Brakes Motor cars Motor control Car illumination Car heating Fans Service cars, etc. Cleaning devices SECTION NO. 41. All cars shall be equipped with approved brakes and draft rigging, with special provisions for the stopping of the trains in emergencies without damage to any part of the Equipment. Suitable devices shall be applied to all motor cars which will automatically apply the brakes and bring the train to a stop in the shortest possible distance, in the event of the train passing a danger signal or in the event of an accident to the motorman. SECTION NO. 42. The electrical equipment of the cars shall preferably be such that all cars are motor cars; other systems of operation may, however, be submitted to the Commission for approval, but in any event shall have sufficient motor equipment to operate the schedules as herein before provided. SECTION No. 43. The equipment for the control of the motors shall be of an approved automatic type, giving a smooth acceleration, and shall be provided with the necessary safety devices. SECTION No. 44. All passenger cars shall be lighted by an approved system of electric lighting, so arranged and of such candle power, that the illumination shall not be less than three (3) foot-candles, at a height of three (3) feet six (6) inches above the floor, when the line voltage is 85 per cent of the sub-station voltage. An approved method of emergency lighting shall be provided, to be used in case of failure of the power lines from which the regular lighting is supplied. SECTION No. 45. All passenger cars shall be heated by electricity or other approved means. The heaters for this purpose shall be so arranged and connected that the heat shall be evenly distributed throughout the car and sufficient heat shall be provided to maintain the cars at a temperature of not less than forty (40) degrees F. under any conditions of outside air. Heaters shall be divided into not less than three graduations and no exposed parts of the heaters shall attain a temperature in regular operation liable to injure the clothing of the passengers. SECTION NO. 46. All cars shall be provided with fans and other devices for obtaining a movement of the air and ventilation as may be deemed necessary by the Commission. SECTION NO. 47. Service cars, and other rolling stock required for the operation of the road shall be provided complete as a part of Equipment. SECTION NO. 48. Vacuum or other approved cleaning devices for the purpose of cleaning the subway throughout shall be provided. PART THIRD THE LEASE CHAPTER I LENGTH OF TERM, ETC. Lease of Railroad and Equip ARTICLE XLVII. The City hereby leases the Railroad and the Equipment to the Lessee, for operation in conjunction with the Existing Railroads and Existing Equipment for a single fare. The Lease shall be for a term ment beginning on the first day of January, 1917, and expiring at midnight on When Lease the thirty-first day of December, 1965; subject, however, to earlier termina- begins tion as hereinafter provided. Provided, however, that if the completion Proviso of the Seventh Avenue branch and of Subdivision I of the Lexington Avenue branch and of the portion of Subdivision II of the Lexington Avenue branch necessary to afford a connection with the Existing Railroads in 149th Street between Walton and Mott Avenues to a condition susceptible of operation, shall, by reason of strikes, injunctions or other causes beyond the control of the Lessee, be delayed beyond the first day of January, 1917, the Lessee, if not instigating such strikes or if not instigating or being responsible for such suits for injunctions or such other causes of delay, shall be entitled to an extension of time for the commencement of operation and Extension for the expiration of the Lease equal to the period between the first day of of time January, 1917, and the date when such portions of the Railroad are actually ready for operation. At the end of the said term or at the earlier termination thereof as At end of hereinafter provided, the Lessee shall surrender possession of the Railroad term, etc. and the Equipment to the City or to a new lessee as hereinafter provided. Synchroniz ing of exist ing leases Rentals ARTICLE XLVIII. The original term of the lease of the portion of the Existing Railroads constructed under Contract No. 1 which now expires on October 27, 1954, and the original term of the lease of the portion of the Existing Railroads constructed under Contract No. 2 which now expires on May 1, 1943, are hereby modified and extended until midnight of December 31, 1965, (or until such later date to which the Lease of the Railroad may be extended as provided in Article XLVII) so that the leases of the Existing Railroads shall expire co-temporaneously with the Lease of the Railroad. The rentals to be paid by the Lessee for such extended original terms shall be as provided in this Article and in paragraph 1 (a) of Article XLIX. Such leases of the Existing Railroads shall not, however, be subject to termination by notice except as portions thereof may be taken over in substitution for the Seventh Avenue Branch, or the Lexington Avenue Branch, all as hereinafter provided under Chapter VI. In consideration of such extension of such original terms, the Lessee expressly waives, and releases Abrogation of renewals the City from, all rights to the renewal terms provided for in Contract No. 1 and Contract No. 2 and such renewal terms are hereby in their entirety cancelled and abrogated. Such abrogation of such renewal terms shall remain in full force and unaffected by any termination of the lease of the Railroad, it being understood and agreed that the extension of such original terms in and of itself is sufficient consideration to the Lessee for the cancellation and abrogation of such renewal terms. Additional Pooling of receipts "Revenue " Deductions from rev enue Rentals under Con tracts Nos. 1 and 2 Other rentals Taxes, exc The Lessee shall also pay, so long as the Existing Railroads are operated in conjunction with the Railroad under the Lease, as additional rental under Contract No. 1 and Contract No. 2 (and Contract No. 1 and Contract No. 2 are hereby modified in such respect) an amount equal to oneeighth of one percentum (% of 1%) upon all bonds issued by the City since January 1, 1910, or hereafter issued up to the date of the beginning of the Lease for the purposes of construction under Contract No. 1 and Contract No. 2. All such additional rental paid by the Lessee between the date of this contract and the date of the beginning of the Lease shall be deducted from the revenue for the first year of operation under the Lease prior to the deductions to be made as provided in paragraph 2 of Article XLIX. CHAPTER II RENTAL ARTICLE XLIX. In consideration of the operation of the Railroad and the Existing Railroads in conjunction with each other for a single fare and of the contribution by the Lessee to or toward the cost of construction of the Railroad as aforesaid and in further consideration of the covenants and agreements by the Lessee to modify the term or terms of Contract No. 1 and Contract No. 2, upon the commencement of operation of the portions of the Railroad specified in Article XLVII, the gross receipts from whatever source derived directly or indirectly by the Lessee or on its behalf in any manner from, out of or in connection with the operation of the Railroad and the Existing Railroads (hereinafter referred to as the "revenue") shall be combined during the term of this contract and the City shall receive for the use of the Railroad at the intervals provided a specified part or proportion of the income, earnings or profits of the Railroad and the Existing Railroads. The amount of such income, earnings and profits shall be determined as follows: From the revenue the Lessee shall at the end of each quarter year ending December 31, March 31, June 30 and September 30 deduct in the order named: 1 (a) The rentals required to be paid to the City under Contract No. 1 and Contract No. 2 for the Existing Railroads in the amount payable when the term of the Lease begins. Such rentals shall be paid to the City for the full modified term of the leases of the Existing Railroads, as rentals, irrespective of the amortization or refunding of any bonds issued by the City to provide means for the construction of the Existing Railroads. (b) Such rentals, actually and necessarily payable by the Lessee for the use of other property in connection with the Railroad and the Existing Railroads, under contracts or leases approved by the Commission, as are not included in operating expenses in the accounting system prescribed by the Commission. 2 Taxes, if any, upon property actually and necessarily used by the Lessee in the operation of the Railroad and the Existing Railroads, together with all taxes or other governmental charges of every description (whether on physical property, stock or securities, corporate or other franchises, or otherwise) assessed or which may hereafter be assessed against the Lessee in connection with or incident to the operation of the Railroad and the Existing Railroads. Also such assessments for benefits as are not properly Operating chargeable to cost of construction or cost of equipment. expenses 3 All expenses, exclusive of maintenance, actually and necessarily incurred Mainteby the Lessee in the operation of the Railroad and the Existing Railroads. 4. An amount equal to twelve per centum (12%) of the revenue for the maintenance, exclusive of depreciation, of the Railroads, the Equipment, the Existing Railroads and the Existing Equipment. Such maintenance shall include the repair and replacement of tracks and also parts of continuous construction and parts of equipment units, but shall not include the replacement of any of the principal parts of the railroad structure and equipment, as such principal parts are from time to time specified and defined by the Commission. If, in any quarter year, such maintenance shall cost less than twelve per centum (12%) of the revenue, the unexpended balance shall be transferred to the depreciation funds provided for in paragraph 5 of this article; and if in any quarter year such maintenance shall cost more than such twelve per centum (12%) of the revenue, an amount equal to the excess may be withdrawn from or charged to such depreciation funds and applied to such maintenance. nance tion 5 For the first year of operation under the Lease an amount equal to Depreciation five per centum (5%) of the revenue for depreciation of such portions of the Railroad and the Equipment and the Existing Railroads and the Existing Equipment as are not repaired or replaced through the expenditures for maintenance provided for in paragraph 4 of this article. Prior to the beginning of the Lease the Commission and the Lessee shall agree upon the classification of such five per centum (5%) to accord with its division into Classificathe depreciation funds hereinafter in this article provided for. If prior to the beginning of the Lease the Commission and the Lessee are unable to agree upon such classification, the same shall be determined by arbitration or by the court. Within thirty (30) days after the thirtieth day of June following the beginning of the Lease and annually thereafter the Commission and the Lessee shall determine the classification and amount of depreciation, and excess maintenance not covered by the amount set aside under paragraph 4 of this Article, during the preceding fiscal year, and the deduction for such year shall thereupon be adjusted to conform with such determination. If within such period the Commission and the Lessee are unable to agree upon the classification and amount of depreciation during the preceding fiscal year, the amount thereof shall thereupon be determined by arbitration or by the court. The said five per centum (5%) for the first year of operation and the amount determined as hereinbefore provided for future years shall be divided in accordance with such classification and paid into three depreciation funds. The first of such funds shall be known as Three dethe "Depreciation Fund for the Railroad and Equipment," the second of preciation such funds shall be known as the "Depreciation Fund for Existing Railroads" and the third of such funds shall be known as the "Depreciation Fund for Existing Equipment." If necessary the maintenance fund provided for in paragraph 4 of this Article shall be similarly divided in accordance with the same procedure as hereinbefore outlined for the depreciation funds. Such funds shall be further divided from time to time as may be necessary. Such funds shall be in the charge of and under the control and direction of funds To cover replacements of principal parts, etc. Payments from funds Salvage, etc. Interest Records Upon expiration or termination Existing income the Depreciation Fund Board. The cost of all replacements of the principal parts (as such principal parts are from time to time specified and defined by the Commission) of the Railroad and Equipment and of the Existing Railroads and Existing Equipment due either to wear and tear or to obsolescence, inadequacy or age and also any excess in the cost of maintenance as provided in paragraph 4 of this article shall be paid from the appropriate fund. When any principal part of the Railroad or the Equipment or the Existing Railroads or the Existing Equipment is retired or withdrawn from service, an amount equal to its cost shall be withdrawn from the appropriate fund and expended on new construction or new equip ment. Any new equipment thus acquired to replace any part of the Existing Equipment shall be deemed to have been acquired and supplied by the Lessee under the provisions of Contract No. 1 or Contract No. 2; and nothing in this Article or elsewhere in this contract contained shall be construed as a waiver or modification of the City's obligation thereunder to buy, at the expiration of the modified terms thereof, the Existing Equipment in accordance with the provisions of Contracts Nos. 1 and 2. Any salvage or proceeds on parts so retired or withdrawn shall be paid into the appropriate fund. Any amounts in such funds not currently needed for the purposes herein specified shall be securely invested and reinvested by the Depreciation Fund Board and all interest and profits accruing thereon shall be returned to the revenue. The Depreciation Fund Board shall have the right to sell investments to meet current needs and for purposes of reinvestment. A permanent record of the depreciation of each class of construction and equipment of the Railroad and the Existing Railroads (as such classes are from time to time defined or specified by the Commission) shall be kept by the Lessee in the form prescribed from time to time by the Commission. At the expiration of the term of the Lease, or upon earlier termination as hereinafter provided, any amount in the Depreciation Fund for the Railroad and Equipment shall be paid to the City or to a new lessee as may be directed by the Commission. In case of the termination of the Lease, pursuant to notice, as to all of the Railroad, any amount in the Depreciation Fund for Existing Railroads and any amount in the Depreciation Fund for Existing Equipment shall be paid to the Lessee. At the expiration of the term of the Lease any amount in the Depreciation Fund for Existing Railroads shall be paid to the City and any amount in the Depreciation Fund for Existing Equipment shall be paid to the Lessee. In case the City shall terminate the contract as to a specified portion or portions of the Railroad as hereinafter provided, the Commission and the Lessee shall determine what proportion of the first of such funds shall then be paid over to the City or to a new lessee on account of depreciation of the specified portion (including the Equipment thereof) as to which the contract is so terminated and in case of their failure to agree upon such amount the same shall be determined by arbitration or by the court. 6 One-quarter (4) of the sum of six million three hundred and thirtyfive thousand ($6,335,000) dollars to be retained by the Lessee for each quarter year of the term of the Lease as representing the average annual income from the operation of the Existing Railroads. |