AGENDA REPORT
Meeting Date: December 13, 2022
Item Number:
To: Honorable Mayor & City Council
From: Logan Phillippo, Real Property Development Manager Jonathan Gernes, Management Analyst
Subject: APPROVAL OF CONSENT TO SUBLEASE AMENDMENT BY AND
AMONG THE CITY OF BEVERLY HILLS, AS LANDLORD, NEW
CINGULAR WIRELESS PCS, LLC, AS TENANT, AND LOS ANGELES
SMSA LIMITED PARTNERSHIP DOING BUSINESS AS VERIZON
WIRELESS, AS SUBTENANT, AT 1100 COLDWATER CANYON
DRIVE
Attachments: 1. Consent to Sublease Amendment
RECOMMENDATION
Staff recommends City Council approve the Consent to Sublease Amendment by and among the City of Beverly Hills, as Landlord, New Cingular Wireless PCS, LLC, As Tenant (“AT&T”), and Los Angeles SMSA Limited Partnership doing business as Verizon Wireless (“Verizon”), as Subtenant, at 1100 Coldwater Canyon Drive.
INTRODUCTION
Verizon has requested to amend their current sublease agreement with AT&T at 1100 Coldwater Canyon Drive, on Fire Station 2 property, to modify Verizon’s antenna equipment on an existing faux pine tree. Pursuant to the existing lease with AT&T, the City, as Landlord, must first consent to all amendments between the Tenant (AT&T) and Subtenant (Verizon).
DISCUSSION
The City leases a portion of the property at 1100 Coldwater Canyon Drive to AT&T for a wireless telecommunications antenna located on an existing 75-feet-high faux pine tree (the “mono-pine”) and other ancillary equipment. In 2019, AT&T subleased a portion of the mono-pine to Verizon so that both telecommunications service providers could collocate their equipment on the same pole. The City approved this sublease arrangement D-11
Meeting Date: December 13, 2022
in June 2019. The City subsequently approved Consent to Sublease Amendments in November 2020 that modified the location of Verizon’s antennas along the mono-pine, correcting the height to 48 feet.
AT&T and Verizon now desire to amend the sublease agreement to modify the proposed antenna equipment along the mono-pine. Verizon’s existing proposed equipment list includes for twelve antennas of the same size at the 48-feet mark along the mono-pine.
The new proposed antenna equipment consists of nine antennas of varying size, though not exceeding the length of the currently approved antennas, at the same 48-feet mark.
There is no change to the existing height of the mono-pine. The requirement for all appurtenances to be painted green with pine socks installed to match the existing monopine remains in effect.
FISCAL IMPACT
There is no fiscal impact or request for funding at this time. AT&T currently pays, and will continue to pay, $4,825.42 per month for use of the site through the end of the lease term in 2037, subject to annual increases based on the Consumer Price Index.
Gabriella Yap,
Deputy City Manager
Approved By
Attachment 1
CONSENT TO SUBLEASE AMENDMENT (THIRD AMENDMENT TO “SUPPLEMENT”) The CITY OF BEVERLY HILLS (“Landlord”), as landlord under that certain LEASE FOR INSTALLATION AND USE OF TELECOMMUNICATIONS ANTENI.JAS SUPPORTING EQUIPMENT dated November 15, 2011 (the “Lease”) entered into by between said Landlord and NEW CINGULAR WIRELESS PCS, LLC, as tenant (‘Tenant”), having previously consented to that certain “Supplement” between Tenant, as sublandlord, and LOS ANGELES SMSA LIMITED PARTNERSHIP*
, a California limited partnership dba Verizon Wireless , as subtenant (“Subtenant”), and having also previously consented to a First Amendment to Supplement and a Second Amendment to Supplement, now consents, subject to and specifically conditioned upon the following terms and conditions, to that certain Third Amendment to Supplement, a copy of which is attached hereto asExhibit “A” (the “Sublease Amendment”).
Any capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Lease. The term “Sublease” shall mean the Supplement as amended by the three amendments referred to above.
It is understood and agreed as follows:
1. No Release. This Consent to Sublease Amendment shall in no way release the Tenant or any person or entity claiming by, through or under Tenant, including Subtenant, from any of itscovenants, agreements, liabilities and duties under the Lease (including, without limitation, allduties to cause and keep Landlord and others named or referred to in the Lease fully insured and indemnified with respect to any acts or omissions of Subtenant or its agents, employees orinvitees or other matters arising by reason of the Sublease or Subtenant’s use or occupancy of the subleased premises), as the same may be amended from time to time, without respect to any provision to the contrary in the Sublease.
2. Specific Provisions of Lease and Sublease. This Consent to Sublease Amendment does not constitute approval by Landlord of any of the provisions of the Sublease Amendment (butshall constitute Landlord approval, in its proprietary capacity only, of the improvements specifically described therein, subject to all applicable laws and the obtaining of all applicablegovernmental approvals and permits); nor shall the same be construed to amend the Lease inany respect, any purported modifications in the Sublease Amendment being solely for thepurpose of setting forth the rights and obligations as between Tenant and Subtenant, but notbinding Landlord.
3. Further Amendments of Sublease. Tenant and Subtenant shall not further amend in any respect the Sublease without the prior written approval of Landlord, such consent not to be unreasonably withheld, conditioned, or delayed. In no event shall any such further amendment affect or modify or be deemed to affect or modify the Lease in any respect.
4. Limited Consent. This Consent to Sublease Amendments does not and shall not be construed or implied to be a consent to any other matter for which Landlord’s consent is required under the Lease, including, without limitation, any alterations not described in the Sublease Amendment and for which Landlord’s consent is required. —1—
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5. Tenant’s Continuing Liability. Tenant shall be liable to Landlord for any default under the Lease, whether such default is caused by Tenant or Subtenant or anyone claiming by or through either Tenant or Subtenant, but the foregoing shall not be deemed to restrict or diminish any right which Landlord may have against Subtenant pursuant to the Lease, or in law or in equity for violation of the Lease or otherwise, including, without limitation, the right to enjoin or otherwise restrain any violation ofthe Lease by Subtenant.
6. Acceptance by Tenant and Subtenant. Tenant and Subtenant understand and acknowledge that Landlord has agreed to execute this Consent to Sublease Amendments based upon Tenant’s and Subtenant’s acknowledgement and acceptance of the terms and conditions hereof.
7. Subordination. The Sublease, as amended, is, in all respects, subject and subordinate to the Lease, as the same may be amended. Furthermore, in the case of any conflict between the provisions of this Consent to Sublease Amendment or the Lease and the provisions of the Sublease, as amended, the provisions of this Consent to Sublease Amendment or the Lease, as the case may be, shall prevail over the terms of the Sublease, as amended. Subtenant hereby represents and warrants that it has reviewed the Lease and is familiar with the terms hereof.
8. Termination of Lease. If at any time prior to the expiration ofthe term ofthe Sublease, as amended the Lease shall terminate or be terminated for any reason (or Tenant’s right to possession shall terminate without termination of the Lease), the Sublease, as amended shall simultaneouslyterminate. However, Subtenant agrees, at the election and upon written demand of Landlord, and not otherwise, to attorn to Landlord for the remainder of the term ofthe Sublease, as amended, such attorruTlent to be upon all of the terms and conditions of the Lease, except that the rent set forth in the Sublease shall be substituted for the rent set forth in the Lease (and shall be paid directly to Landlord) and Landlord will not (i) be liable for any previous act or omission of Tenant under suchsublease (except for ongoing, curable Tenant defaults that Landlord does not cure within a reasonable period of time, which shall be at least 30 days after Subtenant gives written notice of the default), (ii) be subject to any defense or offset previously accrued in favor of Subtenant against Tenant, or (iii) be bound by any previous modification of the Sublease made without Landlord’s written consent, or by any previous prepayment by Subtenant of more than one month’s rent.The foregoing provisions of this paragraph shall apply notwithstanding that, as a matter of law, the Sublease may otherwise terminate upon the termination of the Lease and shall be self operative upon such written demand of the Landlord, and no further instrument shall be required to give effect to said provisions. Upon the demand of Landlord, however, Subtenant agrees to execute, from time to time, documents in confirmation of the foregoing provisions of thisparagraph satisfactory to Landlord in which Subtenant shall acknowledge such attornment and shall set forth the terms and conditions of its tenancy. Nothing contained in this paragraph shall be construed to impair or modify any right otherwise exercisable by the Landlord, whether under the Lease, any other agreement or in law.
9. Services. Tenant hereby agrees that Landlord may furnish to the leased premises services requested by Subtenant other than or in addition to those to be provided under the Lease, and bill the Subtenantdirectly for such services for the convenience of and without notice to Tenant. Subtenant hereby agrees to pay Landlord all amounts which may become due for such services on the due dates therefor. If Subtenant shall fail to do so, however, Tenant agrees to pay such amounts to Landlord upon demand as additional rent under the Lease, and the failure to pay the same upon demand shall -2-
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be a payment default under the Lease.
10. No Waiver; No Privity. Nothing herein contained shall be deemed a waiver of any of the Landlord’s rights under the Lease. In no event, however, shall Landlord be deemed to be in privity of contract with Subtenant or owe any obligation or duty to Subtenant under the Lease orotherwise, any duties of Landlord under the Lease being in favor of, for the benefit of and enforceable solely by Tenant.
11. Notices. Subtenant agrees to promptly deliver a copy to Landlord of all notices of default and all other notices sent to Tenant under the Sublease, and Tenant agrees to promptly deliver a copy to Landlord of all such notices sent to Subtenant under the Sublease. All copies of anysuch notices shall be addressed and delivered to Landlord in accordance with the terms of the Lease.
12. Reservation of Rights. This Consent to Sublease Amendment shall be deemed limited solely to the Sublease Amendment, and Landlord reserves the right to consent or to withhold consent and all other rights under the Lease with respect to any other matters including, without limitation, any proposed alterations not described in the Sublease Amendment, and any further or additional subleases, assignments or transfers of the Lease or any interest therein, or a sub-sublease or anyassignment of the Sublease, or any further amendment of the Sublease. Landlord also reserves all of its rights and powers in its governmental capacity.
13. Counterparts. This Consent to Sublease Amendment may be executed in counterparts.
Dated:
________________,
2022
TENANT:
NEW CINGULAR WIRELESS PCS, LLC
By: AT&T Mobility Corporation,
Manager
\C0
By: ADAM GILL (Sep 1, 2022 10:09 EDT>
Adam GillDirector-Network
SUBTENANT:LOS ANGELES SMSA LIMITEDPARTNERSHIP, a California limited partnership dba Verizon Wireless
By: AirTouch Cellular, Inc.,,
its general partner
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Print Na ,e: Mit14I 1e 39-cu)v
Title: a
LANDLORD:
CITY OF BEVERLY HILLS,a municipal corporationBy:
Liii Bosse, Mayor
ATTEST:
(Seal)
HUMA AHMED,
City ClerkAPPROVED AS TO FORM:LAWRENCE WIENER,
City Attorney
APPROVED AS TO CONTENT:
GEORGE CHAVEZ,
City Manager
-4-
B0785-000 1\2647807v 1 .doc
EXHIBIT “A”
COPY OF SUBLEASE AMENDMENT
(Attached.)
B0785-0001\2647807v1 .doc
DocuSign Envelope ID: 66343AE0-2009-4DE2-A747-A1 6373AFFA1 D Lessor Site ID: 10151911 / EL0465-91 Fire StationLessee Site ID: Coidwater
THIRD AMENDMENT TO SUPPLEMENT
THIS THIRD AMENDMENT TO SUPPLEMENT (“Third Amendment”), dated as of the latter of the signature dates below, is by and between New Cingular Wireless PCS, LLC, a Delaware limitedliability company, having a mailing address of 1025 Lenox Park Blvd. NE, 3id Floor, Atlanta, Georgia30319 (hereinafter referred to as “Lessor”) and Los Angeles SMSA Limited Partnership, a Californialimited partnership dlb/a Verizon Wireless, with offices located at One Verizon Way, Mailstop 4AW 100, Basking Ridge, New Jersey 07920 (hereinafter referred to as “Lessee”).
WHEREAS, Lessor and Lessee entered into a Supplement dated May 1, 2019, as amended by that First Amendment to Supplement dated April 30, 2020, as further amended by that SecondAmendment to Supplement dated October 26, 2020, whereby Lessor leased to Lessee certain Premises,therein described, on a portion of the Property located at 1100 Coldwater Canyon, Beverly Hills, LosAngeles County, California (collectively the “Supplement”); and WHEREAS, Lessor and Lessee desire to amend the Supplement to allow Lessee to modify Lessee’s existing communications equipment; and
WHEREAS, Lessor and Lessee, in their mutual interest, wish to amend the Supplement as set forth below accordingly.
NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee agree as follows:
1. Equipment. Effective upon issuance of a Notice to Proceed, Lessor consents to Lessee’s modification of Lessee’s equipment as set forth in Exhibit 1-B attached hereto. Exhibit 1-A to the Supplement is hereby deleted in its entirety and replaced with Exhibit 1-B. Exhibit 1-B shows the only equipment that may be installed under the terms and conditions of the Supplement, as amended by thisThird Amendment.
2. Other Terms and Conditions Remain. In the event of any inconsistencies between the Supplement and this Third Amendment, the terms of this Third Amendment shall control. Except as expressly set forth in this Third Amendment, the Supplement otherwise is unmodified and remains in full force and effect. Each reference in the Supplement to itself shall be deemed also to refer to this Third Amendment.
3. Capitalized Terms. All capitalized terms used but not defined herein shall have the same meanings as defined in the Supplement.
REMAINDER OF PAGE INTENTIONALLY BLANK
SIGNATURE PAGE TO FOLLOW
DocuSign Envelope ID: 66343AE0-2009-4DE2-A747-A1 6373AFFA1 D Lessor Site ID: 10151911 / EL0465-91 Fire Station
Lessee Site ID: Coldwater
IN WITNESS WHEREOF, the parties have caused their properly authorized representatives to execute and seal this Third Amendment on the dates set forth below.
LESSOR:
New Cingular Wireless PCS, LLC
By: AT&T Mobility Corporation
Its: Manager
Witness: :Ls,,19.2o22o7:5sT By:
Name:
__________________________
Name: Adam Gill
Title: Director -Network
Witness: IH:iO,C12*S Date: May 18, 2022
Name:
_________________________________
LESSEE:
Los Angeles SMSA Limited Partnership,
a California limited partnership dlb/a
Verizon Wireless
.—DocuSigned by: By: AirTouch Cellular IflC.___oocusigned by: I Its: General Partner Witness. Lpr25RrhRw47 By: And res Mptzki fl —9TOD4E393O9$18 Name: Fe Ii pe Marti nez Name:
_____________________________
Title: Sr Manager—RE/Regulatory .-DocuSigned by:
Witness: f Date: May 12, 2022
486E810CA9AF469 Name:________________________________________ Giovanni Flores
DocuSign Envelope ID: 66343AE0-2009-4DE2-A747-A1 6373AFFA1 D Lessor Site ID: 10151911 / EL0465-91 Fire StationLessee Site ID: Coidwater EXHIBIT 1-B
Proposed Equipment is defined below and Plans and specifications are attached hereto.
Number of Antennas:Antenna Manufacturer and Type-Number:Weight and Dimension of Antenna(s) (Lx W x D):MW Dish diameter and approved RAD Center:
Number of Transmission Lines:
Diameter of Transmission Line:
Location of Antenna(s) on Tower (Approved RAD Center):
Direction of Radiation (Azimuth):Dimensions of LESSEE Ground Space:
Frequencies (MHz)/Max. Power Output:
Nine (9)
(a) Three (3) Commscope NHH-65C-R2B
(b) Three (3) Commscope NHHSS-65C-R2B(c) Three (3) Ericsson A1R6449 (a) 51.6 lb.! 96” x 11.9” x 7.2”
(b) 61.71b.!96”x 11.9”x7.2”(c) 88 lb. / 30.8” x 16.1” x 10.8” N/A
Nine (9)
Six (6) 7/8”! Three (3) 1-5/8”
48’
50/190/300
N/A; separate ground lease
Tx: 746-757, 880-890, 891.5-894, 1965-1975,
2115-2135. 2170-2180. 3550-3650 MHz
Rx: 776-787, 835-845, 846.5-849, 1715-1735,
1885-1895, 3550-3650 MHz / 2282 Watts
Quantity and Dimensions of Other Equipment to be placed on Antenna Support Structure:
Three (3) RRU Ericsson 4449 / 17.9” x 13.2” x 9.4”! 70.5 lb.
Three (3) RRU Ericsson 8843 / 14.96” x 13.2” x 10.9”! 71.9 lb.
Three (3) RRU Ericsson 4408 / 8.41” x 7.87” x 5.12”! 12.78 lb.
Three (3) Combiner DBCO1 1 1F2V62-l /12.6” x 10.1” x 10.5”! 46.1 lb.
One (1) OVP Raycap RCMDC-33 1 5V-PF-48 / 19.2” x 15.7” x 10.3” / 26.9 lb.
One (1) OVP Raycap RCMDC-6627-PF-48 / 29.5” x 16.5” x 12.6”! 32 lb.
DocuSign Envelope ID: 66343AE0-2009-4DE2-A747-A16373AFFA1 D Lessor Site ID: 10151911/ EL0465-91 Fire StationLessee Site ID: Coidwater EXHIBIT 1-B (continued)
AT&T
75’ Stealth Monopole
Top of Tower
75’
AT&T
66’
Camer#i 48’
Carrier #1 -Lessee