As part of a pending acquisition of Kansas City Southern Railway by Canadian Pacific Railway Company ("CP"), CP proactively began negotiations with the City of Davenport to make a community investment in Davenport to help with any issues that may arise from an increase in rail traffic. The investment takes the form of an $8,000,000 payment to the City to be used as the City determines best, with an additional $2,000,000 project specific payment for a total of $10,000,000. The discretionary $8,000,000 will likely fund infrastructure related to rail/pedestrian/vehicle/noise concerns such as establishing a quiet zone from approximately Mound Street to Marquette Street among a range of other projects. The $2,000,000 payment represents a financial commitment by CP to creating a grade separation at South Concord in the vicinity of the Water Pollution Control Plant and West River Drive, so vehicle, bicycle and pedestrian traffic can move independently of rail traffic. The payment is contingent upon the City securing additional grant funding for the project. In an addition to the financial commitment our partners at CP are committed to assisting us in our efforts to obtain federal money, for this grade separation project.

The City and CP have developed a good working relationship over the past several years and that is borne out by this agreement and CP's commitment to investing in our community and being willing to proactively address some potential concerns that may arise from their pending acquisition. The City acknowledges that CP's investment is substantially more than what the Surface Transportation Board ('STB") would require of CP, so the City will not seek any mitigation before the STB related to CP's pending acquisition.