n anel 􀁰􀁾•••ntabl. condition. anel in gQ<)d condition and 􀁲􀀮􀁰􀁡􀁩􀁲􀁾􀀠"'•••e .hall ke.p th••id...,alk. and public w.y. on
tho Pr$lld•••􀁾􀀠and the "altvay. appt:rt.nant to any railroad .pur trackCs) on or a.rving elle Pr.mi.ea$ froe a:nd clear 􀁦􀁾􀀠any .ub.taDce which 􀁾􀁧􀁢􀁴􀀠create « h.zard and all
w.ter tlow ah.ll b. 􀁤􀀱􀁲􀁥􀁾􀁴􀁥􀁤􀀠.way f:oa th. tracks of the l.o••or. B. I.••••••hall hOt pe=m1t any sign on the Proai.e•• 􀁾􀁣􀁥􀁰􀁴􀀠.igns r.lating to Le••ee-a bu.in•••• c. It
any i.provntont on the Premi••• bot b.lotag.ing to lA••or is damaged or d••t:o.ye'd Py tire or ota.r caaualty. Le••ee sball, within thirty (30} dey••tter .uch casualty, remove all debria
r ••ulting therefro.. If Le.aee tail. to do aOI Le.aor may remove auc:b debria. and Le••ee agr••• to r.i=bur.e Le••or tor .11 .xpens•• ineurred ..ithin thirty (30) day. after r.ndition
or Le.aor' • bill. D. Lo•••e .hall comply with all governmental law•• ordin.nceat rul.a, 􀁲􀁾􀁬􀀮􀁴􀁩􀁯􀁮􀁳􀀠and ordera rel.ting to "'•••e·a U.e or thl!ll Premi•••• Sl!lIction 7. A.
Wir.bout the prior written con••nt of Le.sor. L••••e .h.ll not u.o or pen:dt tbe us. of the Premiaea for the gener.tion, ua., tr.atment. manutactur.# production. .tor.g. or recycling
of any 􀁈􀀦􀁾􀁡􀁲􀁤􀁯􀁵􀀮􀀠Subatanc••• I!lIkCept enat L••••• may u•• (i) .mall quantiti•• ot common ch••icals such a. adhesive•• lubricant••nd cleaning tluid. in order to 􀁣􀁯􀁮􀁣􀀱􀁵􀁾􀁴􀀠bu.ine•••t
the Pr9d••s and (ii} oell.r Hazardou. Substance.. other than 􀁨􀀮􀁾􀁡􀁲􀁤􀁣􀁵􀀮􀀠w••te. aa d.fined in the Resource Conaerv.tion and Recovery Act, 42 􀁾􀀮􀁓􀀮􀁃􀀮􀀠55 6901, 􀁾􀁾•• a.
amended (-RCRA-). that are nec.a.ary for the conduct of Le••eel• bu.ines. at the Pre=iae. aa specifi.d in Articl. I. The consent ot Le••or may be yithheld by Lea.or tor any r •••on whataoever.
aM may ,be aubject to conditions in .ddition tc !:.hoae ••t forth 􀁢􀀮􀁬􀁯􀁷􀁾􀀠It Page 1 of 4 ,,;\UU<JU».I\PM,\,;,JO\F<l'RM$\IIftIt.£AS£. EXt! 
DID LS 110695 , APPROVllll, LAW ah.ll be the eole reaponaihiliey of L••••o to determine whother or not: • 􀁥􀁣􀁾􀁴􀁥􀁭􀁰􀁬􀀮􀁴􀁥􀁤􀀠nee 01' the Premia.a i •• 􀁂􀀮􀁾􀀮􀁲􀁤􀁯􀁵􀀮􀀠SubetaDce
u.e. B. In Dc event ahall L••••• {i> re1••••• di.charge Clr diapoa. of any B.=a:rdoua Subat&nc.al (1i) bring any bazardoue " ••t •••• defined in RCRA onto the Premi.... (11i) install
or u.e on tho Premi••• any underground .torage tanka. or (iv) .tore any Hazardous Subatance. within one bUDdred feet: (lOG I) 01' the etmter line of any ..-in track. C. If L••••o u•••
or permits the u.s 01' the Premia•• for a Hazardous Subaeence U••, with or without Le••or&e 􀁣􀁯􀁮􀀮􀁥􀁮􀁴􀁾􀀠Le•••• ahall furnieh to Le••or copi•• of 811 􀁰􀀮􀁲􀀮􀀽􀁩􀁴􀀮􀁾􀀠identification
nombera and notic•• i ••ued by governmental agencies in connectlon with .ncb HazardoUs Subat.nce u••, together with sucb other info%1a&tion on the Hazardoua SUb.tanco lUO a. IR.Y :be
requested :by Le••er. If requ••cod hy Le••􀁯􀁲􀁾􀀠Lo.a•• 􀁡􀁨􀁡􀁬􀁾􀀠cau•• to :b. 􀁰􀁥􀁲􀁦􀁯􀁾􀁯􀁤􀀠an 􀁥􀁄􀀮􀁖􀁩􀁚􀀧􀁑􀁮􀁭􀀮􀁾􀁴􀀮􀀺􀁉􀁬􀁾􀀠••••••mont of the Premi••a upon termination
of th. I.•••o ,and .hall fu:rni.b w ••er a cepy ot .uell report. at L••••e' ••101. ce.t and expeD.••􀁾􀀠􀁯􀁾􀀠Witheut limitation ot th. provi.iene ef S.ctieD. 12 ef thia lbcb.i.:bit
B. w •••• shall b. r.eponsible ter all dam.g••• 10••••• 􀁣􀁯􀀮􀁴􀀮􀁾􀀠axp.n•••• claims. fin•• and pen.lei•• r.lated in any a.ntu'!!r t.Q any H.zardou. Sub.ta.nce u.e of the Proai•••
(or any property in prox.iJdty to the Pre:mi•••) during the term of this I.•••e lOr. if 􀁬􀁯􀁮􀁧􀁥􀁲􀁾􀀠during I.••••••• occupancy of the Premi•••• r.g.r41••• ot Le.eer·s con••nt to
euch u.e. er any 􀁮􀁥􀁧􀁬􀁩􀁧􀀮􀁮􀁥􀀮􀁾􀀠ai.couduet or .trict liability ef any 􀁉􀁮􀁤􀁾􀁩􀁦􀁩􀀮􀀴􀀠Part.y (as d.fin.d in S.ction 12). and 􀁩􀁮􀁥􀁬􀁵􀁤􀁩􀁴􀁴􀁧􀁾􀀠without limitation,
(i) any diminution iD. th. y.lue 'Of the PrULi.••• and/or .",y adjac.nt prop.rty of any of the Indemnifi.d 􀁐􀁡􀁲􀁴􀁩􀁥􀀮􀁾􀀠and tii) th. co.t and axp.n•• of cl.an-up, r ••􀁴􀀮􀁑􀁲􀁡􀁴􀁩􀁣􀁮􀁾􀀠conta
1nment. raaedi.tioc, d.contaminatien. r.mov.l. inv••tigatien. 􀁭􀁯􀁮􀁩􀁴􀁥􀁲􀁩􀁮􀁧􀁾􀀠clo.ur. lOr po.t-clo.ui-.. Not1fith.ta.nding th. 􀁦􀁥􀁲􀁾􀁥􀁩􀁄􀀮􀁧􀀮􀀠1.••••••ball not :b. re.pon.ihle
tor U.z.rdcua Sub.tanc•• til exietiAg on# in or und.: the Premi••• prier to the ••rli.r te occur of the cema.ncetaent ot the te%1D. of th. Lea.e lOr L••••••• taking occupau:y of the
premi•••• or (i1) m1grating from adjac.nt property not CQQtroll.d by Le••••• or {iii) pl.ced en, in or under the Premiae. :by any 􀁯􀁾􀀠􀁾Indelmifi.d P..rtJ.ea; e.'J(.cept: wh.r. the
Ha:urdou. Sub.tance is di.co"'ered by.. O:t' the contaminaticn i. exa.cer:bated :by. any excav.t:ion or inve.tigation undorbLkon by or at the beheat of Lell••e. Le•••••Mll have the burden
of p:t'Oving :by a preponderUlc. ot the evidence that any e.'J(.ceptions of the feregoing to Le.a.e'. re.pon.i:bility for asz.rdou. Substances applie•• B. :cn addition to the other right.
and 􀁲􀁾􀁤􀁩􀁥􀀮􀀠cf Le••or lUlder this Lea.e or ... lAy he provided by la_, if Le••or re.sonably sonably det.rmin•• that the PrtUliscts "'1' h • .". b ••n used dUring the teDl of this
was. or any prior le.... with Le•••• tor all or any portion 􀁣􀁾􀀠the Pre.:mi••s# lOr are being usftd for any R:azardcullI Sub.bLnc. uae6 with cr without Le.eor'. cons.nt: 􀁴􀁨􀁥􀁲􀁥􀁴􀁯􀁾􀀠and
that. relea•• or other cont.am.inaticn _1' hay. occurred, we.or ...􀁹􀁾􀀠.t its election and .at any tia. during the life 􀁯􀁾􀀠this Le••e or thereafter (i) caus. the Pre.:mi.e. &a4/er
any adjacent 􀁰􀁾􀂫􀁭􀁩􀀮􀀮􀀮􀀠of Le••er to b. testad, investigated, or monitored fo: the pre.ence ot any S.:.:dous Subseanee, (ii) cau.e any S.:.Ilrdous Sub.tanc. to be remov.d frOD
the premi••• and any adj.c.nt lands ot L•••or, (iii) c.u.a te :be performed any rest.Qratictl of the Premises and any .djacent lands of Le••or. and (iv) c.u..e te be perfcr.m..d any
rem.diation of, or re.ponso to, the eDvironmental contit.ion of the Pr.mi.ea .nd the adj.cent 􀁾􀀦􀁄􀀮􀁤􀀮􀀠ot 􀁷􀁡􀀧􀁾􀁲􀁾􀀠.a Landlord rea.enably may d... nec••••ry lOr 􀁤􀁥􀁳􀁩􀁲􀁡􀁢􀁬􀀮􀁾􀀠and
the ce.t and 􀁾􀁥􀁮􀀮􀁥􀀠thereof .hall :be reimbura.d by lA•••• to lA.aor within thirty (30) ay. after rendieicm of Le.aor'. 􀁢􀁩􀁬􀁾􀀮􀀠In additien, Le••or 􀁡􀁡􀁹􀁾􀀠at ita 􀀮􀁬􀀮􀁣􀁴􀁩􀁯􀁮􀁾􀀠requi
re Le.se.# at Le•••••••01. cost end .xp.n.e. to perform .ucll. 􀀢􀁯􀁲􀁫􀁾􀀠in which' .vent, L••see ahall promptly cOWIence to perfona and th.r••ft.r dilig.ntly pro.ecute to campletion
.uch work. using OD6 or aore contraotor. and a aupervising cOh.ultlng engin.er .pprO'V'ed in advanc. by Lea.or. F. For 􀁰􀁵􀁾••• of this S.ctien 7 # th. term -ua:z:ardou. Subat.&.'Ace"
.h.ll mean (i) thes. aUb.tancea included "ithin the definit.ion. of -hazardou••􀁵􀁢􀀮􀁴􀀦􀁮􀁣􀁥􀂷􀁾􀀠·pollutant-. 􀁾􀁣􀁯􀁮􀁴􀁡􀁭􀀱􀁮􀁡􀁮􀁴􀂷􀀬􀀠or -ha:z:ardous ....to.. # in th. COapreben.ive
an"'ironaent.al Response. 'compen••tion and. Liability Ac:!t of 1'80# .2 a.s.c. 55 '601# 􀁾􀁾•• as amended or in RCRA1 the regulation. proaulg.ted purauant to either .uch Act, or stat.
1.... and regul.tiona .imil.r to or prOllNlgat.d pur.uant to either such such Act. (ii) any ..􀁴􀁥􀁲􀁩􀁡􀁬􀁾􀀠"ast. or .ub.tance .hich i. (A) p.trel.UIII.. (9) ••b••tea, ee) 􀁦􀁬􀁾􀁬􀁥􀀠or
􀂫􀁋􀁐􀁬􀁯􀀸􀁩􀁶􀁥􀁾􀀠or tn} radiQactive; and (iii) such oth.r 􀁳􀁕􀁢􀁾􀁴􀁡􀁮􀁣􀁥􀁡••aterialaand ....te. which ar. or bacome regulated or cla••itied .s hazardoue or toxic under federal. state or local la". Section 8. pTXL!'r.ES. A. Le.a•• 􀀢􀁩􀁬􀁾􀀠arrange and p.y tor .11 utilities
.nd ••rvice••upplied to the 􀀮􀁲􀁾􀀮􀁥􀁳􀀠lOr t.Q Lea.ee. B. All utiliU•• and .ervice. "ill b. separ.tely meter.d to Le•••e. If not aepar.toly 􀁭􀁥􀁥􀁥􀁲􀁥􀁤􀁾􀀠LeS••• ahall pay ita
proportionate _bare a. r •••onahly d.terminod by Le••or. Section 9. ..aIll!. Le••ee ahall net alloY .ny liene to .ttach to the Preais.s tor any 􀀮􀁥􀁾􀁩􀁣􀀮􀁡􀁾􀀠􀁾􀁡􀁢􀁯􀁲􀀠or materi.l.
furnished to the Premi.ea or otherYi.e ari.ing from La•••e·. 􀁾􀁥􀀠ot the ,remiae.. L•••or .ball have the right to di.charge any such 1iona at Le.aee's expense. 'Page 2 of 4 G ; \ ....Wll.f,fi\
PAR\ JU'O\ FOt!.V.s\ trmLe,ut •£xe 
IND 1.5 110695 " APPROVED, LAW Section 10 • .\.. No alterationa. aprovtlllllenta or in.tallationa may be ..de on the Prelli••,. vithout the prior eon.ont. of Lo••or. Such eonsent, 1f
􀁧􀁩􀁶􀀮􀁮􀁾􀀠abal.l be subject to the heeds attd requiremente 0: the Le••or 1%1 the operation of! ita Jtailroad and to such other conditione a. Le••or doters.in•• to .impo... In all
aventa such. c:on••nt .ball pe conditioned upon .trict conformance 'With .11 appliCable goveXtUlllenta.l roquiretlumta and Le••or'a tben-eurJ:en-t clearance 􀁡􀁾􀁮􀀴􀁡􀁲􀁤􀁡􀀮􀀠C. Le•••e
ahall comply with Le••or'. tbttn-eurrent eloar&llCe .undarde. except (i) whore to de 80 would cau•• Le'Ul•• to violate an appl.ieahle governmental requirement, or (ii) tor any i:rrlprovement
or deviee in place prior to Lo•••• taking po•••••ion of the Premia•• it aUch improvembnt or device complied .ith L.a.ori cl••r.nce atandards at tho 􀁴􀁾􀀠of ita in.tallation.• n. Any
aetual or implied k.:no"l.dge of Leaaor of a violation of the clearance requirements of tht. Lea.e or ot any 􀁧􀁯􀁶􀁥􀁾􀁴􀀮􀁡􀁬􀀠requ1::rutent. ahall not relieve Le••e. of. the obligat.ion
to comply "ith aueh r.quir..ents. nor .Mll any eonaent ot x..••or pe a.emed. to b. a representation ot .uch eompliance. s.ction 11. Le•••• accepta the Prud.e. in it. pre.ent condition
,rith all taults, whether patent or 􀁬􀀦􀁴􀁯􀁮􀁴􀁾􀀠and yithcut "...rr-.ntie. or covenanta. expre•• or implied. Le••ee acknowledge. that Le••or .hall hav. no duty to ..intaink repair
ot' !.=prov. th." Proa.t.e•• S.etion 􀀱􀀲􀁾􀀠A. U a tutorial part 􀁯􀁾􀀠the eon.icieration for thi. Lea.e. Le••ee, to the extent it ..y laWfully de ao, w...ive. and rele.... e ••ny -.nd
all claiaa against Le••or for, aAd agreea to indemnify. def.nd and bold harmle•• Leesor, ita 􀁡􀁴􀀺􀁴􀀮􀁩􀁬􀁩􀁡􀁴􀁥􀀮􀁾􀀠and it. &Do. th.ir officer., agents &Do. employees (-Indemnifi.d
Parti••-) tram and against. any loa., 􀁾􀁧􀁥􀀠(inelu4ing, without. limitatioa. punitive or con.equential 􀁾••). injury, 􀁬􀁩􀀦􀁢􀁩􀁬􀁩􀁴􀁹􀁾􀀠cl...im, d...nd, co.t or expen.e (including,
"ithout limitation. attorneys I t ••• and court co.ta). t:$.n. or penalty (eollectively.. -Los.-) incurred Py any person 􀀼􀁩􀁮􀁣􀁬􀁾􀁮􀁧􀁌􀀠_ithcut 􀁬􀁾􀁴􀁡􀁴􀁩􀁯􀁮􀀮􀀠L•••or. L••••••
or any employee of L•••or or Le.aee) and ariaing trom or related to (i) any u•• of the Premia•• by Lea.ee or any invitee or licea.ee of Lea.ee, (ii) any act or omi••ian of Le••ee, it.
officer•• agent•• employ•••• lic.n.e•• or invitee•• or (iii) any breach of thia Lo••• 􀁾􀀠Lea.ee. B. The toregoi.ng r.leaae -.ad ind.mnity .ball apply regardle•• of any negligenee..
miaconduet or atrict liability of -.ay Indemnified Party, 􀁾􀁣􀁥􀁰􀁴􀀠that the ind-.nity, only, .hall not apply to any .t.o•• cau.ed by the .ole. aetive and direct negligence of· any
:Indemnified Party it' the Lo•• (i) waM not occa.ioned Py fire or other casualty, or (ii) va. not occa.ioned Py water. includ1ng.. without li=itation, 􀁟􀀮􀁴􀁾􀁴􀀠􀁾􀁧􀁥􀀠due to the
po.ition, 10catioD, cOh.truction or condition ot' auy structure. or other improvement. or t.cilitie. of any In4-=nitie4 P.rty. C. Where applicable to the t.o••, the liability p:rovi.i.ons
ot any eontract petveen Le••or and Le••ee covering the carriage 􀁯􀁾􀀠ehipmentu or trackage aerving the Premiaea aball govern the Lo•• and sball supersede the provi.ions ot this Seetion
􀁬􀁾􀀮􀀠D. No provision ot' thi. Le••• with re.pect to .ihsUr&Dce .hall li.m.it the extebt ot the rel•••e and 􀁩􀁮􀁤􀁥􀁾􀁩􀁴􀁹􀀠provision. of thi. Section 􀁬􀁾􀀮􀀠S.ction 13. TERMINATION.
A. Le••or 􀁾􀁹􀀠􀁴􀁥􀁾􀁮􀁡􀁴􀁥􀀠thi. Lea.e by giving Le.aee notic. ot te:mination, it Le••ee (i) tails to pay r.nt within 􀁾􀁩􀁦􀁴􀁥􀁥􀁮􀀠(15) day. atter the due 􀁤􀁡􀁴􀁥􀁾􀀠or (ii)
default. und.r any 􀁯􀁾􀁥􀁲􀀠obligation ot Le••ee UDder this Lea.e and. atter written notiee i. given by Le.sor to Le••ee apecitying the default, Lea••• tail. either to 􀁾􀁥􀁤􀀱􀁡􀁴􀁥􀁬􀁹􀀠coamence
to cure the default. or to complete the eure expeditiou.ly bUt in all event. within thirty (30) days arter the default notice i. given. B. Notwithatanding the tem ot t:hi. Le••e .et
forth 11) 11) Artiele :t:I.Aq I.e••or or LeBaee may te:n:Unate thia Lea.e without caua. upon thirty (30) d4y.' notice to the otlutr party; provided, however. that at f..ea.or'. electioft¥
no 8Ueh 􀁴􀀮􀁥􀁾􀁦􀁴􀀦􀁴􀁩􀁯􀁮􀀠by Le•••• ah.ll be eft.cti...., unles••nd until Leaaee haa vacated and reatored the Premia•• a. required in s.etien l$A)_ at which time LeBeor ahall refund
to L...... on & pto rata ba.i.. any unaaxued rental paid .in advance 􀁾􀀠Section 14. LlSSOR'S 'pmnIBS. Le••cr'. remedl.elS for Le•••••• 􀁤􀁥􀁾􀁡􀁵􀁬􀁴􀀠are to (a) ente'%' and tak. po.aeasien
of the .,pre,rd,a••, without teJ:aitulting this Le•••, and rel.t the Pl:emi••• on l:nth..lf 􀁯􀁾􀀠Leeeoe, collect and receive the rent from relettingz and Charge Le.s.e for the coet
of relotting# .ad/or (b) ter,min.te this Le••• a. Page 3 of 4 C, 􀁜􀁌􀁁􀁗􀁁􀁄􀁍􀁜􀁐􀁁􀁊􀁴􀁜􀁾􀁏􀁜􀁲􀁯􀁾􀁜I1mLEAS£.£)(8 
DID LS 110695 APPROVED, LAW provi4e4 in Section 13 AJ &bove and .ue x..•••e tor cSa.aag••• and/or (Q) .xerei•• such other relaedi..... Le••or may bave at la. or 1ft equity. La••or may
enter and 􀁾􀁾􀁥􀀠po•••••iOD of the Premia•• by ••􀁬􀁴􀁾􀀠help. 􀁾􀁹􀀠changing locka, 􀀱􀁾􀀠􀁾􀁥􀁣••••%y. and ..y 􀁬􀁯􀁣􀁾􀀠out Le••••• 811 without being liable tor dAaag••. Section
15. VACATION or PBpaS"' RIMO\1AL or LBSSnI S PROPIRTX. A. DpoD termination how.oever ot this Le•••• Le•••• (1) ahall have peaceably and quietly vacated aDd surrendered po•••••iOD of
the Premia.. to Lea.or, without Le••or giving any notice to quit or demand for pos••••ion. and (li) _hall bav. removed from the Premi••• all atructur••, property and ot..ber _eeriel.
not l:Ielobging to Lea.or. and "_tared the aurt'acfl! ot' the 9'round to •• good a ccnad.ition a. the a... w•• in before .ueh atrueturea _.re erected. 􀁩􀁮􀁣􀁬􀁵􀁤􀁩􀁮􀁧􀁾􀀠without iimit.tion.
tho removal of toundations. the filling in of exc•••tiona and pita, and the remo.al ot dabri. and rubbiab. B. It Les.ee h •• Dot completed aueh r-.oval an4 restoration ..ithi;) thirty
(30) 4&ya .fter t.l:1D.iDation ot thia Le.ae. Leaaor ....y, at it. eiecUen, and at any time or ti::ae.# ti) pedont the YOrk and Lea.ee ahall reimbura. Leasor tot" the eo.t therecf ..ith1n
thirty (30) 4&,.. att.r bill i. reed.red, (i1) t.ke title to all or any portion of aueh atructur.a or property by giving notic. ot aucb eleetioa to L.aaeo, .nd/or {iii} treat Lea••e
a. a ho14o"'vor t.enant at ..ill \lZlt11 auch ruw:rval and reatoration ia eomploted. s.etion lli. FIBER OPTICS. La••ee .ball telephone Lee.or at l-800-3J6-'1.3 (a 2{·bour 􀁮􀁾􀁥􀁲􀀩􀀠to
deteraiDe it tiber optic cabl. i. bUrted on the Premiae.. If cable ia buri.d on the Prfill.ia••, Le•••• vi1.1 t.lephone the tel.eommuaie.tion. companyCiea'. arrange tor a 􀁥􀁾􀁬􀁥􀀠locator*
and make arrang...nta tor relocation or oth.r 􀁰􀀺􀁲􀁯􀁴􀁥􀁣􀀮􀁾􀁯􀁮􀀠ot the cable. Not..i 􀁴􀁨􀀮􀁾􀁤􀁩􀁮􀁧􀀠􀁾􀁬􀁩􀁡􀁮􀁣􀁥􀀠by Le•••• v1th thia Sec.tiOD 16. the rele••e and indemnity
prov1aiona ot Sect.ion 12 above .b.11 .pply fully to any damage or deatruetion ot any teleeo.mmunicationa 􀁡􀁹􀀮􀁴􀁥􀁭􀀮􀁾􀀠. Seetion .17 􀁾􀀠Any not1ee. eon••nt or approval to ba giTOn
under thia Leaa••bal1 be in ...riting. and p.raonal1y aerv.d. aeDt by reputable couri.r ••rv1ea. or ••nt by eertlfied sail, 􀁾􀁴􀀦􀁧􀁥􀀠pr.pai4. retuxn 􀁾􀁾􀁩􀁰􀁴􀀠roqueated. to Loeeor
at: Ccmtraeta" Real W.tat. n.p.rt.:aMnt. Room 1100, .1{16 Dodg. Str.et. O!a&hal NebrAIiI" 681"; and to Loe.ee at the above addr•••, or eueb other addresa all a party lrlAy de.ign.te
in notice gi.en to the oth.r !Wlrty. Mailed notie•••ball b_ deemed aerved tive (5) dayaa .fter depoait in the u.s. Mail. NOtie•• whiCh ar. penonally aerved or ••nt by c;:.ouri.r .erviee
sball be de..ed .erved upon receipt. Soction .18. 1. Le.aee shall not eUble••e the PrelId.... in wbol. or in 􀁰􀁡􀁲􀁴􀁾􀀠or ••aign. eJlewaber er "anator (Py ope.atioQ ot 1.v or othervi.e)
this I.e.......ithout. the prier con.ent ot LeasCrt ..bieb consent may pe 4eni.4 -_t Les.or'. eole and ab.olute di.eretion. Any pu:e:ported tran.ter or .a.ig:aaent without L••eor's eon.ent
.hall be void and aball b•• d.tau1t by Les.eo. 􀁂􀁾􀀠.. S'Qbjeet to thia Section 18, thia L•••••ball b. hinctJ.ng upon and inuro to the b.netit of the parti•• heret:.o and. their reepeeti••
h.ir., e:r.eeutora••Ca:dni.tratora# .uee•••or. and a ••ign•• s.etion 19. It, •• r.asenably det.rmined by Lee.or, tho Premi••• cannot b. u••d by Leaa.e becau.e of • condemnatien er .ale
in lieu ot c;:.on4..s1at.ion. then thi. Lea.e -.h&ll .uto.aUeally 􀁴􀁥􀁲􀁭􀁩􀀮􀁴􀁬􀁡􀀧􀁴􀁥􀁾􀀠Le••or .bal1 b ••ntitled t:.o the entire ....r4 er prcc••d. tcr any total or parti.l condo=nation
er ••1.. in li.u th.r.ot, including, ...ithout limitation. any ....rd or proco.da tor the value of the 1••aeho1d ..tAt. Not....itha:tandiflg the toregein9, Le•••e .hall lut.... the right
to pureueer••te4 by thb Le.... recovOQ")" trom tho eondemning .uthority ot .uo compen.ation .a may b. aep.arately awarded to Le.... for L••s •••• relocation expenses, the taking et Le••••••
persen.l property and fixture•• and the interruption of or d.u:a.age to Lea...' buaine.s" Section 2Q. An'ORNl!'!X!S pegs. If either party ••t..in. an .ttoJ::ley t:.o enforce this %.e•••
(inc1uding. vithout limit.ation. tho indemaity provi.ion. of Chi. Le.ae}. the prevailing party i. 􀁥􀁬􀀱􀁴􀁬􀁴􀀮􀁬􀁾􀁈􀁬􀀠to recover re.alloQahle atto%1lOY' a t •••• Section :a. Thi.
Le••• is the entire agreement betv4!;6Q the partie., and auper.ed.a all othar oral Qr written agreell:lent. between the parties pertaining to th:i.. 􀁴􀁲􀁡􀁮􀁳􀁡􀁥􀁴􀁩􀁯􀁦􀁴􀁾􀀠axcept
tor the unilater.l 􀁲􀁥􀁤􀁥􀁴􀁥􀁾􀀮􀁴􀁩􀁯􀁮􀀠of alUlual r.nt ... pZ'Ovided in Artiele III •• this Lea•• JAy ba ....nd.d only by a written inatr'tml.nt aign.d by Leasor and Lea.ee. Page
4 of 4 (; : \ 1.AWA.tlK\l'AA\x.ro\fORM,$\%!(I)I.oI:ASE .EXt! 
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DALLAS, GARLAND & NORTHEASTERN RAILROAD, INC. 425 N. 5th Sf. • Garland, 'l'X • 75040 .972·487·8180· Fax 972·487·7980 September 4, 2001 Town ofAddison Mr. Mike Murphy, Director of Public
Works P.O. Box 9010 Addison, TX 75001-9010 RE: Questions Regarding Purchase of Union Pacific Wye Track Dear Mr. Murphy, In response to your letter dated August 22,2001, to Union Pacific,
I would like to address questions: #1, #3 and #4 as follows: #1 -Dallas Garland & Northeastern Railroad, (DGNO) and Union Pacific Railroad, (UP) have agreed to the costs for all expenses/damages
associated with the proposed road crossing at the said location. UP has also agreed to pay DGNO these costs out ofthe sale price as offered in their letter to Mr. Whitehead on July 20,
200 I, folder: 1819-92. DGNO will not pursue any other expenses and or damages from the Town ofAddison for the Future Operational impact that it has on the DGNO. #3 -At this time we
would require that both crossings be satisfactorily constructed to the current "Quiet Zone" requirements by a qualified railroad contractor. #4 -We do not have a problem with the request
to change the "reasonable time of completion" from 3 years to 5 years. However, we would like to know before the Town starts any work, the amount oftime expected from the start ofthe
project to the completion. of the project, as this will have an adverse effect on our operations. I would like to add that when I speak ofthe "time" I'm only looking at the part of the
project that will entail work on or around the railroad tracks. I would also point out that there would be additional costs for providing contractor protection during the time spent
around the tracks. We will not charge for protection of any work performed by the qualified railroad contractor, but will need to provide protection to any contractors that are not performing
work on the railroad and only when they will be operating within 25 feet of our tracks. A RailAmerica Company 
If you have any questions, concerns or require additional information, please contact me at 972-487-8180 ext. 206. Sincerely, 􀁾􀁾􀁾􀀢􀀠David C. Eyermann Regional Vice President CC:
Dennis Miller Manager -Real Estate Union Pacific railroad James R. Kuntz General Manager Dallas, Garland & Northeastern Railroad Sandy Franger RailAmerica, Inc. 5300 Broken Sound Blvd,
N.W. Boca Raton, FL 33487 
􀁾􀁉􀁌􀀠.AJ):6IsoN PUBLIC WORKS DEPARTMENT (972) 450-2871 :''':'.. 4 􀀢􀀺􀀬􀀺􀁟􀁬􀁥􀁟􀁈􀁾ff"'.Jt1.?f.'5:t?® Post Office Box 9010 Addison, Texas 􀀱􀀵􀀰􀀰􀀱􀁾􀀹􀀰􀀱􀀰􀀠 16801 Westgrove
Fax Cover sheet To_-DeJ414lS; Miller;, !A.J4iOJ4 pcu;i{lo FaA (-102)-2!l7'-3601 Front: Mike MUY'f'hy_ Dir. ofpubtit; worle!;/AddisoJ4 FaA [372) -150-2£37 off [372) -150-2£7£ Date: August
22, 2001 Piellse fllWi IIttllched questioM.£ regllrdiVl£! thepurehllsc ofthe wily TrIlC/e property liS reLated to youUuLy 20, 200:[ proposlIl. cpLi with II"-y questio,,-s. Milee 
Union Pacific Railroad Company Based on the offer submitted by Union Pacific Railroad (UP) on July 20, 2001 to sell the Wye Tract ofLand, the Town ofAddison has the following questions
and/or requests: I. Please cIariIY Paragraph 7 ofthe cover letter which states "Union Pacific will be responsible for sett1ing with DGNO for expenses/damages it incurs as a result ofthis
agreement and the construction ofArapaho Road across the wye tracks." Our question is: In the tenus ofUnion Pacific's latest proposal, has an agreement been reached with DGNO, and are
we to onderstand there will be no delays regarding construction ofthe roadway and the wye track crossings as a result ofDGNO's relationship with UP and that all obligations with DGNO
(Rail America) are settled as a result ofthis proposed agreement. 2. The Town of Addison would like a copy ofthe lease agreement between UP Railroad and Metro Brick. 3. In Exhibit B
-Section 2 -Paragraph B: What appurtenances and highway warning devices are typically installed by the Railroad with its ROW? 4. In Exhibit B -Section 2 -Paragraph E: We would request
the "reasonable time of completion" to be changed from 3 years to 5 years. 5. All refurences to Addison shall be the Town ofAddison not the City of Addison. 6. Before final purchase
ofthe Wye tract the Town ofAddison would like to contract a Registered Public Land Surveyor to verify and certify bounded area to be purchased. 
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PUBLIC WORKS DEPARTMENT (972) 450-2871 Post Office Box 9010 Addison. Texas 75001-9010 16801 Westgrove Fax Cover sheet To: K.e14 Dippel Ftj)( (2:l-f) 672-2020 From: Milee Murphy, Diy.
ofPubLtc Wor/es/Addisol4 Fa.x !J72) -f50-2&,s7 off !J72 ) -f50-2&,7&, DRte: August14 2001 AtI:t1ohedIs the List ofquest£oIILS: we have for ","vUo"" paoiflo. pLease review avtd Let me
kMW ifyou have a""y provLeJUS with me oaLLivtg ","""£0",, to get their respollLS:e_ 
Union Pacific Railroad Company Based on the offer submitted by Union Pacific Railroad (UP) on July 20, 2001 to seD the Wye Tract of Land, the Town ofAddison has the foDowing questions
and/or requests: I. Please clarify Paragraph 7 of the cover letter which states "Union Pacific will be responsible for settling with DGNO for expenses/damages it incurs as a result ofthis
agreement and the construction ofArapaho Road across the wye tracks." Our questWn is: hi the terms ofUnion Pacific's latest proposal, has an agreement been reached with DGNO, and are
we to understand there will be no delays regarding construction ofthe roadway and the wyetrack crossings as a result ofDGNO's relationship with UP and that aU obligations with DaNO (Rail
America) are settled as a result ofthis proposed agreement. 2. The Town ofAddison woold like a copy ofthe lease agreement between UP Railroad and Metro Brick. 3. hi Exhibit B -Section
2 -Paragraph B: What appurtenances and highway warning devices are typicaUy instaUed by the Railroad with its ROW? 4. 5. hi Exhibit B Section 2 -Paragraph E: We would request the "reasonable
time of completion" to be changed from 3 years to 5 years. 6. All references to Addison shaD be the Town of Addison not the City ofAddison. 7. Before final purchase ofthe Wye tract the
Town ofAddison would like to contract a Registered Public Land Surveyor to verifY and certiJY bounded area to be purchased. 
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Union Pacific Railroad Company Based on the offer submitted by Unio Pacific Railroad (UP) on July 20, 200 I to aI the Wye 􀁔􀁴􀁡􀁣􀁴􀁯􀁦􀁾􀁴􀁨􀁥􀁔􀁯􀁷􀁮􀀮􀁯􀁦􀁁􀁤􀁤􀁩􀁳􀁯􀁮􀀠the fullowing
questions and/or requests: I. Please clari:JY Paragraph 7 which states "Union Pacific will be responsible fur settling wit!). DGNO fur expenses/damages it incurs as a result of this
agreement and the construction ofArapaho Road across the wye tracks." OUT question is: In the terms of Union Pacific's latest proposal, has an agreement been reached with DGNO, and are
we to understand there will be no delays regarding construction ofthe roadway and the wye track crossings as a result ofDGNO's relationship with UP and that all obligations with DGNO
(Rail America) are settled as a result of this proposed agreement. 1 2. The Town ofAddison would like a copy ofthe lease agreement between UP Railroad and Metro Brick. 3. In Exhibit
B -Section 2 -Paragraph E: We would request the "reasonahle time of completion" to be changed from 3 years to 5 years. 4. All references to Addison shall be the Town of Addison not the
City of Addison. 5. Before finaI purchase the Town of Addison would like to contract a Registered Public Land Surveyor to verify and certifY bounded area to be purchased. 
UNION PACIFIC RAILROAD COMPANY Real Estate Department J.t-Hawkins Assistant Vice PresIdent R. D. uhrlch Oirector-Operatlons Support M. E. HeenanJ. A. AnthOny Director ·Administration
& Budgets􀁄􀁩􀁲􀁥􀁣􀁴􀁯􀁲􀁾􀁃􀁯􀁮􀁬􀁦􀁡􀁣􀁴􀁳􀀠D. H. lJghlwine Director-Real Estate D. D. Brown Dlrector-Real Estate M. W.Casey T.KLove 1600 Farnam Slreet General Director-Special Properties
. Olrector-Real Estate Omaha, Nebraska 68102 J. P. Gade Fax: (402) 􀀹􀀹􀀷􀁾􀀳􀀶􀀰􀀱Dire<:tor-Fscility Management July 20, 2001 Folder No. 1976-54 MR JAMES C PIERCE JR CITY OF ADDISON
PO BOX 9010 ADDISON TX 75001-9010 Dear Mr. Pierce: RE:Proposed construction of a public road crossing known as Arapahoe Road at Addison, TX. Attached are triplicate originals of a Public
Road Crossing Agreement covering your use of the Railroad Company's right-of-way. To properly document your use of the Railroad Company's property, it is necessary that you execute the
attached documents. Please return to me in the enclosed envelope the following: 1. ALL of the the executed documents. If a Contractor's Right-of-Entry Agreement is attached hereto, you
may submit the executed Contractor's Right-of-Entry documentation upon selection of a contractor. 2. Certificate of Insurance, if required. 3. Resolution for document execution, if required.
4. Check made payable to the Union Pacific Railroad Company in the amount of $2,500.00. if you require formal biIIing, you may consider this letter as a formal biIl. In compliance with
the Internal Revenue Services' new policy regarding their Form 1099, I certify that 94-6001323 is the Railroad Company's correct Federal Taxpayer Identification Number and that Union
Pacific Railroad Company is doing business as a corporation. . If we have not received the executed documents within six months from the date of this letter, this proposed offer of an
agreement is withdrawn and becomes null and void. If you have any questions, please contact me at telephone number (402) 997-3620 or contact me via e-mail at pgfarrell@up.com. 
tw-1 &,1>'\ D 􀁾􀁲􀀱􀀱􀁜􀁬􀁣􀁾/(1 􀁵􀀾􀁾􀀠. 􀁻􀀩􀁾􀀠UNION PACIFIC RAILROAD COMPANY 11k 􀁾􀀨􀁑􀀩􀁾􀀩􀁦􀀠Real Estate Department i 0 1rAlt-(,VI J. L Hawkins Assistant VICe President II....
􀁾􀀠111 􀁄􀁩􀁲􀁥􀁣􀁴􀁯􀁲􀁾􀁏􀁰􀁥􀀺􀁲􀁡􀁴􀁩􀁯􀁮􀁳􀀠Support R.O.Uhl'ich J. A. Anthony 􀁾􀁾􀀮􀀠fI/M.E.Heenan Dlrector·Contracts 'fa ./1\. \. ,Ji Olrector·Administration .& Budgets D. H.lJghlwineD.
D. Brown tLUW V 􀀰􀀱􀁲􀁥􀁣􀁴􀁯􀁲􀁾􀁒􀁥􀁡􀁬􀀠EstateDirector-Real Estate M. W.Casey 􀁾􀀠..,! T.KLove1800 Farnam $treetGeneral 􀁄􀁬􀁲􀁥􀁣􀁴􀁯􀁲􀂷􀁓􀁾􀁡􀁉􀀠Properties elL. "'f L. 􀁾􀁣􀀻􀁧􀁥􀁣􀁴􀁯􀁲􀀧􀁁􀀮
􀁡􀁬􀀠EstateOmaha, Nebraska 6S102 J, P,Gade Fax: (402) 997-3601 Oirector·Facility Management July 20, 2001 ;, : JUL 2 4 2001Folder: 1819-92 􀁄􀁥􀁡􀁲􀁾􀀠Pursuant to your request at the
meeting we had on June 29, 2001, we submit the following terms for the sale of subject wye 􀁴􀁲􀁾at Addison: )-The sale area covers 􀁡􀁰􀁰􀁲􀁯􀁸􀁩􀁭􀁡􀁴􀁥􀁾􀁥􀁳(subject to verification
by survey). )-The sale price for subject property is $1,367,115.45. 􀁾􀀠 􀀬􀀬􀀮􀀭􀁾􀀭􀀮􀀭􀀮􀀭􀁾􀀠.-_.-.._. 􀀢􀁾􀀧􀀭􀀢􀀭.. ,-.-...􀁾􀀭􀀮􀀬􀀮􀀭􀁾􀀭􀀭􀀭􀀧􀀭􀁾􀀭􀀭􀀭􀀭􀁾􀀭􀀧􀀮􀀢􀀭􀀭􀁾􀁾􀀯􀁾􀀢􀁩􀁨􀁾􀁯􀁰􀁥
􀁲􀁡􀁴􀁩􀁮􀁧􀀠track easement (25 feet each side of center line of existing track) being I reserved at closin must be e d cover the Wye Track legs as well as ilie . storage tra currently
serving Metro Brie. When Union Pacific Railroad . determines that I no onger reqUires e ac easements for its operations and . \. removes the 􀁴􀁲􀁡􀁣􀁫􀁳􀀬􀁾􀁥􀀠easements would revert
entirely to 􀁴􀁨􀁾􀀺􀀡􀁾􀁤􀁤􀁩􀁓􀁯􀁮􀀮􀀠::::::, 􀁾􀁏􀁓􀁓􀁩􀁮􀁧application feell are include!Vmd crossings are subject to the attached Public 2 rossing Agreement. City of Addison is responsible
financially for all costs in L.. connection with installation and maintenance of the crossings and all crossing ) protection devices. )-Proposed extension of the most southerly storage
track located on or near DART's right of way line adjacent to wye track property, will be up-graded by rail operator at its expense and is subject to DART's approval. o G )-Sale of subject
property is subject to DART's release of its First Right of Refusal to Df'ifJ 􀁲􀀮􀁩􀀢􀁾􀀠the Addison wye track property (7.41 acres subject property). '" . t1 r .f''I \V/v,," • , ::if
)-Union Pacific will be responsible for settling with DONO for expenses/damages -{ 'J 􀀭􀀱􀁾􀀧􀀠􀁾􀀠􀀨􀁾􀁾􀀠1, incurs as a result of this agreement and the construction of ArapallO Road
across 􀁾0 II' fI , .' wye tracks.. • IC'r· » Lease agreement with Metro Brick will be assigned to Buyer at closing. If reiocati-;:;J} , ofMetro Brick is necessary, Union Pacific Railroad
Company will not participate 7' with relocation costs. ____ 􀁃􀁏􀁐􀁾􀀠rJ? 􀁬􀁾􀀠refoilA(Mf:& 
Regarding a surveyor, I recommend Votex Surveying Company, Dennis Vote at (972) 964-0858. Please advise ifthe above terms are acceptable and ifso I will prepare an appropriate agreement
to cover same and forward to you for signature with a closing to be scheduled on or before November 30, 2001. Ifyou have any questions, please contact me at (402) 997-3640. Sincerely
yours, 􀁔􀁴􀀪􀀭􀁌􀁾􀀠Director -Real Estate CC: Mr. Lonnie Blades DART P. O. Box 660163 Dallas, TX 75266-7210 Mr. David C. Eyerman Regional Vice President RailAmerica, Inc. Garland, TX
75040 
􀁛􀂥􀀵􀀻􀁾􀁊􀀵􀀱􀁦􀂩􀀾􀀠UNION PACIFIC RAILROAD COMPANY Real Estate Department J. L Hawkins '. 􀁾􀀠'.R. O. Uhrich Oifeelor·Operations SupportAssistant Vice President M. e. HeenanJ. A.
AnthOny Dltedor·AdmTnistration & BudgetsOirector..cantracts O. H. UghtwfneD.O.Brown DIrector-ReW Estate􀁏􀁩􀁲􀁥􀁥􀁴􀁯􀁲􀁾􀁒􀁥􀁡􀁬􀀠Estate M.W.Casey T. K. Love 1600 Farnam SttHIGeneral
Olrector,.Speclal Properties 􀁏􀁩􀁲􀁥􀁣􀀺􀁴􀁯􀁲􀁾􀁒􀁥􀁡􀁬􀀠Estate Omaha, NebraSka 68102J. P.Gade Fax: (4021 997-3801Director-Facility Management July 20, 2001 . Folder: 1819-92 Mr. Ron
Whitehead, City Manager Town ofAddison· 5300 Belt Line Road Addison, TX75001-90l0 Dear Mr. Whitehead: Pursuant to your request at the meeting we had on June 29, 2001, we submit the .
following terms for the sale ofsubject wye track property at Addison: » The sale area covers approximately 7.41 acres (subject to verification by survey). » The sale price for subject
property is $1,367,115.45. » The operating track easement (25 feet each side ofcenter line of existing track) being reserved at closing must be perpetUal and cover the Wye Track legs
as well as the' storage track (currently serving Metro Brick). When Union Pacific Railroad determines that it no longer requires the track easements for its operations arid removes the
tracks, the easements would revert entirely to the City ofAddison. » Crossing application fees are included and crossings are subject to the attached Public Crossing Agreement City ofAddison
is respons.ible financially for all costs in counection with installation and maintenance ofthe crossings and all crossing protection devices. » Proposed extension ofthe most southerly
storage track located on or near DART's right ofway line adjacent to wye track property, will be up-graded by rail operator at its expense and is subject to DART's approval. »Sale ofsubject
property is subject to DART's release ofits First Right ofRefus.al to the Addison wye track property (7.41 acres subject property). . .. » Union Pacific will be responsible for settling
with DONO for expenses/damages it incurs as a result ofthis agreement and the construction ofArapaho Road across the wye tracks.. » Lease agreement with Metro Brick will be assigned
to Buyer at closing. Ifrelocation ofMetro Brick is necessary, Union Pacific Railroad Company will not participate with relocation costs. » Sale closes by November 30, 2001. 
Regarding a surveyor, I reco=end Votex Surveying Company, Dennis Vote at (972) 964-0858. Please advise ifthe above terms are acceptable and ifso I will prepare an appropriate agreement
to cover same and forward toyou for signature with a closing to be scheduled on or before November 30, 2001. Ifyou have any questions, please contact me at (402) 997-3640. Sincerely yours, 􀁾􀁌􀁾􀀠Director -Real
Estate CC: Mr. Lonnie Blades DART P. O. Box 660163 Dallas, TX 75266-7210 Mr. David C. Eyerman Regional Vice President RailAmerica, Inc. Garland, TX 75040 
, 􀁾􀁾􀁍􀁛􀁑􀀩􀀠,UNION PACIFIC RAILROAD' COMPANY Real Estate Department R. O. Uhrlel! J. L. Hawkins ? 􀁾􀁾􀀠Assistant VICe Presldent Dlrector·Operatlons Support ' ,." J.A. Anthony M.E.
Heenansa· Ilifee1or-Con\laCtS Ofrector-Admlolstlalion & Budgets D.O.Brown D. H.l..Ighlwlne . Dire<:!or-Real Estate Dlree\Or-ReaI Estate . ' tiuw M.W.casey T.KLove 1800 Famam StreetGenera!
Dlrector-speelal Properties Director-Real Estate Omaha, Nebraska e8102•. P.Gade Fl!x: (402) 99,1-3801 July 20, 2001.' . Folder: 1819-92 meeting we had on June 29, 2001, we submit the
. . wye track property at Addison: dmately 7.41 acres (subject to verification by survey). roperty is $1,367,115.45. :nt (25 feet each side ofcenter line ofexisting track) being perpetUal
and cover the Wye Track legs as well as the' . villg Metro Brick). When Union Pacific Railroad : requires the track easements for its operations and ements would revert entirely to the
City ofAddison. re included and crossings are subject to the attached Public of Addison is responsible financially for all costs in 1 and maintenance ofthe crossings and all crossing
:nost southerly storage track located on or near DART's o wye track property, will be up-graded by rail operator at o DART's approval. ,. ;:,w,e ox 5UDJecI propeny IS 􀁳􀁵􀁢􀁪􀁾􀁴􀀠to
DART's 􀁾􀁬􀁥􀁡􀁓􀁥􀀠ofiU; FirStrught ofRefusal to the Addison wye track property (7.41 acres subject property). '. ' '.' };> Union Pacific will be responsible for settling with DGNO
for expenses/damages it' incurs as a result ofthis agreement and the construction ofArapaho Road across the wyetracks.. };> Lease agreement with Metro Brick will be assigned to Buyer
at closing. Ifrelocation ofMetro Brick is necessary, Union Pacific Railroad Company will nOt participate with relocation costs. };> Sale closes by November 30, 2001. .
Regarding a surveyor, I 􀁲􀁥􀁣􀁯􀁭􀁭􀁾􀁤Votex Surveying Company, Dennis Vote at (972) 964-0858. Please advise ifthe above terms are acceptable and ifso I will prepare an appropriate
agreement to cover same and forward to you for signature with a closing to be scheduled on or before November 30, 2001. Ifyou have any questions, please contact me at (402) 997-3640.
Sincerely yours, 􀁚􀀱􀀵􀀱􀀮􀁌􀁾􀀠Director -Real Estate CC: Mr. Lonnie Blades DART P. O. Box 660163 Dallas, TX 75266-7210 Mr. David C. Eyerman Regional Vice President RaiJAmerica, Inc.
Garland, TX 75040 
􀁾􀁲􀁾􀀱􀀵􀀡􀁛􀁑􀀩 M UNION PACIFIC RAILROAD COMPANY Real Estate Department R. D. Uhrich Assistant Vice Presk!ent J. t, HawkinS Director-Operations Support J.A.Atllhorty Oirector-Contracts
M. E. Heenan Director-Administration & audgets D. O. Brown Director·Rea! Estate M.W.Casey General Director-Special Properties J. P. Gad. Director-facility Management 1600 Farnam Street
Omaha, Nebraska 68102 F",,: (<Ill2) 997·3601 O. H. Ughtwine 􀁄􀁴􀁲􀁥􀁣􀁴􀁯􀁲􀁾􀁁􀁥􀁡􀁴􀀠Estate T. K. Love Oirec1o(·ReaI Estate July 20, 2001 Folder: 1819-92 Mr. Ron Whitehead, City Manager
Town ofAddison 5300 Belt Line Road Addison, TX 75001-9010 Dear Mr. Whitehead: Pursuant to your request at the meeting we had on June 29,2001, we submit the following terms for the sale
ofsubject wye track property at Addison: 􀁾􀀠 The sale area covers approximately 7.41 acres (subject to verification by survey). 􀁾􀀠 The sale price for subject property is $1,367,115.45.
􀁾􀀠The operating track easement (25 feet each side of center line ofexisting track:) being reserved at closing must be perpetual and cover the Wye Track legs as well as the' storage
track (currently serving Metro Brick), When Union Pacific Railroad determines that it no longer requires the track easements for its operations and removes the tracks, the easements
would revert entirely to the City ofAddison. 􀁾􀀠Crossing application fees are included and crossings are subject to the attached Public Crossing Agreement. City ofAddison is responsible
financially for all costs in connection with installation and maintenance ofthe crossings and all crossing protection devices. 􀁾􀀠Proposed extension ofthe most southerly storage track
located on or near DART's right ofway line adjacent to wye track property, will be up-graded by rail operator at its expense and is subject to DART's approval. 􀁾􀀠Sale ofsubject property
is subject to DART's release ofits First Right ofRefusal to the Addison wye track property (7.41 acres subject property). 􀁾􀀠Union Pacific will be responsible for settling with DGNO
for expenses/damages it incurs as a result ofthis agreement and the construction ofArapaho Road across the wyetracks.. » Lease agreement with Metro Brick will be assigned to Buyer at
closing. Ifrelocation ofMetro Brick is necessary, Union Pacific Railroad Company will not participate with relocation costs. 􀁾􀀠 Sale closes by November 30, 2001. 
> ' Regarding a surveyor, I recommend Votex Surveying Company, Dennis Vote at (972) 964-0858. Please advise ifthe above terms are acceptable and ifso I will prepare an appropriate agreement
to cover same and forward to you for signature with a closing to be scheduled on or before November 30, 2001. Ifyou have any questions, please contact me at (402) 997-3640. Sincerely
yours, 􀁚􀀪􀁌􀁾Director -Real Estate CC: Mr. Lonnie Blades DART P. O. Box 660163 Dallas, TX 75266-7210 Mr. David C. Eyerman Regional Vice President RailAmerica, Inc. Garland, TX 75040

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MEETING NOTES 16• 
Michael Murphy From: Michael Murphy Sent: Thursday, April 19, 2001 4:29 PM To: Chris Terry; Ron Whitehead Cc; Jim Pierce Subject: Update on Assem Property and Union Pacific Property
Ron, Chris ... Just to give you a quick update on our two large property acquisition items. I contacted John Hill for an update on the condemnation proceedings regarding the Asseem property
on Surveyor, he me met with Ken and they feel like the ccndemantion will be filed on Tuesday (April 24th) or Wednesday (April 25th) next week. If all goes as planned we are looking at
a Mid June Commisioners hearing. As a result of that hearing they will determine a value and we will then file that amount in an escroll acccunt with the court and the Town at that time
will be able to take possession of the property. The property owner or the Town then has 10 days in which to file an appeal. If the appeal goes to court and the property owner is granted
more money the Town will then have to pay the difference plus interest or vis versa. Regarding the Union Pacific Property, I have made numerous attempts to contact Dennins Miller with
no success, I get his voice mail box, but before I can leave a message I am told the mail box is full and to call back later. Therefore, I have summized that he must be out of town.
I will keep trying. Also, I have been contacted by Todd Cecil (Vice President with Rail America Real Estete) regarding rail crossing issues with DGNO Rail Company, Rail America leases
from Union Pacific and in turn leases to DGNO. We have been playing phone tag all day, but in his message to me he stated that he wants to get together to discuss crossing issues on
Arapaho and also at Inwood. I will update you on this item when I have more to go on. a MLk?e M",haeL ". Murphl::l' P.". t>tYector of Pub,,,, works Tow\'\. of Aclcltso\'\. 􀁾􀁲􀀺􀀼􀁬􀀭􀀫􀀵􀀰􀀭􀀺􀀼􀁬�
�􀁔􀀱􀁩􀀮􀀧􀀠Tracking: Recipient Delivery Read Chris Terry Delivered: 04/1912001 4:29 PM Read: 04120/2001 9:00 AM Ran Whitehead Delivered: 04/1912001 4:29 PM Read: 04/1912001 5:00 PM
Jim Plerce Delivered: 0411912001 4:29 PM 1 
Mr. J.D. (Dennis) Miller, Manager -Real Estate Union Pacific Rairroad Company Real Estate Department 1800 Farnam Street Omaha, Nebraska 68102 March 2,2001 HE: Offer for purchase of 322,779.58
square foot "Wye" Track of Property located at the West End of the Addison RoadfArapaho Road Intersection near the South End of the Addison Airport Runway in Addison, Texas. Dear Mr.
Miller: I have received and reviewed your written sale offer dated December 7,2000 for $1,613,900 ($5.00 per square foot) for a 322,779.58 square foot tract of land located just South
of the Addison Airport. After meeting with the Addison City Council I am pleased to make the following counter offer: » The Town of Addison will agree to purchase the 4.5-acre (196,020
sq. ft.) "Wye" tract of land for the for the price of $4.85 per square foot, totaling $950,697.00 » The Town of Addison will agree to purchase the remaining 2.91-acre (126,760 sq. ft.)
area currently occupied by track and operating width for $2.00 per square foot, totaling $253,520.00. » The Town of Addison will grant Union Pacific a 50-year non-exclusive, non-transferable
50foot easement to protect Union Pacific's rail operations. Union PacifiC agrees to terminate this easement at the end of the 5();.year term or when Union Pacific operations cease, whichever
comes first. » Union Pacific agrees to maintain and be responsible for all property located within the dedicated easements and will indemnify the Town of Addison against all liability
including environmental issues. » Track crossing rights, including track crossing construction, with all safety features (i.e., gates, lighting, electrical, ect.) at the Inwood I Landmark
connection shall be included as part of the proposed purchase amount. (See attached map for locations) 
);> In conjunction with Union Pacific's request for rail easements along the "Wye" tract. The Town of Addison in tum requests Union Pacific grant the Town of Addison a nonexclusive easement
Southward to Spring Valley on the Addison Branch ofthe Cotton Belt Rail' Line for the purpose ofcommuter rail or light rail service which is contemplated by the Town of Addison for future
use. );> All negotiations, agreements and compensation with DGNO will be taken care of by Union PaCific Railroad Company and be included in the purchase amount stated above. If you have
any questions, please contact me at (972) 450-7027. Sincerely, Ron Whitehead City Manager Attachments: Location map of referenced intersections, 
Mr. J.D. (Dennis) Miller, Manager -Real Estate Union Pacific Railroad Company Real Estate Department 1800 Farnam Street Omaha, Nebraska 68102 March 2, 2001 RE: Offer for purchase of
322,779.58 square foot '¥lye" Track of Property located at the West End of the Addison Road/Arapaho Road Intersection.1I i the SQutb End of tl'E Addison Ailp,," RUiI..r&y in Addison,
"FevAs. Dear Mr. Miller: I have received and reviewed your written sale offer dated December 7, 2000,tor $1 ,613,900 ($5.00 per square foot) for a 322,779.58 square foot tract of land
located just South of the Addison Airport. After meeting with the Addison City Council I am pleased to make the following counter ..2.ffer:------7(," » The Town of Addison will agree
to purchase tract of land for the for the price of $4.85 per square foot, 7C » The Town of Addison will agree to purchase the 􀁲􀁥􀁭􀁡􀁩􀁮􀁾􀀭􀁡􀁣􀁲􀁥􀀨􀀱􀀲􀀶􀀬􀀷􀀶􀀰􀁾􀁦􀁴􀀬􀀩􀀠area
currently occupied by track and operating width 􀁦􀁏􀁾􀀲􀀮􀀰􀀰􀀠per square foot, totaling $253,520.00. 􀁾I't\ " " oE' » The Town of Addison will grant Union Pacific a 50-year non-exclusive,
non-transferable 50foot easement to protect Union Pacific's rail operations. Union Pacific agrees to terminate this easement at the end of the 50-year term or when Union Pacific operations
cease, whichever comes first. » Union Pacific agrees to maintain and be responsible for all property located within the dedicated easements and will indemnify the Town of Addison against
all liability including environmental issues. » Track crossing rights, including track crossing construction, with all safety features (i.e., gates, lighting, electrical, ect.) at the
Inwood I Landmark connection, and track crossing construction, with all safety features (i.e., gates, lighting, electrical, etc.) at the two proposed Arapaho road crossings shall be
included as part of the proposed purchase amount. (See attached map for locations) 
Union Pacific Agreement Page 2 0310212001 􀁾􀀠 In conjunction with Union Pacific's request for rail easements along the "Wye" tract" The Town of Addison in turn requests Union Pacific
grant the Town of Addison a nonexclusive easement Southward to Spring Valley on the Addison Branch of the Cotton Belt Rail Line for the purpose of commuter rail or light rail service
which is contemplated by the Town of Addison for future use. 􀁾􀀠 All negotiations, agreements and compensation with DGNO will be taken care of by Union Pacific Railroad Company and
be included in the purchase amount stated above. If you have any questions, please contact me at (972) 450-7027. Sincerely, Ron Whitehead I 1. 􀁾City Manager /VfI -􀁁􀁴􀁴􀁡􀁣􀁨􀁭􀁥􀁮􀁾􀀺􀀠Location
map of referenced intersections. 
I MICHAEL E. MURPHY, P.E.􀁾.. Director of Public Works (972) 450·2878 (972) 450-2837 FAX mmurphy@ci.addison.tx.us E-mail Town of Addison 16801 Westgrove Dr. P.O. Box 9010, Addison, Texas
75001-9010 􀀷􀁾􀁾. \ fb-/>. a?p 1 􀁾_t(1-Z -Z18 􀁾􀀠
􀁾􀁃􀁈􀁁􀁅􀁌E. MURPH\,: P.E · {/ttl. DJredorofPublic Works ' • (972) 450.2878 (972) 450-2337 FAX mmurphy@ci.addison.tx.us E-mail 
Tuesd January 2001 ___􀀡􀁟􀁬􀀯􀀭􀁜􀀮􀂷􀁾􀀮􀁟􀁾􀁾􀀬􀁾􀀬􀀧􀁦􀁕􀁯􀀺􀁉􀀧􀁾􀁟􀂣􀀮􀁤􀀢􀁾􀀧􀀭􀀭􀀭􀀭􀁾􀁾􀁟􀀱􀁾􀀧􀀭________􀁾􀀬􀀡􀀢􀀮􀀮􀀧􀀧􀀭􀀭􀀭􀁩􀀭__ 􀀭􀁾􀁾􀁦􀀱􀁐􀀠􀀭􀀭􀁾􀁾􀁉􀁦􀁉􀁜􀁉􀁾􀀭􀁴􀀾􀁊􀀦􀁾􀁯􀀺􀀺􀁉􀁬
􀁍􀁾􀁾􀀭􀀭􀀭􀀭􀁣􀀭􀀭􀀭􀀽􀀭􀀭􀁾􀂮􀀠􀀮􀀱􀁊􀀰􀀰􀀰􀀰􀁜􀀮􀁌􀀮􀁽􀁜􀁊􀀿􀁊􀀩􀁾􀁟􀁾􀁏􀁈􀀠-􀀭􀀭􀁾􀁾􀀺􀀭􀀭􀀨􀀹􀁾􀀭􀁯􀀮􀁾...􀁾􀀠􀀭􀀧􀀧􀀧􀀧􀀧􀀭􀀭􀀭􀀧􀀱􀁪􀁾􀀭􀀭􀀧􀁾􀀮􀀭􀁶􀀭􀁜􀁉􀀺􀁊􀁯􀁪􀀭􀁾􀁾􀀮􀀭;-----􀀭􀀿􀁾􀁑􀁖􀀠/
... 􀀭􀁾􀀭􀁾􀁾􀀭􀀭􀀧􀀭􀀢􀀧􀁾􀀧􀁉􀀭􀁕􀁉􀁙􀀭􀀧􀀭􀀭􀀭􀀭􀀭􀀭... 􀁟􀀭􀀭􀁴􀁎􀁾􀁾􀁾􀁾􀀦􀀠􀁾􀁏􀁾􀁾􀀭􀁾􀁾􀁾􀀧􀀮􀀧􀁾􀀭􀀭􀀭􀀭􀀭􀀭􀀭􀀭􀀭􀀭􀀭􀀱􀁉􀀧􀀺􀀧􀀻􀀻􀀧􀀠-@􀁟􀁾􀁾􀁴􀀮􀀮􀀫􀁜􀁄rJ . .-_______n_
--------j(::. ----------._----_.---'" --.. --􀁾_____I @2000FranklinCoveyCo. www.frankllncovey.(om 􀁔􀀨􀀧􀁃􀁨􀁮􀁄􀁬􀁥􀁳􀀭􀁃􀁬􀁡􀁾􀁳􀁬􀀧􀀠
􀁾􀀢􀀧􀁜􀀡􀀾􀁬􀁟􀀡􀁩􀁉􀀧􀁉􀀢___-® PUBLIC WORKS DEPARTMENT (972) 45IJ.2871 PO:lt Office Box 9010 AddilWTl. Texas 􀀷􀀵􀀰􀀰􀀱􀁾􀀹􀀨􀁮􀁏􀀠16801 Westgrove March 15,2001 Mr. J. Dennis Miller
Real Estate Department Union Pacific Railroad 1800 Farnam Street Omaha, NE 68102 Re: Addison Branch, Quonun Drive Crossing Dear Mr, Miller: As per your request, this is to transmit the
following: • Exhibit A that shows the Arapaho and Quonun Drive crossing locations • Metes and Bounds Description and Parcel Map for the Quonun Drive Crossing • Plan and Profile ofthe
crossing (Sheet 6) • Color aerial photograph showing the location ofthe "Wye" relative to the Airport Please call me at 972-450-2879 if you have any questions, Very truly yours, Town
of Addison 􀀽􀁾􀁃􀁾􀁲Assistant Public Works Director cc: Chris Terry, Assistant City Manager Michael E. Murphy, P,E" Director ofPublic Works Enclosures 
· fMd-.4 tJ 􀁾􀁾􀀠3-/Y--oj ... 􀁾􀁾􀀠W,(e.-􀁾pJ 1-1.; i2(/YJ( J!Hdu. I if!? .. 􀁾􀁬􀀶􀁴􀁾􀀼􀁁􀁾􀀠 .. 􀁗􀁰􀁶􀁣􀀮􀁾􀀠'!160/<-:t: '•• 􀁾􀁾􀁫􀁾􀁾􀁾􀁾􀀠..• Jr-􀁾􀁾􀁾􀁾􀀧􀀮􀁁􀀰􀀨􀀭%, :. -tf<f:3/660
􀁦􀁓􀁾􀀠.t..r7 J/;:' 14 3S-r-/r/* ... 􀁾􀁾􀁾􀁴􀁦􀀿􀁌􀀠􀁾􀁾􀀧••• uP Lvilt􀁾􀁾􀁾bt-ltJtJ 􀀺􀀵􀁦􀁏􀁾􀁾􀁾􀀠􀀧􀁾􀀠􀀺􀀮􀁾􀁾􀀠􀁾􀁾􀀴􀁊􀀱􀁦􀁶􀀧􀁾􀀠
--.-'I . i.\I 􀁁􀁾􀀠OFFICE OF THE CITY MANAGER .______.__􀀮􀀬􀀮􀁷􀁾􀀠___􀀢􀀮􀁾􀂮􀀠Post Office Bo::c9010 Addison, Texas 75001-9010 (972)450-7000' FAX (972)450-7043 5300 Belt Line Road
March 5, 2001 &12t7:h I f.\(::s 􀁾􀀠Mr. J.D. (Dennis) Miller, Manager -Real E!!tate 􀁾􀀮􀀩􀁜􀁕􀀠􀁴􀁾􀀠-r:o 􀁾􀀠􀁾􀁴􀁇􀁜􀁄Union Pacific Railroad Company Real Estate Department 1800 Farnam
Street 􀁾􀀮􀀠Omaha, Nebraska 68102 HE: Offer for purchase of a 322,􀀷􀀷􀀹􀁾􀀵􀀸􀀠square foot "Wye" Tract of Property located at the West End of the Addison Road/Arapaho Road Intersection
near the South End of the Addison Airport Runway in Addison, Texas. Dear Mr. Miller: 1AJ0I2l<. OV-r 􀁐􀀮􀀶􀀼􀀮􀁾􀀠􀁊􀀮􀁴􀀻􀀮􀁾􀁬􀁾􀀠1i:> 􀁾􀁾􀀮􀀠I have received and reviewed your written
sale offer dated December 7; 2000 for $1,613,900 ($5.00 per square foot) for a 322,779.58 square foot tract of land located just South of the Addison Airport. After meeting with the
Addison City Council I am pleased to make the following counter offer. )-The Town of Addison will agree to purchase an approximate 4.5-acre (196,020 sq. ft.) area 􀁾out of the ''Wyen
tract of land, for the price of $4;85 per square foot, totaling $950,697.00. /'􀁾􀁾(See attached exhibit). )-The Town of Addison will agree to purchase the remaining approximate 2.91-acre
(126;760 sq. ft.) area out of the ''Wye'' tract of land currently occupied by rail structure and 􀁖􀀭􀁾􀁾eft ope.ra.ting width, for the price of $2;00 per squ8{9foot, totaling $253;520:00;
(See 􀁡􀁴􀁴􀁡􀁾􀁨􀁥􀁤 􀁾􀀠exhibit). CIb'f tcf 􀁾􀁾􀁾􀀦􀀠It,;, 􀀢􀀱􀁾􀁯􀁴􀁐􀀺􀀺􀀾􀁾􀁾􀀠􀁾....... 􀁾􀁮􀀶􀀠 ~ I $ J,.O 􀁍􀁊􀀿􀁾􀁪􀀨􀁬􀀧􀀧􀀧􀁾􀀮􀀠􀁾􀀠)-The Town ofAddison will grant Union
Pacific a 􀀵􀀰􀁾􀁹􀁥􀁡􀁲􀀠non-exclusive, non-transferable 50foot easement to protect Union Pacific's rail operations. Union Pacific agrees to terminate 􀁾􀀠or renew this easement at
the end of the 50-year termor terminate and abandon the 􀁾􀁾􀀠􀁾􀀮􀁊􀀨􀀠easement if and when Union Pacific operations cease . .􀀯􀁾􀁾W<-'" )-Union Pacific agrees to maintain and be responsible
for all property located within the dedicated easements and will indemnify the Town of Addison against all liability for operations within those dedicated easements, including environmental
issues. 􀁾􀀠)-Track crOSSing rights, including track crossing construction, with all safety features (i.e., gates, lighting, electrical, ect.rat the Inwood I Landmark connection, and
track crossing construction, with all safety features (i.e., gates, lighting, electrical. etc.) at the two proposed Arapaho road crossings shall be included as part of the proposed urchase
amount. (See attached map for locations) 􀁾􀀠􀁾􀀠V \􀁾􀀱􀁪􀀩􀁉􀁃􀁉􀁩􀁪cMhl)l'6' §?Yfj.. . -3.1i1 f '2A.\ 􀁴􀀮􀁓􀁾􀀠1.$ 􀁴􀁴􀀬􀁾􀀢􀀠􀁾􀀠..,." 􀁻􀀬􀁾􀁾􀀠Vs 􀁾T 1'\ 
HP LaserJet 3200se TOAlASERJET 3200 9724502837 MAR-6-2001 09:24 Fax Call Report Job Date Time Type Identification Duration 421 31 6/2001 09: 19:23 Send 99722480230 5:07 TOWNO¥ ADDISON
PUBLIC WORKS 􀁔􀁾􀁁􀀹􀁾􀁾From, "'MI,h..' E.Mu'1'hy,P.E. 􀁾􀀠. Din:crorofPublieWorks 􀁃􀁯􀁭􀁰􀀮􀁂􀁙􀁾􀀧􀀭􀀭___-i.J. '" Pho.« 9721450·2878 FAX., /-2VI702.f>o FH' 9121450-2837 I),." $-6-01
16801 Wostgtove Ne. otplFS {indudlna: 􀁥􀁯􀁾􀀠􀁾r:;-p.o. Box 9010 Addison. TX 􀀱􀁓􀀰􀀰􀀱􀁾􀀮􀀹􀀰􀀱􀀰􀀠invent Pages Result 6 OK 
MAR-05-2001 14:00 COWLES &THOMPSON 2146722020 P.01/04 COWLES &THOMPSON A ProfeHlonal I;,oqlof"folt ATTORNEYS AND 􀁃􀁏􀁕􀁎􀁓􀁅􀁌􀁏􀁾􀁓􀀠FACSIMILE COVER PAGE Time: ______Date: March 5.
2001 Total Number of Pages (including this sheet): 4 Normal/Rush: Normal Client/Matter #: 3195125211 TO: (1) Mike Murphy, P.E. FAX: 972.450.2837 FROM: Ken C. Dippel Direct Dial #: (214)
672-2158 MESSAGE: IF YOU HAVE ANY PROBLEMS WITH THIS TRANSMISSION, PLEASE CALL OUR SERVICE CENTER AT (214) 672·2508 or Yolanda Rodriguez at (214) 672·2629 Thank you. IMPORTANnCONFIDENTIAl:
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Service, alno cost..:.to,-,Y,-,o;..:U,;,,'________􀁾􀀭􀀭______________.. 9Gl IdAlN STREET SIJITE 4(100 DALL.AS, l'EXA,S 􀀱􀀵􀀱􀀰􀁬􀁾􀁈􀀹􀀩􀀠OAll4S T Y I.. E R TEL 2'14:.41i.2000-FAX
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p.l MAR-0S-2001 14'01 CDI.l.ES 8. THDl"PSON 2146722020 P.02/04 TOALA5£RJET 3200 TOWN OF ADDISON PUBLIC WORKS MithaelE. Murphy,P.E.􀂷􀁔􀁍􀁾􀁄􀀣􀁾􀀬Direl!tor ofPDbJie \Vorb Company: .
Phone: 972/450-2878, F/IX: 􀀹􀀷􀀲􀀯􀀴􀀵􀁏􀀭􀀱􀀸􀁾􀀷􀀠Date:__________ 16801 West&rove No. ofpages (lsieJudlog tover): P.O. Box 9010 Addison, TX 75001·'010 
MRR-05-2001 14:01 COWLES & THOMPSON 2145722020 P.03/04 MAR 02 2001 15:15 TOALASERJET 3200 972't::i02B37 p.2 PVBUC WORKS DEPARTMENT March 5, 2001 Mr. J:D; (Dennls)"Mnrer, Manager-Rllal
􀁅􀁾􀁬􀁡􀁴􀁥􀀠Union Paclrlc Railroad Company Real' Estate Department -1900 Famam street Omaha, Nebraska 69102 Re" 􀁏􀁦􀁦􀁥􀁲􀂷􀁦􀁯􀁲􀂷􀁰􀁵􀁾􀁨􀁡􀁡􀀮􀀠gf·iI·3Za,778.51tsqua"'fvot "Wre"
Tract of 􀁐􀁲􀁯􀁰􀀬􀀬􀀢􀀬􀀧􀁬􀁵􀁾􀀢􀀢􀀠at the W." End of the Addlsun Road/Arapaho Road Inte,..Gtion ne.r the South En.d·crf·the Addison Airport·Runway In Add'sun. Tell.s. [)ear Mr. Miller.
I haYIi'recelyed'andreviewecl yourwntl8n· 8ale'offenlated December 7, 2000 lor􀀤􀀱􀀬􀀶􀀱􀀳􀁾􀀹􀁏􀁏􀀧􀀨􀀤􀀶􀀻􀁏􀁏􀀠per squate foot) ror II 322,779.5S squarv foot hdot land located just
South of the Addison Airport. Alter meeting with the Addison City Council" ram pleased to make the foUowing counter offer: ;;. The Town of Addison will agraeto purchaH an 􀁡􀁰􀁰􀁲􀁯􀁘􀁬􀁭􀀮􀁾4-S·aere
(198,020 aq. ft.) ..... out'oftha'''Wya" tract oflllnd; 􀁦􀁯􀁲􀁬􀁨􀁥􀁰􀁲􀀯􀁾􀂷􀁯􀁲􀁲􀀤􀀴􀀮􀀸􀀵􀀢􀁰􀁵􀁲􀁳􀁱􀁵􀁡􀁲􀁥􀀠root; IDhIling·19$O.897.00. (See attached exhibit). » The TOwn o"Addlson
will eg...e t9 P41rchlle the ...maining approximate 2.91":.acre (128,760 sq. ft.) area out or the ''Wya'' tracl of lind curntntly occupied by rail structure and operating Width; for
IIMrprfce or$2;00'par lquare·foot;· totaling $253;520:00; (SIMnttaahed exhibit). ,. The Town of'Addison will grant· Union P.ciflc a SOoyaar non-excluetve, non·ttlIn....rabl. So. faot
...ement to protect union Pacific'. rail opBrlltiane. Union PacifiC ag_to terminate thi.·...ament-at the end·ortha SO-yaartannor-when'Unlon Paclflc'operatiOftl'C8IH, Whlchell8r aomes
first. ,. Union Paclnc aorea5 to mainlain and ""b. responsible foraU property IOaalilCl within the dellicated ...ements and will iildemnlf)/thG Town of Addl.on a"llnll1: .lIlhlblllty
for operations within those dedicltachasaments; Includlng·envlronmentallasua•• » Track crolsing rlghtf, Including track crostino construction, with all ..fely f.Pi.... (I••••".tea, lighting,
alectrlcal; eeLT at ttle IliwoodILllndmarti: connGction, Ind·traelC ero.,lng conllnlctiDn, with alilafety faaturas (I.G., g.lea, lighting, ale"trk;al. at".) at the two propoll8d'An!peho
road Cf08lllnga.haU·be""tncludechrt part 01 It1e prvposed'purohase amount; (8au attached map for looidloAli)" . 
MAR-05-2001 14:01 COWLES & THOMPSON 2146722020 P.04/04 MAR 02 2001 15:15 TORLRSERJET 3200 1372"1502837 p.3 .' • ): In cOl\lun!:tlon with Uilion paclfl!::'. requutfor ..,dleasamunt$ -'Ong
U. 􀁾...tI'IIc:t, the Town of Adellion (n turn requea Union Paclftc grant the Town of Addleon a non· a.cfuelve easement .ouIItwIl"d'to Spling Vlllley ROlld'on tha Addison Oranch' OI·tll8
Calton Belt Rail Una for the purpoae offldu,.. I;lommuterraJI or nght nII ••rvlce wnlch Ie contemplated'bjI tiM Town of AdeII.on. >" Altnegotlatioll8j' IIglMmentland'compenaation'witM'GND
will betalatru:are' OftlyUnion Paf;ific Railroad Company and be Ingluckld In the purchaa. IImount elated aboN. Iftha above I8Ims a"" IIIJrlIllable, we recommendrelainln; l/1e services
or IJ RegisleJ8d Public I;.el)d Surveyor, acceptable to botn parties. for final determination of the area of land acqul&nlon. IfYOtlhlMl"anyquKtioIlll, plea..con!aCt'/M 􀁡􀀢􀀨􀀹􀀷􀀲􀀩􀀴􀀵􀀱􀀩􀀮􀀷􀀰􀁾
􀀷􀀮􀀠Sln!:lllllly. Ron WI1It&tlslid City IIIantIger Abc:l'I1'I'rents:" I.;ocalll;tn' mapofl1l!'lllllnaid' intetsedionlt TOTAL P,04 
City Manager AttachrIJe1m", 􀁾􀀢􀀢􀀢􀀧􀀧􀀧􀀭􀀧􀀢􀀯􀀮􀁯􀁦􀀠􀁲􀁥􀁦􀁥􀁲􀁾􀀧􀀧􀀧􀀧􀀧􀀧􀀧􀀧􀀧􀀭􀀻􀀻􀁉􀁮􀀻􀀻􀀧􀁴􀁥􀀻􀀻􀀺􀀺􀁲􀁳􀀻􀀻􀀻􀁥􀀻􀀻􀀺􀁣􀁋􀁬􀁴􀁩􀁾􀁮􀀼􀁟􀀭􀀧􀀠.. " . Mr, J,D. (Dennis)
Miller, Manager -Real Estate Union Pacific Railroad Company tIi1, r:l:,v t //... J' 1 Real Estate Department -, 􀁾􀁉􀀠'f /..... -,.l 1800 Farnarn Street Omaha, Nebraska 68102 February
27, 2001 RE: Offer for purchase of 322,779.58 square feet of ''Wye'' Tract Property located at the West End of the Addison Road/Arapaho Road Intersection near the South End of the Addison
Airport Runway in Addison, Texas. Dear Mr. Miller: I have received and reviewed your written sale offer dated Decernber 7,2000 for $1 ,613,900 ($5.00 per square foot) for a 322,779.58
square foot tract of land located just South of the Addison Airport, 􀁾􀁲􀁾􀁥􀁬􀁩􀁾􀁾􀀺􀀬􀁩􀀺􀀺􀁩􀁩􀁪􀁾􀁁􀁊􀀻􀁾􀁥􀁬􀀧􀀱􀀠􀀧􀀶􀀱􀀺􀁾􀁁􀁥􀁉􀁩􀁾􀀻􀀧􀁥􀀠􀁢􀁾􀁾􀁊􀁥􀁉􀁾􀁡􀁫􀁾􀀡􀁬􀁄􀁾􀁾􀁊􀁾􀁪􀁦􀁮􀀻􀁰􀁾􀁑􀁦
􀁦􀁥􀁾􀁏􀀢􀀧􀀭􀁾􀀠AAr » The Town of Addison will agree to purchase the 4.5 acre "WYE" Tract of land for the price of $4.85 per square foot, totaling $950,697.00 » The Town of Addison
will purchase the 2.91 acres (126,760 sq. teet) tract of land that the track and necessary operating width currently occupy, for $2.00 per 􀁳􀁱􀁵􀁡􀁲􀁥􀁾􀁯􀁯, totalip!W>253,519. j I
IIfJlDU y.te-/pt<. 􀀢􀀬􀁉􀀮􀀮􀀬􀁾􀁉􀀭"'" » The Town of Addison will grant Union Pacific a (25 O·foot ease nt to protect its rail 􀁯􀁰􀁥􀁲􀁡􀁴􀁩􀁯􀁾􀁉􀀾􀁏􀀢􀀢􀀠Union pacific agrees to
abandon the (25) 50·foot e ement when rail operations cease. Union • 􀁰􀁡􀁣􀁩􀁦􀁩􀁾􀁾􀀮􀁩􀁉􀁉􀁟􀁾􀁾􀁾􀁴􀁾􀁾􀁾􀁡􀁾􀁲􀁯􀁰􀁥􀁾􀀠located within 2.91 acre area. t:.'! 􀁴􀀺􀁻􀀩􀀨􀀺􀀧􀀧􀀧􀀷􀁾􀀡􀀺􀁪􀀠Track
crossing rights, including track crossing construction, with all safety features (I.e., gates, lighting, electrical, etc.) at the Inwood I Landmark connection, and, track crossing construction,
with all safety features (i.e., gates, lighting, electrical, etc.) at the two proposed Arapaho Road crossings shall be included as part of the proposed purchase amount. (See attached
map for locations) » All negotiations, agreements and compensation with DGNO will be taken care of by Union Pacific Railroad Company and shall be included in the purchase amount stated
above. 􀁾􀁁􀀱􀀧􀁐􀁲􀁯􀀢...{ I!' Vol'" Mt-!? MlE: "70 􀁾􀁾􀀠􀁾􀁾1"'1' U) 1J..(...!?G-􀀨􀀧􀀯􀀻􀁬􀀮􀀬􀀬􀀮􀁪􀁾􀀭􀁲􀁾􀀮􀀧􀀺􀀺􀀺􀁉􀁦􀁬􀀢􀀡􀀬􀀺􀀢􀁴􀁴􀀮􀀮􀀭􀀡􀁾􀀭􀁾􀁾􀀺􀀧􀀺􀀧􀀺􀀢􀀺􀀧􀀺􀀧􀀺􀀧􀀮􀀲􀀮􀀮􀀭􀀭􀀺􀀭�
�If you have any questions, please contact me at (972) 450·7027. IfF(o, :. 􀁾'li!>'r 􀁁􀀮􀀰􀁴􀀾􀀱􀀼􀀻􀀮􀁣􀀬􀁾􀀠Gll"Ci: 􀁾􀁾􀀼􀀺􀁬􀁬􀀮􀀠! !771J(E:S t¥-/Sincerely, ;E4t//' If /J..11J.1
/1f(Ron Whitehea 7... IN􀁾􀁴􀀩􀁴􀀻􀀷􀀧􀁛􀁽􀀠􀂣􀁊􀀮􀀵􀁾􀁔􀀠3. 'tJQ6IJ'7 -zf:w"-i 4. I/IJN􀁾􀀠􀁴􀀻􀀻􀁴􀁴􀀡􀁴􀁵􀀢􀀬􀀯􀁾􀁲􀀻􀀭􀁾􀁥􀀷􀁉􀀱􀀦􀁴􀁲􀀠􀁟􀁾􀁏􀁾􀀬􀀠 􀀭􀀱􀁾􀀭􀀭􀀭􀀭
;'/I/Zal[ .!.(£\tG 􀀡􀁦􀀭􀁩􀁾􀀠􀁾􀁬􀁌􀁊􀀮􀁢􀀧􀁣􀁾􀀠􀀨􀁾􀀠􀁾􀁉􀁇􀁾􀀠gLp q. <!fo.{2..... 􀁏􀁾􀁬􀂢􀀴􀁦􀀱'P' 􀁔􀀺􀀾􀁾􀁉􀁃􀁫􀀮􀀠􀀷􀀷􀀨􀁦􀁴􀁾􀀠itA$. A-\.l 􀀮􀀨􀁾􀀠NUJ!;{ . 􀁌􀁅􀀭􀁾􀁴􀀽􀀧􀀠aN
rb rz.l:> ' . ... .,.. , .. ' .... , . I , ". ,,', . " .", . . ., \" . '., ' :. , r. 
Page 10ft 􀁉􀁜􀀯􀁉􀁪􀁣􀁨􀁡􀁥􀁬􀁬􀁙􀀮􀀧􀁵􀀡􀀮􀁰􀁾􀀮􀁹􀀠c 􀀽􀀽􀀽􀀽􀀽􀀽􀀽􀁾􀀽􀀺􀀽􀀽􀀽􀀽􀀺􀀽􀀽􀁾􀀢􀀢􀀢􀀢􀀧􀀽􀀺􀀽􀀽􀀽􀀺􀀽􀀽􀀽􀀽􀀽􀀽􀁾􀀽􀀽􀀽􀀽􀀮􀀽.. =..=-..=...=-=-.=.-=􀀽􀀽􀀽􀀭􀀬􀀮􀀺􀀮􀁾..
From: Lonnie Blaydes ILBlAYDES@dartorg] Sent: Friday, February 23,200110:58 AM To: mmurphy@ci.addison.lx.us Cc: Janis Seidner Subject: Re: rail crossings Mike: Sorry for taking longer
on this than [ should have. I'd suggest Addison respond by not offering to buy the property under the tracks, or if Addison buys the property under the tracks, do so at a reduced per
square foot price. The reason being that it is encumbered with the existing rail use, which is substantial. You also could offer to pay a reduced value for the land under the track now,
and pay the full value if and When the track is ever abandoned to rail use,On the crossing protection, I suggest Addison offer to put up $300,000.00, to be matched by UP from proceeds from this sale and DART (DARrs contribution is what Addison has already pledged
to DART for improvements as a result of Spectrum Dr.). Ali the pledged $900,000.00 would be spent for grade crossing protection upgrades on the Cotton Belt and the Spur in Addison. For
the three new crossings, Addison needs UP's approval to install the crossings at Addison's expense as part of this transaction. Any DGNO approval, or DGNO alternative track requirements,
should be UP's responsibility, as the current owner of the property. In other words, DGNO is UP's tenant now, and you (Addison) insist that you buy the property with no restrictions
or further payment or arrangements with DGNO. Again, sorry I'm late with this. Lonnie »> <mmurphy@ci.addison.lx.us> 01/3012001 9:39:28 AM »> Lonnie, Have you had a chance to reveiw the
attached. «Union pecific offer jan 2001.doc» Thanks .... Mike Michael E. Murphy, P.E. Director of Public Works Town of Addison (972)450-2878 02/2612001 
_.---_. -----".. ." " 􀁾􀀠Mr. J.D. (Dennis) Miller, Manager"": Real Estate Union Pacific Railroad Company Real Estate Department 1800 Farnam Street Omaha, Nebraska 68102 February 21,2001
RE: Offer for purchase of 322,779.58 square foot "Wye" Track of Property located at the West End of the Addison Road/Arapaho Road Intersection nearthe South End of the Addison Airport
Runway in Addison, Texas. Dear Mr. Miller: I have received'and reviewed your written sale offer dated December 7, 2000 for $1 ,613;900 ($5.00 per square foot) for a 322,779.58 square
foot tract of land located just South of the Addison Airport. After meeting with the Addison City Council I have been authorized to make the following counter offer: » The Town of Addison
will agree to purchase the 322,779.58 square foot "WYE" Track of ' land and grant the requested operating easements for the price of $4.85 per square foot, totaling $1,565,480. » Track
crossing rights, including track crossing construction, with all safety features (i.e., gates, lighting, electrical, ect.) at the Inwood I Landmark connection and the Arapaho Road "wye"
crossings shall be included as part of the proposed purchase amount (See attached map for locations) » Union Pacific will 'maintain all property located within the proposed rail easements.
» All negotiations, agreements and compensation with DGNO will be taken care of by Union Pacific Railroad Company and be included in the purchase amountstated above. If you have any
questions, please contact me at (972) 450-7027. Sincerely. Ron Whitehead City Manager Attachments: Location map of referenced intersections. 
Mr. J.D. (Dennis) Miller, Manager -Real Estate Union Pacific Railroad Company Real Estate Department 1800 Farnam Street Omaha, Nebraska 68102 February 21,2001 RE: Offer for purchase
of 322,779.58 square foot "Wye" Track of Property located at the West End of the Addison Road/Arapaho Road Intersection near the South End of the Addison Airport Runway in Addison, Texas.
Dear Mr. Miller: I have received and reviewed your written sale offer dated December 7,2000 for $1,613,900 ($5.00 per square foot) for a 322,779.58 square foot tract of land located
just South of the Addison Airport. After meeting with the Addison City Council I have been authorized to make the following counter offer: » The Town of Addison will agree to purchase
the 322,n9.58 square foot "WYE" Track of land and grant the requested operating easements for the price of $4.85 per square foot, totaling $1,565,480. » Track crossing rights, including
track crossing construction, with all safety features (i.e., gates, lighting, electrical, ect.) at the Inwood I Landmark connection and the Arapaho "wye" crOSSings shall be included
as part ofthe proposed purchase amount. (see attached map for locations) » Union Pacific will maintain all property located within the proposed rail easements. » All negotiations, agreements
and compensation with DGNO will be taken care of by Union Pacific Railroad Company and be included in the purchase amount stated above. If you have any questions, please contact me at
(972) 450-7027. Sincerely, Ron Whitehead City Manager Attachments: Location map of referenced intersections. 
October 17, 2000 Mr. J. Dennis Miller Real Estate Department Union Pacific Railroad 1800 F amam Street Omaha, NE 68102 Re: Letter of Commitment to Purchase Union Pacific Parcel ±-4.5
Acres Located at West End of the Addison Road/Arapaho Road Intersection, Town of Addison, Dallas County, Texas Dear Mr. Miller: In my letter to you dated August 21, 2000, I advised you
that City Council had authorized me to make an offer for the purchase of the subject property, including all crossing rights. Based on several contributing factors including our desire
to pursue other options please accept letter as notice that we hereby withdraw our offer. We appreciate the time and effort that you have put into this project, and hope that we will
have the opportunity to work with you again in the future. Sincerely, Ron Whitehead City Manager 
21 August 2000 Union Pacific Railroad Real Estate Department 1800 Farnam Street Omaha, Nebraska 68102 ATTENTION DENNIS MILLER, MANAGER-REAL ESTATE RE LETTER OF COMMITMENT TO PURCHASE
UNION PACIFIC RAILROAD PARCEL:!: 4.5 ACRES LOCATED AT WEST END OF THE ADDISON ROAD! ARAPAHO ROAD INTERSECTION, TOWN OF ADDISON, DALLAS COUNTY, TEXAS Dear Mr. Miller: The City Council
has authorized me to make an offer for the purchase ofthe subject property, including all Crossing Rights. In accordance with the appraisal, the Town of Addison will consider paying
the full market value of$950,697. Please inform Pat Haggerty, our Representative, ifthis meets with your approval. Ifso, purchasing approval for the property will be presented to the
City Council 􀁡􀁴􀁾#.... 􀀡􀁥􀁧􀁴􀁬􀁨􀀡􀁉􀁬􀁹􀀢􀀬􀁾􀁁􀁀􀀮􀁨􀀡􀁬􀁥􀁅􀁩􀀠ffi6Gting as TIl9saa:y, 12 Septembel 20(lO, OJ Ttlcsasy, 26 September 􀁾􀀠@' <At" p<;, 􀁦􀀦􀀤􀀱􀁻􀁩􀁩􀀬􀀯􀁾􀀠{):I.-f.t!.
• 
28 July 2000 Union Pacific Railroad Real Estate Department 1800 Farnam Street Omaha, Nebraska 68102 ATTENTION DENNIS MILLER, MANAGER-REAL ESTATE RE LETTER OF COMMITMENT TO PURCHASE UNION
PACIFIC RAILROAD PARCEL + 4.5 ACRES LOCATED AT WEST END OF THE ADDISON ROAD/ARAPAHO ROAD INTERSECTION, TOWN OF ADDISON, DALLAS COUNTY, TEXAS Dear Mr. Miller: Thank you for attending
our meeting regarding land acquisition discussions between the Town of Addison and Union Pacific Railroad. As a result ofthis meeting, the Town hired Hipes & Associates to appraise the
referenced property. On 27 June 2000, the Appraisal was presented to the Addison City Council during an executive session. It is our intent to present this item to the City Council in
August of this year for formal approval to initiate land negotiations with Union Pacific. In the interim, I have attached a copy ofthe Appraisal prepared by Hipes & Associates for your
review. Please note that the appraised value includes crossing rights at both the east and west sides ofthe "y" section ofthe tracks. Also, during our meeting, the topic ofthe Town ofAddison
purchasing the Addison Branch ofthe Union Pacific Line was discussed with the end result being abandonment by Union Pacific and their leaseholder. I would like to confirm the Town's
strong support for pursuing such an opportunity. We look forward to working with you to make this happen. 
Page 2 Dennis Miller Ifyou have any questions, please do not hesitate to contact members ofmy Staff or myself. Sincerely, Ron Whitehead, City Manager Town of Addison Attachment: (1)
Appraisal Report cc: Chris Terry, Assistant City Manager Mike Murphy, Director of Public Works 
) ! /.I#ll;'/...􀀬􀁥􀀧􀁾􀁾􀁾􀀠• OFFIq; OF THE Cl1Y MANAGER (912) 450-1000 • FAX (912) 450::1043 Re: July 14,2000 􀁜􀁾􀀰Ms.OlaL sem ,l,P.O. x 191103 . 􀁾􀀠1\ las, 'IX 75219-8103 .J0"
􀁜􀀬􀁾􀀠\V 1/)\ .t VI' . Ms. Assem: Dep:.t2-My. 􀁖􀁜􀁁􀁊􀁜􀁾􀀠!, l The City Council has authorized me to make an offer for the purchase of your property 􀁾􀀠SUPAl3'er B(')u:lcvaxd. In
accordance with the appmisal, the Town of Addison will consider paying the full market value or 􀁾􀀬􀀧􀀱􀁪􀁏􀀬􀁏􀁏􀁏􀀮􀀠Cj':701"'1 '1 Please inform Pat Haggerty, our representative if
this meets with your approval. If so, purchasing approval for the property will be presented to the City Council at their regularly scheduled meeting on Tuesday, e.W!ust 8,-2600. Sincerely,
Ron Whitehead City Manager RW:mc 
P0201-10-00 10:01AM FROM CAMPBELL COMPANIES i .' 10 July 2000 Union Pooilic Ruilroad Real Estate Department 18UU Farnam Street Omaha, Neb1'll8k.a 68102 II.TIENTION DENNIS MILLER, MANAGER·REAL
ESTATE RE LRTTF.R OF COMMTTMRNT TO PHRCHASR UNION PII.ClFIe RAILROAD PMeEL ±4.S ACRES LOCATED AT Wl:!ST J::ND Of TUH ADDISON ROAD! ARAPAHO ROAD lNTF..RilECTJON, TOWN OF ADDISON. DALLAS
COUNTY. TIDCAS Dear Mr. Miller; Thank you for attending (lUI' m('etinV relr<lrdinll' land 􀁡􀁣􀁱􀁵􀁩􀁾􀁩􀁴􀁩􀁬􀀩􀁮􀀠􀁤􀁩􀁳􀁣􀁵􀁳􀁾􀁩􀁵􀁮􀁳􀀠􀁢􀁾􀁴􀁷􀁥􀁥􀁮􀀠the Town or 􀁁􀁤􀁤􀁩􀁾􀁯􀁮􀀠and
Unilln Pacific Railroad. As uresult ofthia meeting. the Town hired Hipcs &. Associates II) apprllise the referencec!. ,/.. A. 􀁁􀀿􀁾􀀯􀀠propllrly. On 27 June 2000. the: Appruisal was
prllsented to the Addison City Cowloil..; IW.e. IV{during IIIl executive session. It i. Out inbuK tv pzesent this rtem t",1Iie Cit)' council-iR... 􀁾􀁾􀀮􀁾􀀧􀀱􀀧􀁽􀀤􀁦􀁴􀁨􀁪􀀮􀀬􀀠,ea.
􀁉􀁢􀁲􀁾􀁰􀁪􀀾􀀻􀁥􀀡􀀬􀁡􀁜􀀠to iniliateJand 􀁮􀁥􀁾􀁩􀁴􀁨1) 'on I:'Bcifi 􀁦􀁩􀁖􀁬􀀭􀁃􀁯􀀢􀁾􀀠• 􀁾􀀮􀁨􀁩􀀿􀁾􀁾􀀱􀀻􀀠AM M Tn the illterim, I have attached II copy ofthe Appraiscl prcPQrcd
by 􀁊􀁩􀁰􀁥􀁾􀀠Rsociotes lor YQur review. Also. during our nu,"til1\l. the topic 01' the Town ofAddison purchasing the Addison Branoh of!he Union Pacllio Line was discussed with the
end result beins llhanmmmcni by Union Pacif\ClIlld their leaseholder. I wvuld like 10 confirm the Town's Sirons support lor pUl'nuing Huch an llJ'lrortunily. 􀁗􀁾􀀠look Ihrward tel working
with you to make this happen. 
P0307-\0-00 IO:07AM FROM CAMPBELL COMPANIES l-'age2 Dennis Miller !C you have: any questions, please do 1101 hesitate to cuutact me or members of my StBff. Sincerely, Ron Whitohoad.
City Mllnllicr T()wn ofAddisoll AttlIclunenl: (1) AppraisAl Rf..llol'1 cc: 􀁃􀁨􀁲􀁩􀁾􀀠Terry, AssistlUll City Manager Mike Murphy, Director of Publi.: Works 
07-10-00 10:07AM FROM CAMPQELL COMPANIES POI Campbell Company of Dallas, Inc. , 16475 Dallas Parkway, Suite 700 Addison, Texas 75001 Phone: (972)248-8888 Fax: 􀀨􀀹􀀷􀀲􀀩􀀲􀁾􀀸􀀭􀀰􀀲􀀳􀀰􀀠
􀁔􀁏􀀺􀁾􀁾􀁾􀁾􀁾􀁾􀁾􀁾___________________ 􀁆􀁒􀁏􀁍􀀺􀁾􀁾􀁾􀁾􀁾􀁾􀁾􀁾􀁾______________ FAX NUMBER: -+9'-A'I"'-#;2:..:-=-7':+-o.""C.....<2=-....?:;......wK....:;5';..../----SUBJE!Zf: __________________�
�􀀭􀀭􀁟􀀠\ Pages 􀁩􀁬􀁬􀁥􀁬􀁬􀁬􀁤􀁩􀁾􀁧􀀠cover p,ngc: ___ .... .:., . Commcnts____________________________ Iryou cxpr.ricncil any dirtielllty in receiving this fAX, please call (972)248-8888

HP LaserJ et 3100 dEND CONFIRMATION REPORT for Printer/Fax/Copier/Scanner TOWN OF ADDISON 9724502837 JUl-11-00 3:15PM Job Start Time Usage Phone Number or ID Type Pages Mode Status 246
7/11 3: 14PM 1 '12" 7043 ................ ............... Send .............. 4/4 EC 96 Completed ....................... .......... . .... Total 1 '12" Pages Sent: 4 Pages Pr1nted:
0 TOWN OF ADDIsoN PUBLIC WoRKS To: IYiIO.-.d From: I-A1'i. 􀁍􀁶􀀢􀁦􀁾􀀠. Company:.,-______ PhODO: 9721450-:,.,.,;;-__ J;'AX: 9721450-2837 J;'AXiI: 7tH?" 16801 We.dgrove Dat.:.________
P.O. Box 9010 Addison, TX 75001-9010, II oCpages (including 􀁣􀁯􀁶􀁥􀁲􀁊􀀺􀁾􀀠 (lo--, f>.􀁾􀁔H. U,;t) He Br i¥""""-"', 's i"()yJI1 MM.􀁾􀀠ov-111,< 􀀢􀀧􀀢􀀢􀀬􀁉􀁾􀀬􀀬􀀠􀁉􀀢􀀧􀁾􀀧􀀠 􀁾􀀠

TOWN OF ADDIsoN PUBLIC WORKS To: 􀁲􀁾􀁉􀁃􀁉􀁾􀀠From: r..-A \'it: /\4UPP, .. Company:________ Phone: 972/450-____ FAX: 972/450-2837 FAX#: 7043 16801 Westgrove . Date:_________ P.O. Box
9010 Addison, TX 75001-9010\ # ofpages (including cover): -4 􀁾􀁜􀀠(11TH-UICT) Ht; Prc 􀁾􀀨􀀬􀀮􀀭􀁫􀁡􀁌􀁁􀁜􀀠's ('Q)vVl VItIJ-y\.+; ov:---􀀨􀁬􀁾􀀠\2 /it \ 􀁾􀀱􀀶􀀭􀁢􀀠I􀁾􀀨􀀠c.'"E"\2.,.
, 
--OFFICE OF THE CITY MANAGER (972)450-7000' FAX (972) 450-7043 PQSt Office Box 9010 Addison, Texas 75001-9010 53()O Belt Line Rood Union Pacific Railroad Real Estatc Department 1800
Farnam Street Omaha, Nebraska 68102 ATTENTION DENNIS MILLER, MANAGER-REAL ESTATE RE LETTER OF COMMITMENT TO PURCHASE UNION PACIFIC RAILROAD PARCEL ±4.5 ACRES LOCATED AT WEST END OF THE
ADDISON ROAD! ARAPAHO ROAD INTERSECTION, TOWN OF ADDISON, DALLAS COUNTY, TEXAS Dear Mr. Miller: Thank you for attending our meeting regarding land acquisition discussions between tbe
Town of Addison and Union Pacific Railroad. Also, during our meeting, the topic ofthe Tov.'U of Addison purchasing the Addison Branch ofthe Union Pacific l,ine was discussed with the
end result being abandonment by Union Pacific and their leaseholder. I would like to confirm the Town's strong support for pursuing such an opportunity. We look forward to working with
you to make this happen. 􀁾􀁳􀀠disClJssed in mIt megting;;vie ;:;:ill begift the pi=@limiiRaryappraisal process to valuate the rights sf ha) Iti000g this cOlTidOl. 
OFFICE OF TilE CITY MANAGER (972)450-7000' FAX (972) 450-7043 Post Offiei! Box 9010 Addison. Texas i5001--9010 5300 Belt Line Road 􀀯􀁾􀀠Union Pacific Railroad Real Estate Department
1800 Farnam Street Omaha, Nebraska 68102 ATTENTION DENNIS MILLER, MANAGER·REAL ESTATE RE LETTER OF COMMITMENT TO PURCHASE UNION PACIFIC RAILROAD PARCEL ±4.5 ACRES LOCATED AT WEST END
OF TIlE ADDISON ROADI ARAPAHO ROAD INTERSECTION, TOWN OF ADDISON, DALLAS COUNTY, TEXAS Dear Mr. Miller: Thank you for attending our meeting regarding land acquisition discussions between
the Town ofAddison and Union Pacific Railroad. As a result ofthis meeting, please consider this as the Letter ofCommitment from the Town ofAddison to acquire the referenced property
from Union Pacific S. Based on the attached Appraisal prepared by Hipes and Associates, our propose offer s for $4.85 per square foot or approximately $950,697.00 for a 4.5 acre tract.
ur meetin the to ic ofthe Town ofAddison purchasing the Addison . e as discussed with the end result being abandonment by Union Pacific and . leaseholder. I would like to coufirm the
Town's strong support for issue. We look forward to working with you to 􀁭􀁡􀁫􀁥􀀭􀁴􀁨􀁩􀁳􀀭􀁨􀁡􀁰􀁾􀀠􀁾􀀺􀀽􀁾􀀻􀁮􀁾􀁾􀁾􀁟􀁾􀁬􀁢􀁦􀁾􀀺􀁾􀁐􀁉􀁾􀀡􀀱􀀢􀁾􀁾\ .􀁾􀀺􀀻􀀻􀀺􀁡􀁲􀀩􀀧􀀠010,( .
I 􀁉􀁾􀁲􀁾􀀡􀀩􀀠c -