AGENDA
ITEM
13 AGENDA
CALEXICO California ITEM
IMPER
COUNTY. CALL WHERE CALIFORNIA AND MEXICO MEET
13 CITY COUNCIL
AGENDA STAFF REPORT
DATE: July 3, 2024
TO: Mayor and City Council
APPROVED BY: Juan Contreras, Acting City Manager ke
REVIEWED BY: Carlos Campos, City Attorney
PREPARED BY: Lily Falomir, Public Works Manager
SUBJECT: Approve Fifth Amendment to the Ground Lease and Tower License Agreement between City of Calexico and Verizon Wireless and authorize Acting City Manager or designee to execute the Amendment and take all steps and sign all documents necessary to carry out the intent and purpose of the Amendment.
Recommendation:
The City Council is requested to review and approve the Fifth Amendment to Ground Lease and Tower License Agreement (Amendment) and authorize the Acting City Manager or designee to execute the Amendment between Verizon Wireless and the City of Calexico and to execute and deliver such further documents and instruments and take all steps and sign all documents necessary to carry out the intent and purpose of the Amendment.
Background:
The City of Calexico and Cellco Partnership, by and through Verizon Wireless, are parties to that certain Ground Lease and Tower License Agreement dated May 1, 1992 allowing Verizon Wireless to lease a portion of the City's Property commonly known as 352 East First Street, City of Calexico, County of Imperial, CA, together with utility cable space, a right of access and a right to install utilities on an existing Frist Street Water Tank ("Site"). The Ground Lease and Tower License Agreement was amended by that certain Amendment and Extension of Lease Agreement dated January 25, 1999, as further amended by that certain Second Amendment and Extension of Lease Agreement dated June 4, 2008, as further amended by that certain Third Amendment to Ground Lease and Tower License Agreement dated May 21,2013, and as further amended by that certain Fourth Amendment to Ground Lease and Tower License Agreement, dated as of October 17, 2014 (collectively known as the "Agreement"). The Agreement is set to expire on June 30, 2024.
Discussion and Analysis:
This Fifth Amendment to Ground Lease and Tower License will provide a one-year extension to the Agreement to allow Verizon Wireless to remain on the City's water tank while City finalizes its easement transaction with SBA. Under the pending SBA transaction, Verizon is included with the other wireless tenants that will be removed from the First Street Water Tower and relocated onto a new SBA-constructed tower on the Property. The one year extension provided by the Amendment will expire on June 30, 2025.
Verizon Wireless will pay to the City a total rent of $22,393.03 for the one year extension.
Fiscal Impact:
Verizon Wireless shall pay a rent to the City of $22,393.03 for the one year extension.
Coordinated With:
Public Works Department.
Attachments
1. Ground Lease and Tower License
3. Amendment and Extension of Lease Agreement
. Second Amendment and Extension of Lease Agreement
4. Third Amendment to Ground Lease and Tower License Agreement
5. Fourth Amendment to Ground Lease and Tower License Agreement
6. Fifth Amendment to Ground Lease and Tower License Agreement 2 ATTACHMENT NO. 1
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RFP Attachment 2 - Page 67
C'ALEXiCO- CAT 7.a. z
CALEXICe
Calaf.ico 106
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RECEiVi
WAR 1 0•
GROUND LEASE AND TOWER LICENSE AGREEMENT
BY -
FILE
This GROUND LEASE AND TOWER LICENSE AGREEMENT ("Lease
Agreement"), made and entered into as of May Ist
1992, by and. between THE CITY OF CALEXICO, AN INCORPORATED CITY OF THE STATE OF CALIFORNIA ("Landlord") and Contel Cellular of California, Inc. as a general partner of California RSA No. 7 Limited Partnershio ("Tenant"),
WITNESSETH THAT:
WHEREAS, Landlord desires to lease to Tenant a portion of Landlord's premises (the "Property") together with an easement for ) access and utilities and to grant to Tenant a non-exclusive license, revocable only upon the terms and conditions set forth in this Lease Agreement, to place antennas on a tower (the "Tower") - which is currently located on Landlord's Premises;
NOW THEREFORE, in consideration of the premises and of the mutual obligations, agreements, representations and warranties herein contained, the parties hereby agree to the following terms, covenants, and conditions:
1. THE PROPERTY
A. The legal description of Landlord's Premises is contained in Exhibit "A1." which exhibit is attached hereto and by this reference incorporated herein.
B. The Property is contained within Landlord's Premises and is a 47 ft. x 47 ft. parcel of land consisting of approximately 2,209 square feet. The Property is situated substantially as shown on Exhibit "A?," which Exhibit is attached hereto and by this RFP Attachment 2 - Page 68
reference incorporated herein.
C. The location of the Tower in relation to the Property is shown on Exhibit "A2."
D. Landlord and Tenant hereby agree that the Property
(including an access right-of-way & parking) may be surveyed by a licensed surveyor at the sole cost of Tenant, and such survey shall • then replace Exhibit "A2" and become a part hereof and shall control to describe the Property in the event of any discrepancy between such survey and the description contained in paragraph 1.B, above.
2. LEASE AND IRREVOCABLE EASEMENT
In consideration of the payment of Annual Rent (defined below) by Tenant to Landlord as agreed to herein, Landlord hereby leases the Property to Tenant and grants to Tenant an irrevocable, non- exclusive easement (during the term of this lease) for ingress and egress (seven [7] days a week, twenty-four [24] hours a day! and to install and maintain utility wires; cables, conduits and pipes over, under and along a proposed twenty foot (20') wide right-of- way extending from the Property to the nearest public right-of-way ("Easement"), to the extent. that Landlord has any interest therein (see Section 19.E., below). Tenant shall provide separate locks to the U.S. Border Patrol and City of Calexico to allow their access into the new fenced comoound. as described in Exhibit "A2".
3. TOWER LICENSE
Subject to the terms of this tease Agreement, and in further consideration of the payment. of Annual Rent to Landlord as agreed -
2 RFP Attachment 2 - Page 69
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to herein, Landlord hereby grants to Tenant a non-exclusive license ("Tower License") to enter upon Landlord's premises to place, affix, use, repair and maintain the number and type of cell site antennas specified on Exhibit "B" (attached hereto and by this reference incorporated herein) on the Tower solely for use. in connection with a cellular communication facility to be operated by Tenant upon the Property, and to connect, repair, use and maintain utility cables between such antennas and the Property. The location of the antennas shall be chosen by Landlord, provided that such location is acceptable to Tenant. Tenant agrees to install and maintain the antennas in a manner that is consistent with ) standard industry practices. If Tenant damages the Tower or any part thereof, or any of Landlord's property, Landlord shall -
promptly repair or replace such damage as soon as practicable; and, within ten days after receiving written notice from Landlord, Tenant shall reimburse Landlord for all expenses (including; without limitation, the allocated costs of Landlord's employees) incurred for such repair or replacement. Landlord shall not alter 'the Tower in any way which interferes with Tenants's operation, maintenance or repair of the antennas placed on the Tower by Tenant pursuant to this Lease Agreement or which interferes with the communications services provided by Tenant. in connection with its use of the Property and Tower under this Lease Agreement; provided:
however, that the Tower License granted by this Section is expressly subject to the condition that Landlord shall have the right, upon the order of the California Public Utilities Commission -
3 RFP Attachment 2 - Page 70
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or otherwise as required by the lawful order of a court or governmental agency with jurisdiction to issue such order, after exhausting its legal remedies to challenge such order, to terminate the Tower.
4. TERM. OPTIONS AND RENT
A. This Lease Agreement shall be for an initial term of TWO (2) years beginning on the first day of May 1992, at an annual rent equal to the sum of $5,000.00 per year. Such Annual Rent shall be paid in equal monthly installments, in advance, on the first day of each calendar month to Landlord or to such other person, firm, or entity as Landlord may, from time to time, designate in writing at least thirty (30) days in advance of any rent payment date.
Tenant is hereby granted options to extend this Lease
Agreement on the same terms and conditions for THREE (3) additional ONE (1) year periods after the initial term expires by giving Landlord written notice of its intention to do so at least ninety (90) days prior to the date that the then-current term would otherwise end.
C. The parties have also agreed that there shall be annual adjustments of the Annual Rent. hereunder beginning on May Ist:
1992. Such annual increases or decreases shall be determined in the following manner: Annual Rent shall be adjusted as of May ! 1992 and as of _May - Ist of each calendar year
thereafter throughout the term of this Lease Agreement and. any extensions of such term ( _of each year beginning in
RFP Attachment 2 - Page 71
199_ being an "Adjustment Date"). Such adjustments may result in the Annual Rent. being either increased or decreased, provided. however, that in no event shall the Annual Rent be lower than the amount set forth in Section 4.A. hereof. Rent Adjustments shall be made as follows:
(1) The basis for computing each such adjustment (the "Base Index") shall be the Consumer Price Index (base year 1982-1984 = 100) - Urban Wage Earners and Clerical Workers - Los Angeles, Anaheim, Riverside (the "Index"), published by the United States Department of Labor, Bureau of Labor Statistics most recently prior to the prior Adjustment Date (or most recently prior to September 1, 1990 in the case of the first Adjustment. Date!.
(2) Annual Rent payable commencing on each Adjustment-Date until the next Adjustment Date shall be an amount determined by multiplying the rent payable immediately prior to the current Adjustment Date by the most. recently published Index preceding the current Adjustment Date (the "Current Index") and dividing the product thereof by the Base Index.
(3) If the Index is revised so that the base reference index for a Current Index differs from the base reference index for the appropriate Base Index, the Base Index shall be converted to the new base reference index in accordance with the conversion table published by the United States Department of Labor, Bureau of. Labor Statistics. the Index is discontinued or changed in such a way that it is impossible to obtain a continuous measurement of price changes from a prior Adjustment. Date to the Adjustment Date in -
5 RFP Attachment 2 - Page 72
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question, the Index shall be replaced by such other governmental index or computation as would provide substantially the same result as would have been obtained if the Index had not been discontinued or changed.
D. Should this Lease Agreement still be in effect at the conclusion of the extension periods provided for herein, Tenant having exercised all of its options to extend, this Lease Agreement shall continue. in force upon the same covenants, terms and conditions for a further period of one (1) year, and for like annual periods thereafter, until and unless terminated by either party by giving to the other written notice of its intention to so terminate at least ninety (90) days prior to the date of lease )
expiration. Annual rental adjustments shall be made during any such additional period(s) just as if the final option period of this Lease Agreement were still in effect.
5. USE OF THE PROPERTY
A. Tenant may use the Property and Easement solely for the purpose of constructing, maintaining and operating a cell site enhancer facility and may use the Tower solely for the
installation, connection, operation, repair and maintenance of cell site antennas and utility cables connecting such antennas to the Property. Structures placed or constructed on the Property shall consist of two cell enhancers (each being H72" × W48" x. D48), !- Elect. Service; Misc. Elect.!Antenna Cables, and One H12' × W12' × • D12' concrete block building for: enhancers. The construction of.
Tenant's facility shall he at. Tenant's sole expense, and Tenant. 6 RFP Attachment 2 - Page 73
shall maintain the property in a reasonable condition throughout the term of this Lease Agreement.
B. It is understood and agreed that Tenant's ability to use the Property and Tower is dependent upon Tenant's obtaining all of the certificates, permits, and other approvals which may be required from any federal, state or local authority and/or any easements or consents which are required from any third parties.
Landlord shall cooperate with Tenant, but at no expense to Landlord, in Tenant's efforts to obtain such certificates, permits, approvals and/or easements. If any application by Tenant for any such certificate, permit, license, easement or approval is finally denied or rejected, or if any such certificate, permit, license, easement or approval is canceled, _or expires, or lapses or is otherwise withdrawn or terminated, or if, due to technological changes or for any other reason, Tenant, in its sole discretion, determines that it will be unable to use the Property or Tower for Tenant's intended purposes, then Tenant shall have the right to immediately terminate this Lease Agreement, in accordance with.
Section 6 of this Lease Agreement.
6. TERMINATION
A. Notice of Tenant's exercise of its rights to terminata Lease Agreement. shall be given to Landlord in writing by certified mail, return receipt requested, and shall be effective upon receipt of such notice by Landlord. such notice of U termination shall be accompanied by a recordable Quitclaim Deed releasing all of Tenant's interest(s) in Landlord's Premises. Upon 7 RFP Attachment 2 - Page 74
Landlord's receipt of such a termination notice, this Lease Agreement shall terminate, and such termination shall relieve both parties of any further obligations under this Lease Agreement, although each shall continue to have any and all remedies of any breach of a lease obligation which occurred prior to the date of termination.
B. Tenant, upon the expiration or termination of this Lease Agreement, shall, within sixty (60) days remove its personal property and fixtures and restore the Property to. its original conditions, reasonable wear and tear excepted. At Landlord's option, when this Lease Agreement expires or is terminated and upon : ) advance written notice to Tenant, Tenant shall leave the building - foundation, that Ienant_ has placed on the Property, and the. -
surrounding security fence, to become the property of Landlord.
7. TAXES
A. Tenant shall reimburse Landlord for a pro rata share of all real property taxes owing and paid by Landlord for Landlord's Premises during the term, which share shall be based upon the ratio of the square footage of the Property to the total number of. square feet in Landlord's Premises. Tenant shall also pay as additional rent any increases in real property taxes levied against Landlord's Premises as a result of the improvements constructed by Tenant..
Tenant will not be responsible for any increases in real property taxes which are a result of reassessment of the Property:
or any part. thereof, or any other real property owned by Landlord or Master Lessor, due to any transfer or sale of ownership. 8 RFP Attachment 2 - Page 75
Inc., or to any partnership in which Contel Cellular Inc. or any "affiliate" of Contel Cellular Inc. participates. As used herein, an "affiliate" of Contel Cellular Inc. shall mean any entity which controls, is controlled by, or is under common control with Contel Cellular Inc.
10. INDEMNITIES
A. Tenant shall indemnify Landlord against and hold Landlord harmless from any and all claims of liability for or loss from personal injury and/or property damages to the extent such claims result from or arise out of the use and/or occupancy of the Property by Tenant. Notwithstanding the preceding, Tenant does not !) indemnify Landlord against any claim to the extent that it arises from or in connection with any negligent or intentional conduct of Landlord, or of any agent, servant or employee of Landlord.
B. Landlord shall indemnify Tenant against and hold Tenant harmless from any and all claims of liability for or loss from personal injury and/or property damage to the extent such claims result from or arise out of the use and/or occupancy of Landlord's Premises by Landlord. Notwithstanding the preceding, Landlord does not indemnify Tenant against any claim to the extent that it arises from or in connection with any negligent or intentional conduct of Tenant, or of any agent, servant or employee of Tenant.
11. LIABILITY INSURANCE
A. Tenant. shall. at. Tenant's sole cost and expense. secure -promptlv after execution of this lease and maintain durina the entire term of this lease a broad form comprehensive coverace 10 RFP Attachment 2 - Page 76
policy of public liability insurance with a severability of interest orovision issued by an insurance company acceotable to Tenant and authorized to issue liability insurance in california insuring Tenant and Landlord against loss or liability caused by or connected with Tenant's occunation and use of the Property under the lease in amount not less than:
I1)51,000,000 for iniury to or death of one person and. subiect to such limitation for the iniury or death of one person. of not less than $3,000,000 for iniury to or death of two or more persons as a result of any one accident or incident: and (2) 5500,000 for damage to or destruction of any
proverty of others.
: )
B. Tenant shall within ten (10) davs after the execution of this lease and promotly thereafter when any such policy is replaced, rewritten, or renewed, deliver to Landlord a true and correct cony of each insurance policy renuired by this orovision of the lease or a certificate executed by the insurance company or companies or by their authorized agent evidencina such policy or policies.
C. Each insurance nolicy required by this orovision of the lease shall contain a provision that it cannot be canceled for any reason _unless ten (10) days orior written notice of the cancellation is aiven to Landlord in the manner reouired by the Lease for service of notices on Landlord by Tenant..
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12. TENANT DEFAULTS
A. The occurrence of any one or more of the following events shall constitute an "Event of Default" hereunder by Tenant:
(1) The failure by Tenant to make any payment of rent or any other payment required to be made by Tenant hereunder, as and when due, where such failure shall continue for a period of ten (10) days after written notice thereof is received by Tenant from Landlord.
(2) The failure by Tenant to observe or perform any of the express or implied covenants or provisions of. this Lease Agreement to be observed or performed by Tenant, other than as specified in subsection 12. A. (1) above, where such failure shall continue for a )
period of thirty (30) days after written notice thereof is receiyed - by Tenant from Landlord; provided, however, that it shall not be deemed an Event of Default by Tenant if such failure can be cured and Tenant. shall commence to cure such failure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion.
B. If there occurs an Event of Default by Tenant, in addition to any other remedies available to Landlord at law or in equity, Landlord shall have the option to terminate this Lease Agreement and all rights of Tenant hereunder. In the event that landlord shall elect to so terminate this Lease Agreement, then Landlord may recover from Tenant.:
(1) The worth at. the time of award of any unpaid rent which had been earned at the time of such termination;
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(2) The worth at the time of award of the amount by which the paid rent which would have been earned after termination until the time of award exceeds the rent which Landlord reasonably could obtain by reletting the Property;
(3) The worth at the time of award of the amount by which the unpaid rent for the next three (3) or any fewer remaining years of the lease term after the time of award exceeds the rent which Landlord reasonably could obtain by reletting by Property; (4) Any other amount necessary to compensate Landlord for its reasonable expenses (including reasonable attorneys' fees, advertising costs and brokerage commissions) repairing and/or reletting the Property.
As used in subsection 12.8(1) and (2) above, the "worth _at the time of award" is computed by allowing interest at seven percent -
(7%) per annum. As used, subsection 12.B(3.) above, the "worth at time of award" is computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%).
C. If there occurs an Event of Default by Tenant, Landlord shall not have the right, prior to the termination of the Lease •Agreement by a court of competent jurisdiction, to re-enter the Property and/or remove persons or property from the Property.
13. NOTICES
All notices hereunder must be in writing and, unless otherwise provided herein, shall he deemed validly given if sent by certified mail, return receipt. requested, addressed as follows for to any 13 RFP Attachment 2 - Page 79
.: (
:
other mailing address which the party to be notified may designate to the other party by such notice!. Should Landlord or Tenant have a change of address, the other party shall immediately be notified as provided in this paragraph of such changes:
TENANT: Contel Cellular Inc.
245 Perimeter Center Parkway
Atlanta, GA. 30346-1304
Attn: Manager of Operations
LANDLORD: city ef Calexico
408 Heber ABeI° Caléxico, CA
14. RECORDING
Notice of this Lease Agreement shall be placed in the public record by Tenant's recording a "Memorandum of Ground Sublease and Tower License Agreement" in the form which is attached hereto as • Exhibit "C." Such document shall be executed by the parties before -
a notary at the same time as this Lease Agreement is executed.
Tenant shall have such document recorded at the Inyo County Recorder's Office.
15. NON- INTERFERENCE
Tenant represents, warrants and covenants that any electronic equipment installed by it, now or in the future, on the Property and/or on the Tower, will not interfere with the current or future operation or maintenance of Landlord's facilities, or any service or activities to or in connection. with any existing or future facilities. In the event. any action or equipment of Tenant interferes in any way with Landlord's use of the Tower or the operation of Landlord's facilities, Tenant shall remedy or remove such interference within 24 hours of Tenant's receipt of notice of -
Y4.
RFP Attachment 2 - Page 80
such interference from Landlord and, if such interference does not cease within such 24 hour period, Landlord may take any actions necessary to terminate the interference at Tenant's expense and may terminate the Tower License pursuant to Section 3 hereof.
16. ABANDONMENT
Tenant agrees that if Tenant abandons the Property or if the •Tower License granted pursuant to Section 3 is terminated, then Tenant shall remove from the Tower at Tenant's sole expense any antenna or antennas it has placed there pursuant to such Tower License. A period of non-use of six (6) months shall constitute abandonment.
17. ROAD MAINTENANCE
.)
A. Tenant shall have access to the Property by means of a -
road which leads from the boundary of Landlord's Premises to the Tower (the "Access Road").
B. Landlord shall maintain the Access Road (including any extensions thereof made by Tenant pursuant to Section 18.A) in a condition which in Landlord's reasonable opinion renders the Access Road usable for vehicular ingress and egress at all times and in all types of weather. Such maintenance shall consist of regularly scheduled annual maintenance plus any required interim or emergency maintenance.
All maintenance of the Access Road pursuant to this Lease Agreement shall be done by Landlord at Landlord's sole expense.
D. Landiord has to ownership interest in that portion of the Access Road lying between Landlord's Premises and the nearest 15 RFP Attachment 2 - Page 81
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public right-of-way, and accordingly, Landlord makes no representations as to Tenant's right to use such portion of the Access Road. Any permits, easements, rights-of-way or licenses which may be acquired by Tenant in connection with such portion of the Access Road shall be acquired at Tenant's sole cost and expense and at no cost to Landlord.
18. MISCELLANEOUS PROVISIONS
A. Landlord represents, covenants and warrants that Tenant, upon paying the rent and performing the covenants herein provided, shall peaceably and quietly have, hold and enjoy the Property and the Easement the extent of Landlord's interest therein.
Landlord shall not allow third-party users of the Tower and/or of )
- Landlord's Premises to interfere with Tenant's use of the Tower, Easement or Property.
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B. It is agreed and understood that this Lease Agreement contains all agreements, promises and understandings between Landlord and Tenant, and no verbal or oral agreements, promises or understandings shall or will be binding upon either Landlord or Tenant, and any addition, variation or modification to this Lease Agreement shall be void and ineffective unless made in writing and signed by the parties hereto.
This Lease Agreement and the performance hereof shall be governed; interpreted, construed and regulated by the laws. of the State of California.
D. This Lease Agreement, and each and every covenant and condition of this Lease Agreement is intended to benefit the 16 RFP Attachment 2 - Page 82
...
Property and shall extend to and bind the heirs, personal representatives, successors and assigns of the parties hereto.
At Landlord's option, this Lease Agreement shall be
subordinate to any mortgage by Landlord which from time to time may encumber all or any part of the Property or the Easement, provided that every such mortgagee shall recognize (in writing and in a form to Tenant's counsel) the validity of , this Lease
Agreement in the event of a foreclosure of Landlord's interest and also Tenant's right to remain occupancy and have access to the Property as long as Tenant is not in default of this Lease Agreement. Tenant shall execute whatever instruments may reasonably be required to evidence this subordination.
F. If Landlord breaches this Lease Agreement in any manner or • substantially breaches any material covenant, agreement, or promise contained in any mortgage or deed of trust superior to Tenant's estate hereunder (other than any mortgage or deed of trust as to which Tenant has obtained a non-disturbance agreement in accordance with Section 18.E.) or contained in any lease under which Landlord holds title to any portion of Landlord's Premises and if Landlord fails to (at least) commence to cure such breach within thirty (30) days after receiving a written notice exactly specifying the violation from Tenant for if Landlord fails thereafter to diligently prosecute the cure to completion), then Tenant. may enforce any and all of its rights and/or remedies hereunder or by law provided or it may (although it shall not' be obligated to do so! cure Landlord's breach and/or perform its obligations (on 17 i l RFP Attachment 2 - Page 83
Landlord's behalf and at Landlord's expense) and deduct from its rent or require the Landlord to reimburse all reasonable costs and expenses incurred in connection with such cure and/or performance.
Notwithstanding the above, Landlord shall not be responsible for consequential damages incurred by Tenant by reason of the damage or destruction of the Tower, provided however, that Tenant shall be authorized by Landlord, in the event of any such damage or destruction of the Tower which interferes with Tenant's operations on the Property, to erect, maintain and operate an eighty (80) foot high temporary power or utility pole on the Landlord's Premises, until the Tower is repaired or otherwise made suitable for use by Tenant.
G. The parties agree that all of the proyisions hereof shall - be construed as both covenants and conditions, the same as if the words importing such covenants and conditions had been used in each separate paragraph.
H. The language of all of the parts of this Lease Agreement shall be construed simply and according to its fair meaning, and this Lease Agreement shall never be construed either for or against either party.
I. If any portion of this Lease Agreement. is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion shall be deemed modified to the extent necessary in such court's opinion to render such portion enforceable and, as so modified, such portion and the halance of this Lease Agreement shall continue in full force and effect..
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RFP Attachment 2 - Page 84
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• J. If either party institutes any action or proceeding in court to enforce any provision(s) hereof, or any action for damages by reason of any alleged breach of any of the provisions hereof, then the prevailing party in any such action or proceeding shall be entitled to receive from the losing party such amount as the court may adjudge to be reasonable attorneys' fees for the services rendered to the prevailing party, together with its other reasonable litigation costs and expenses.
K. In addition to the other remedies provided for in this Lease Agreement, Landlord and Tenant shall be entitied to immediate restraint by injunction of any violation or attempted or threatened violation of any of the covenants, conditions or provisions herein contained.
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- L. The captions of the articles and sections of this Lease Agreement are for convenience of reference only and shall not affect the interpretation of this Lease or limit or amplify any of its terms or provisions.
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in a
IN WITNESS WHEREOF, Landlord and Tenant have duly executed this Lease Agreement on the day/and year rst above written.
LANDLORD: CITY OF CALEXICO
By: -
Name: PATRICK R. HASHEM Eduardo Rivera
Title:_Mayor
TENANT: CONTEL CELLULAR OF CALIFORNIA, INC.
AS A GENERAL PARTNER OF
RSA NO. 7 LIMITED PARTNERSHIP
8y:
Title: VP Gu/Natimal Resins
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20 ATTACHMENT NO. 2
RFP Attachment 2 - Page 88
AMENDMENT. AND EXTENSION OF LEASE AGREEMENT
This Amendment and Extension -of Lease Agreement
("'Amendment") is dated this 204 day of January.. -, 1999, and is made by and between the CITY OF CALEXICO, an incorporated city of the State of California ("Landlord") and DOBSON CELLULAR OF IMPERIAL, INC., an oklahoma corporation ("Tenant"). This Amendment is an amendment to and extension of that certain Lease or Lease Agreement dated May 1, 1992 (the "Agreement"), originally between Landlord and Contel Cellular of California, Inc., as a general partner of California RSA No. 7 Limited Partnership, as "Original Tenant", covering certain real and personal property owned or operated by Landlord and described more particularly in the Agreement, and on Exhibit "A" attached hereto (the "Property").
RECITALS
A. Landlord and Tenant are current landlord and tenant
under the Agreement, with Tenant being the current successor of the Original Tenant therein. All parties acknowledge that the Agreement has been continued and extended from time to time, and has been extended for a current one-year term which expires on April 30, 1999.
Landlord and Tenant now desire to modify the terms
of the Agreement as hereinafter provided and do, therefore, enter into this Amendment.
Based upon the foregoing recitals, and in consideration of the terms and conditions as set forth herein, the parties agree to modify, amend and extend the Agreement as follows:
Upon the later of May 1, 1999, or the
issuance of a Building Permit for the modification of Tenant's existing telecommunication shelter as submitted to the Landlord, Tenant agrees to increase the amount of the Annual Rent for the first year of the Extension Term (described below) to egual the sum Of EIGHT THOUSAND FOUR HUNDRED DOLLARS ($8,400.00). After said first year, the annual rental sum shall be increased as described shall be paid in equal monthly
installments, in advance, on the first day of each calendar month to Landlord or such other person, firm, or entity as Landlord may, from time-to-time, designate in writing at least thirty (30) days in advance of any rent payment date.
2. Term: Effective May 1, 1999, the Agreement shall be
deemed extended for one (1) five year (5 year) term (the "Extension Term"), with Tenant being hereby granted one (1) option for a five year (5 year) renewal extension period ("Renewal Term") which would commence at the end of the Extension Term. After the initial year of the Extension Term, the Rent for each subsequent year of the 1 RFP Attachment 2 - Page 89
Extension Term, as well as each year of the Renewal Term, if the Renewal Option is exercised, shall be increased annually by a sum equal to 4% of the annual rental sum for the last preceding year.
Tenant must only notify Landlord if Tenant does not wish to exercise the Renewal In such event, Tenant must
notify Landlord of its intention not to exercise its right to renew by delivering notice, in writing, to Landlord no later than ninety (90) days prior to the expiration of the Extension Term.
Approval of Amendment by Landlord: Tenant's
obligation to pay the rental described herein, is subject to and contingent Landlord completing all prerequisite steps,
including any required votes, and written approval by the city council of the city of Calexico, and its Mayor, in order to fully bind the Landlord to this Amendment in accordance with all legal requirements of the local ordinances of the Landlord,
requirements for such acts by a municipal corporation under the laws of the State of California.
Survival of Agreement: Except as expressly provided
for by this Amendment, all remaining terms and conditions of the Agreement shall continue in full force and effect, and unaltered.
In the event of a conflict between this Amendment and the Agreement, this Amendment shall control. Except as otherwise defined
in this Amendment, all terms used herein shall have the same meaning as is ascribed to them under the Agreement.
Entire Agreement: This Amendment and the Agreement,
as amended, constitute the entire agreement between the parties in regard to Tenant's use of the Property and supersede all other prior or contemporaneous agreements, promises, representations and understandings, if any.
IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment on the date first written above.
TENANT LANDLORD
DOBSON CELLULAR OF IMPERIAL, INC. CITY OF CALEXICO
an oklabor ma corporation
sy: Arent
Title: Title: MAYOR
Date: 125-99 Date:_
RFP Attachment 2 - Page 90
The undersigned Clerk of the City of Calexico hereby certifies that the above Amendment was duly authorized, approved, and the city was lirected to bind itself to same by approval of same by its Mayor, pursuant to action duly taken by the City Council of the city of calexico, at a city council Meeting held on the bud day of march 1999, required
accordance with, the laws and ordinances governing the city of Calexico.
CERTIFIED THIS 14EL DAY OF Spice -, 1999.
CITY OF CALEXICO, an
incorporated city of the
State of California
(SEAL)
CITY CLERK
APPROVED AS TO FORM:
CITY ATTORNEY
CITY OF CALEXICO
fk0120a.9fk
3 RFP Attachment 2 - Page 91
EXHIBIT A
DESCRIPTION OF LAND
The Land is described and/or depicted as follows:
LOTS 1, 2, AND 3 OF BLOCK 73, AND ALL OF BLOCK, 74 AND 75 QF THE TOWNSITE OF CALEXICO, IN THE CITY OF CALEXICO, COUNTY OF IMPERIAL, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 911 ON FILE IN THE OFFICE OF THE
COUNTY RECORDER OF THE COUNTY OF SAN DIEGO, A COPY OF WHICH BEING ON PILE IN THE OFPICE OF THE COUNTY
RECORDER OF THE COUNTY OF IMPERIAL,
TOGETHER WITH THE SOUTH 20 FEET OF FIRST STREET AND THAT PORTION OF HEBER AVENUE BETWEEN BLOCKS 73 AND 74 AND LYING SOUTH OF THE NORTH LINE OF THE SOUTH 20 FEET OF FIRST STREET, ALL, AS VACATED AND CLOSED TO PUBLIC USE BY RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CALEXICO.
EXCEPTING THEREFROM THE WEST 26 FEET OF SAID LOT 3 AS GRANTED TO THE UNITED STATES OF AMERICA BY DEED RECORDED JULY 14, 1951 AS FILE NO. 8, IN BOOK 817, PAGE 478 OF OFFICIAL RECORDS. and otherwist kaown as: 352 Einst SteEL Calexico CA92291 ATTACHMENT NO. 3
REP Attachment 2 - Page 94
Calexico
SECOND AMENDMENT AND EXTENSION OF LEASE AGREEMENT
This Second Amendment and Extension of Lease Agreement (the "Amendment" is made his 4th day of June, 2008, by and between the City of Calexico, an incorporated City of the State of California ("Lessor"), and Cellco Partnership, a Delaware partnership, d/b/a Verizon Wireles:
("Lessee"), with reference to the facts set forth in the Recitals below:
RECITALS
Lessor is the owner of that certain real property commonly known as 352 East First Street, City of Calexico, County of Imperial, State of California, being further identified as Assessor's Parcel Number 058-535-001-000 ("Lessor's Property").
Lessor and Lessee's predecessors-in-interest have entered into that certain Ground Lease and Tower License Agreement dated May 1, 1992 (the "Agreement"), as amended by that certain Amendment and Extension of Lease Agreement dated January 25, 1999 (collectively the "Lease"), pursuant to which Lessee is leasing from Lessor a portion of Lessor's Property, together with utility cable space, a right of access and a right to install utilities (the "Premises").
Lessor and Lessee have agreed to: (i) allow Lessee to install, among other things, a generator within the Premises; and, (i) provide two (2) additional five (5) year lease extensions.
AGREEMENT
NOW, THEREFORE, in consideration of the facts contained in the Recitals above, the mutual covenants and conditions below, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
Installation of Generator. Lessor acknowledges and agrees that Lessee intends to construct and install certain additional improvements within the Premises, which include, but are not limited to, a generator pad, fuel tank, generator connections and a permanent generator (collectively, the "Improvements"), as more substantially depicted in Exhibit "A3" attached hereto and made a part hereof. Lessor hereby consents to the construction, installation, operation and maintenance of the Improvements as the same may be modified, added to and/or substituted from time to time during the term of the Lease, as the same may be extended. that Lessee's ability to install the Improvements is contingent upon its obtaining after the execution date of this Amendment all of the certificates, permits and other approvals (collectively the "Governmental Approvals") that may be required by any Federal, State or Local authorities as well as satisfactory soil boring tests which will permit Lessee to install and operate the Improvements as set forth in this Amendment. Lessor shall cooperate with Lessee in its effort to 6254204.1 1
RFP Attachment 2 - Page 95
Calexico
obtain such approvals and shall take no action that would adversely affect the status of Lessor's Property with respect to the installation of the Improvements.
3. Options to Extend. Upon expiration of the Renewal Term (as defined in the Section 2 of the Amendment and Extension of Lease Agreement dated January 25, 1999), the Lease shall automatically be extended on the same terms and conditions for two (2) additional five (5) year terms unless the Lessee terminates it at the end of the then current term by giving the Lessor written notice of the intent to terminate at least ninety (90) days prior to the end of the then current term. The rent shall continue to increase annually by a sum equal to four percent (4%) of the annual rental sum for the last preceding year.
4. Liability Insurance. The liability insurance required under the Lease, as specified in Section 11 of the Agreement, shall be primary with respect to Lessee's operations and any insurance policy of Lessor shall be non-contributory in this respect. Additionally, Section I1 of the Agreement is hereby deleted in its entirety and replaced with the following:
"LIABILITY INSURANCE.
A. Tenant shall, at Tenant's sole cost and expense, secure promptly after execution Tenant and Landlord, as an additional insured, against loss or liability caused by or connected with Tenant's occupation and use of the Property under the case in an amount not less than:
(1) $1,000,000 combined single limit per occurrence for bodily injury and property damage and $3,000,000 in the aggregate.
B. Tenant shall within ten (10) days after the execution of this lease and within ten C. Each certificate required by this provision of the lease shall contain a provision are tell an in a day pri te notice of the cancellation n given to Landlord, except that a ten (10) day notice for non-payment of premium shall apply."
Workers Compensation Insurance. Lessee shall obtain workers compensation insurance as required by law and provide to Lessor evidence of such insurance within ten (10) days of execution of this Amendment. Lessee's insurance shall provide a waiver of subrogation as to Lessor.
6254204.1 2
• RFP Attachment 2 - Page 96
Calexico
6. Notice. Lessee's notice address in Section 13 of the Agreement is hereby replaced with the following:
Cellco Partnership,
d/b/a Verizon Wireless
180 Washington Valley Road
Bedminster, NJ 07921
(Site: Calexico)
7. Abandonment. Section 16 of the Agreement shall be deleted in its entirety and replaced with the following: "If Tenant abandons the Property or if the Tower License granted pursuant to Section 3 herein is terminated, then within ninety (90) days of the date of bandonment or termination, Tenant shall remove from the Tower (at Tenant's sole expense) ar atenna or antennas, personal property, and fixtures Tenant has placed there pursuant to suc Tower License and restore that portion of the Property used by Tenant to its original condition, normal wear and tear excepted.. A period of non-use of six (6) months shall constitute abandonment."
Continued Effect. Except as specifically modified by this Amendment, all of the terms and conditions of the Lease shall remain in full force and effect. In the event of a conflict between any term and provision of the Lease and this Amendment, the terms and provisions of this Amendment shall control. In addition, except as otherwise stated in this Amendment, all initially capitalized terms will have the same respective defined meaning stated in the Lease. All captions are for reference purposes only and shall not be used in the construction [SIGNATURES APPEAR ON THE FOLLOWING PAGE]
6254204.1
3 • RFP Attachment 2 - Page 97
Calexico
AMENDMENT AND EXTENSION OF LEASE AGREEMENT to exected by ash carys duly authorized representative effective as of the date first above written.
Lessor: Lessee:
City of Calexico, Cellco Partnership,
an incorporated City of the State of a Delaware partnership, California d/b/a Verizon Wireless
alve le By: lucklesint
Name: Ralph Velez Name: Keith A. Surratt
Title:
City Manage - 10-08 Dale: We A Vice President - Network Date:
6254204 1 4
RFP Attachment 2 - Page 98
.:
EXHIBIT "А3"
DEPICTION OF PREMISES
6254204.1664037.1
RFP Attachment 2 - Page 99
NOTE:
(01) PROPOSED LOCATION FOR VERIZON WIRELESS
INSTALLATION OUTSIDE NESTING EASE PREMISES:
198-35% 5242 1ROUND SPACE INGLUDING PAD
(02) ENIENONE A7OY MACLESS LEASE AREA.
(3) EXISTING VERIZON WIRELESS EQUIPMENT SHELTER.
(04) EXISTING TREE STUMP (TO BE REMOVED).
(OS) P WOE NO EXCUSE BELT EASEMENT.
(06) EXISTING METER AND DISCONNECT.
ENLARGE SITE PLAN
avCity CALEXICO
352 1ST STREET
/Electre Monie, te. CALEXICO, CA 92231
GENERATOR INSTALLATION S12E ONG NO. REV
DRAWN AY: D OFRIA 07
SCLE NONE DATE 08/22/07 SHEET A-2
ATTACHMENT NO. 4
RFP Attachment 2 - Page 101
Calexico (Site #: 116041)
THIRD AMENDMENT TO GROUND LEASE AND TOWER LICENSE AGREEMENT This Third Amendment to Ground Lease and Tower License Agreement (the "Amendment") is made this 21st day of May, 2013, by and between the City of Calexico, an incorporated City of the State of California ("Lessor""), and Cellco Partnership, a Delaware partnership, d/b/a Verizon Wireless ("Lessee"), with reference to the facts set forth in the Recitals below:
RECITALS
Lessor owns that certain real property commonly known as 352 East First Street, City of Calexico, County of Imperial, State of California, being further identified as Assessor's Parcel Number 058-535-001-000 ("Lessor's Property").
Lessor and Lessee's predecessors-in-interest entered into that certain Ground Lease and Tower License Agreement dated May 1, 1992, as amended by that certain Amendment and Extension of Lease Agreement dated January 25, 1999, and as further amended by that certain Second Amendment and Extension of Lease Agreement (the "Second Amendment") dated June 4, 2008 (as so amended, the "Lease"), pursuant to which Lessee is leasing from Lessor a portion of Lessor's Property, together with utility cable space, a right of access and a right to install utilities (collectively, the "Existing Premises").
Lessor and Lessee have agreed to: (i) allow Lessee to remove and replace certain equipment installed on the water tower located at Lessor's Property ("Water Tower"), as well as to install additional equipment thereon; (ii) provide one (1) additional five (5) year lease extension; (iii) decrease the size of the Existing Premises; and (iv) modify certain other provisions, as set forth below.
AGREEMENT
NOW, THEREFORE, in consideration of the facts contained in the Recitals above, the mutual covenants and conditions below, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
Exhibits. Lessor and Lessee agree that Revised Exhibit "A3" describes and depicts the Existing Premises as modified hereunder (the "New Premises"), and Exhibit "A4" describes and depicts the equipment modifications to be completed by Lessee pursuant to this Amendment, each exhibit attached hereto and made a part hereof.
Lessor Consent. Lessor hereby consents to the alterations, additions and improvements to the Property that are described and depicted on Exhibit "A4," including, but not limited to, Lessee's: (i) replacement of six (6) panel antennas; (ii) installation of a total of twenty-four (24) new coax lines; and (iii) installation of one (1) new microwave dish and equipment appurtenant thereto (collectively, the "Improvements"), all as more particularly described and depicted on Exhibit "A4." Lessor and Lessee agree that Lessee may install any 4762455.1
RFP Attachment 2 - Page 102
Calexico (Site #: 116041)
described and depicted on Exhibit "A4." Lessor and Lessee agree that Lessee may install any and all conduits, cables, equipment, radios and hardware necessary for the Improvements. In the event Lessee's installation of any new equipment (other than the Improvements and like kind replacements) requires the preparation of a structural report due to reasonable concerns over the structural capacity of the Water Tower or if required under applicable law, Lessee shall obtain such report at its sole cost and expense. As Lessee has already prepared and provided to Lessor a structural report in connection with the Improvements, an additional structural report is not necessary. The parties acknowledge and agree that upon full execution of this Amendment and installation of the Improvements described herein and depicted on Exhibit "A4," such Improvements shall be deemed part of the New Premises.
Term. Upon expiration of the two (2) five (5) year extension terms referenced in Section 3 of the Second Amendment, the Lease shall automatically be extended on the same terms and conditions for one (1) additional five (5) year term, which term shall expire at midnight, Pacific Standard Time, on June 30, 2024, unless Lessee terminates the Lease at the end of the then current term by giving Lessor written notice of the intent to terminate at least ninety (90) days prior to the end of the then current term. The rent shall continue to increase annually by a sum equal to four percent (4%) of the annual rental sum for the last preceding year.
Premises. Upon full execution and delivery of this Amendment, the description of the Existing Premises contained in the Lease shall be deemed amended to hereinafter exclude those areas exclusively occupied and/or leased by third parties within the Existing Premises as of the date hereof, and shall be deemed to include, without limitation, that certain ground space currently occupied by Lessee within Lessor's Property, including, but not limited to, Lessee's equipment shed and certain antenna space on the Water Tower, together with utility cable space, a right of access and a right to install utilities, if necessary, all as substantially described and depicted in Revised Exhibit "A3." The parties acknowledge and agree that the attached Revised Exhibit "A3" is intended to replace Exhibit "A3" attached to the Second Amendment in its entirety. The parties further agree that Lessor, and any party with the permission of Lessor, including other licensees or permittees of Lessor, shall continue to have the right to access the Water Tower, so long as such right does not unreasonably interfere with Lessee's use of the Water Tower and the New Premises, and otherwise conforms to the terms, covenants, and conditions of the Lease.
5. Lessor's Obligations. As of the date of this Amendment, to the best of Lessee's knowledge, Lessor has performed all obligations required of Lessor under the Lease; no offsets, counterclaims, or defenses of Lessee under the Lease exist against Lessor; and no events have occurred that, with the passage of time or the giving of notice or both, would constitute a basis for offsets, counterclaims, or defenses against Lessor. For the duration of this Lease, at any time at the reasonable request of Lessor, Lessee shall execute an estoppel certificate in a form to be approved by the Lessor.
6. Continued Effect. Except as specifically modified by this Amendment, all of the terms and conditions of the Lease shall remain in full force and effect. In the event of a conflict between any term and provision of the Lease and this Amendment, the terms and provisions of this Amendment shall control. In addition, except as otherwise stated in this 4762455.1
2 RFP Attachment 2 - Page 103
Calexico (Site #: 116041)
Amendment, all initially capitalized terms will have the same respective defined meaning stated in the Lease. All captions are for reference purposes only and shall not be used in the construction or interpretation of this Amendment.
[SIGNATURES APPEAR ON THE FOLLOWING PAGEJ
4762455.1
RFP Attachment 2 - Page 104
Calexico (Site #: 116041)
IN WITNESS WHEREOF, Lessor and Lessee have caused this THIRD AMENDMENT TO GROUND LEASE AND TOWER LICENSE AGREEMENT to be executed by each party's duly authorized representative effective as of the date first above written.
Lessor: Lessee:
City of Calexico, Cellco Partnership,
an incorporated. City of the State)of a Delaware partnership, d/b/a Verizon Wireless
Name. Watter L. Jones, Tr. BY:
Sodriguez
каладе: Title: Area Vice Fresident Network
Date: 15/22/13 Date: < 18/13
Approved as to Form:
Genetinge
4762455.1
RFP Attachment 2 - Page 105
EXHIBIT "A"
Legal Description of Property
LOTS 1, 2, AND 3 OF BLOCK 73, AND ALL OF BLOCK 74 AND 75 OF THE TOWNSITE OF
CALEXICO, IN THE CITY OF CALEXICO, COUNTY OF IMPERIAL, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 911 ON FILE IN THE OFFICE OF THE COUNTY RECORDER
OF THE COUNTY OF SAN DIEGO, A COPY OF WHICH BEING ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF THE COUNTY OF IMPERIAL.
TOGETHER WITH THE SOUTH 20 FEET OF FIRST STREET AND THAT PORTION OF HEBER AVENUE BETWEEN BLOCKS 73 AND 74 AND LYING SOUTH OF THE NORTH LINE OF THE SOUTH 20 FEET OF FIRST STREET, ALL AS VACATED AND CLOSED TO PUBLIC USE BY RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CALEXICO.
EXCEPTING THEREFROM THE WEST 26 FEET OF SAID LOT 3 AS GRANTED TO THE UNITED STATES OF AMERICA BY DEED RECORDED ON JUDY 24, 1951 AS FILE NO. 8, IN BOOK 817, PAGE 478 OF OFFICIAL RECORDS.
43212132.1
RFP Attachment 2 - Page 106
Calexico (Site #: 116041)
REVISED EXHIBIT "A3"
DESCRIPTION AND DEPICTION OF
THE NEW PREMISES
(Attached)
43210077.2
RFP Attachment 2 - Page 107
NOTES: DATE/BY. REVISION DESCRIPTION
2-19-12 CONSTRUCTION DRAWINGS
9023
FALL SURVET ADDED
RAS
192-2
RAS CUENT REVISIONS
1 SOSTING AIR CONDITIONING UNTS (TYPICAL OF 2).I
PRESS WIRELESS AUTORATIC
* BOSTING HI-O HIGI HATER TANC
6 EXISTING EQUIPMENT CABINET SY OTHERS.
ESTING SCLIPMENT SHELTER (ST OTHERS). amnc
MISTINE METR
DISTING UTILITY POLE
verizomwireless
sTOR BETA
350° AZIMUTK
LIE DEVELOPMENTI
4 EXISTING PROPERTY LINE.
A C
ARCHITEETS - INC.
ENGINEER.
VERIZON WIRELESS
LEASE AREA=
+1525 SQ. FT.
NTE INFO
SITE HAME
CALEXICO
MTX 54
DETAILED SITE
PLAN AND ANTENNA
LAYOUT PLAN
DRAHING INFCI
DNG. NAME, MANDY. DATE
09-13-0
SHEET NUMERI
DETAILED SITE PLAN A-2
RFP Attachment 2 - Page 108
Calexico (Site #: 116041)
EXHIBIT "A4"
DESCRIPTION AND DEPICTION OF
MODIFIED AND ADDITIONAL ANTENNA/EQUIPMENT
(Attached)
43210077.2
RFP Attachment 2 - Page 109
KEV. DATE/BY. RIMSON DESOUPTON
171213 ISSUED FOR REYEX
D'ANDRACON TANTA
1:020
BERT BARE
SITE BURDER
Verizopwireless
MA2 DOT CARES AUTORA TE
102L FIT CARLI ANTONIA IE
DUN INK TONGE
01.2 /SAT (A83) SOMEA ARGHITECTO - INC.
73211 (AGA) VIDE
FAX: (949) 297-4788
APPROVALS
APPROVED BY. DATE.
VEN REI
MAZ MEL CARLI SATN
221 DOT (A8L1 XASS VIX UTILITY COOR
SATE NAME
CALEXICO
BITE ADORESE
352 FIRST STREET
CALEXICO, CA 9Z2S:
0,0 FLET (AL) CRADE LINE O DEXTER CE MANOR TANIC SHEET TITLE.
TOWER RETAL
TOPOGRAPHIC SURVEY
NORTHERLY CRASON
CRASHE INFO
BEE SHEET C-1 FOR BOUNDARY AND TITLE INFO. 2 OF 2 C-2
RFP Attachment 2 - Page 110
DATE/BY. REVISION DESCRIPTIOL
DASTING HAIP ARTEMUS - 32-0-12 CONSTRUCTION DRANDGS
EIST HAP ANTEWAS
0-X-3
FOUL SURVEY ACDED
ANTS PANEL EXISTING PANEL ANTINUS
EXISTING HE'-O HIGH HATER TANK -
DESTING KO'-O HIGH HATER TAN-
DISTING PANE
ANTENNA (5Y OTHERS)
CITY CALETCO
XICO Emhc
AND NOX PARABOLIC ANTENA O 2-0 201
verizonwireless
DISTING MEGHANCAL POOM- DOSTING MEGHNICAL ROOM -
AS DEVELOPMENTII
AC •
ARCHITECTB - INC.
TEL 949-716-9940
DISTING COAX CABLE LADDER - FAX: 949-297-4788
DISTING UTILITY POLS - XISTING VERIZOM HIRELESS
SOX GENERAC EMERGENCY
BAOUP GORERATOR KITH A
BOUT SEEN HIRELESS I GALLON FEL TANK
BEST BURNENT SHETER IXSTING SOVLI STORY DULDNG (BEYONO).
SITZ. HAME.
CALEXICO
EISTING RESTROOM BURDING
MTX 54
ETH À DA CALLON PUE. TANK MOUNTED
SITE ADDRESS-
HAN LINK FINGE
WITH PRIVACY
QARTY).
(NOT SHONY FOR GLARITY).
DISTING UTILITY POLE- SHOT THE
A DISTING CAPE LYL. ARCHITECTURAL
ELEVATICNS
DRANING INFO
DHG. NAME DRAWi SY.
41 Mi
SHEET MUMBER
SCUTH ELEVATION WEST ELEVATION A-3
RFP Attachment 2 - Page 111
GENERAL NOTES: REV. DATE/ST. I REVISION DESCREPTION
1S VO TAV
t) Putross A ANCON
- 0 мо
ENGINEER/CONSULTANT.
next
949) 157-9375
SITE BUILDER.
ANTENNA MOUNT
veri 70Mvireless
1) а Рже ANAS
INTALS! CATE
LANDLORD
7ao mints LEASNG)
TONING.
CONSTRUCTION NOTES COAX CABLE ATTACHMENT
E/P
СРМ.
ETE SITE INFO:
SITE NAME
CALEXICO
SITE ADDRESS:
SHEET TME
98212 00 550 WATER TOWER ELEVATION
NOTES AND DETAILS
DRAWING INFO
DRAAN BY, DATE.
00/20/12
ANTENNA MOUNT 12 ANTENNA MOUNT PLAN WATER TOWER ELEVATION S-1 RFP Attachment 2 - Page 112
NOTES: DATE/BY: REVISION DESCRPTIOO
1-1-7 CONUTRUCTION DRAWINGS
82-4-21 FINAL SURYEY ADDED
DOSTING AIR CONDITIONING UNITS (TYPICAL OF 2).
PAGE SAT MESS AUTOMATE
DOSTING H-O* RIGH HATER TANK MANDY JOSE
PAYA SLO HE CHA LA PRINTH
EXISTING EQUIPMENT CABINET BY OTHERS.
+ EETING EQUIPMENT SHELTER (BY OTHERS).
• DISTAG METER EmAc
akina telecom to new helt
DISTNG UTILITY POLE.
EXISTING VERIZON WIRELESS EQUPTUXT SHELTER. • FAX. 019.8525
SITE BALDERI
verizomwireless
* MONITOR, TURE, SOLD, TANI CAPER ME DEVELOPHENT
SECTOR SETA 280 AZPUTH
3 DOSTING ANTIAL GROUND BUSS BAR. AC •
TEL: 949-TIG-9940
FAX: 949-297-4782
SITE NAME
CALEXICO
MTX 54
SHEET TILE:
ANTENNA
GROUNDING PLAN
DRAMING INFO
ONG. NAME,
ANTENNA GROUNDING PLAN E-l
ATTACHMENT NO. 5
RFP Attachment 2 - Page 114
Calexico (Site #: 116041)
FOURTH AMENDMENT TO GROUND LEASE AND TOWER LICENSE
AGREEMENT
This Fourth Amendment to Ground Lease ard Tower License Agreement (the "Amendment") is made this _17 day of OCtobe, 2015 by and between the City of Calexico, an incorporated City of the State of California ("Lessor") and Cellco Partnership, a Delaware partnership, d/b/a Verizon Wireless ("Lessee'"), with reference to the facts set forth in the Recitals below:
RECITALS
Lessor owns that certain real property commonly known as 352 East First Street, City of Calexico, County of Imperial, State of California, being further identified as Assessor's Parcel Number 058-535-001-000 ("Lessor's Property").
B. Lessor and Lessee are parties to that certain Ground Lease and Tower License Agreement dated May 1, 1992, as amended by that certain Amendment and Extension of Lease Agreement dated January 25, 1999, as further amended by that certain Second Amendment and Extension of Lease Agreement dated June 4, 2008, as further amended by that certain Third Amendment to Ground Lease and Tower License Agreement dated May 21, 2013 (as so amended, the "Lease"), pursuant to which Lessee is leasing from Lessor a portion of Lessor's Property, together with utility cable space, a right of access and a right to install utilities (collectively, the "Premises").
C. Lessor and Lessee have agreed to allow Lessee to remove and replace certain equipment installed on the water tower located at Lessor's Property ("Water Tower"), as well as to install additional equipment thereon, as set forth below.
AGREEMENT
NOW, THEREFORE, in consideration of the facts contained in the Recitals above, the mutual covenants and conditions below, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
1. Exhibit. Lessor and Lessee agree that the Revised Exhibit "A4", attached hereto and made a part hereof, describes and depicts the equipment modifications to be completed by Lessee pursuant to this Amendment.
Lessor Consent. Lessor hereby consents to the alterations, additions and improvements to the Property that are described and depicted on Revised Exhibit "A4," including, but not limited to, Lessee's: (i) replacement of three (3) panel antennas; (ii) installation of six (6) remote radio units; (ili) installation of three (3) power/fiber cables; and (iv) installation of four (4) RAYCAPS (collectively, the "Improvements"), all as more particularly described and depicted on Revised Exhibit "A4." Lessor and Lessee agree that Lessee may install any and all conduits, cables, equipment, radios and hardware necessary for the Improvements. In the event Lessee's installation of any new equipment (other than the 59696857_1 1
•RFP Attachment 2 - Page 115
Calexico (Site #: 116041)
Improvements and like kind replacements) requires the preparation of a structural report due to reasonable concerns over the structural capacity of the Water Tower or if required under applicable law, Lessee shall obtain such report at its sole cost and expense. As Lessee has already prepared and provided to Lessor a structural report in connection with the Improvements, an additional structural report is not necessary. The parties acknowledge and agree that upon full execution of this Amendment and installation of the Improvements described herein and depicted on Revised Exhibit "A4," such Improvements shall be deemed part of the Premises.
Continued Effect. Except as specifically modified by this Amendment, all of the terms and conditions of the Lease shall remain in full force and effect. In the event of a conflict between any term and provision of the Lease and this Amendment, the terms and provisions of this Amendment shall control. In addition, except as otherwise stated in this Amendment, all initially capitalized terms will have the same respective defined meaning stated in the Lease. All captions are for reference purposes only and shall not be used in the construction or interpretation of this Amendment.
IN WITNESS WHEREOF, Lessor and Lessee have caused this Amendment to be executed by each party's duly authorized representative effective as of the date first above written.
Lessor:
City of Calexico, an incorporated
City of the State of California
By:
Name: RICHA NIWARNE
Title: CITY MANAGER
Date: 9/03/2014
Lessee:
Cellco Partnership, a Delaware partnership
dba Verizon Wireless
By: _
Name: Brian Mecum
Title: Area Vice President Network
Date: 10/12/14
59696857_1 2
RFP Attachment 2 - Page 116
Calexico (Site #: 116041)
REVISED EXHIBIT "A4"
IMPROVEMENTS
(Attached)
59696857 1
RFP Attachment 2 - Page 117
VERIZON WIRELESS
LEASE EXHIBIT
CALEXICI
WS ANTENNA MO
PASTES PATED 381 ГОСТ SO
CROTE PAO
HO TO THEN
TE BLOCK
CATULK CUVIDUAL. (MYNCAL. OF 4)
Dano UTaT
ONCEND
- сто нес
ENLARGED SITE PLAN
WEST ELEVATION LOUNTED TO 141-0° LATER THRE
INCON ORATED 08/29/16 LASS COMBAT (e+)
so d14000 NECT (1 Or 1)
ATTACHMENT NO. 6
Lessee Site: Calexico/MDG# 5000024501|
FIFTH AMENDMENT TO GROUND LEASE AND TOWER LICENSE AGREEMENT
THIS FIFTH AMENDMENT TO GROUND LEASE AND TOWER LICENSE AGREEMENT ("Amendment"), dated as of the later of the signature dates below (the "Effective Date"), is by and between THE CITY OF CALEXICO, a California city ("Lessor"), and CELLCO PARTNERSHIP, a Delaware general partnership, d/b/a Verizon Wireless with principal offices at One Verizon Way, Mail Stop 4A W100, Basking Ridge, New Jersey 07920 ("Lessee").
WHEREAS, Lessor owns that certain real property commonly known as 352 East First Street, City of Calexico, County of Imperial, State of California, being further identified as Assessor's Parcel Number 058-535-001-000 ("Lessor's Property"); and WHEREAS, Lessor and Lessee are parties to that certain Ground Lease and Tower License Agreement dated May 1, 1992, as amended by that certain Amendment and Extension of Lease Agreement dated January 25, 1999, as further amended by that certain Second Amendment and Extension of Lease Agreement dated June 4, 2008, as further amended by that certain Third Amendment to Ground Lease and Tower License Agreement dated May 21, 2013 (the "Third Amendment"), and as further amended by that certain Fourth Amendment to Ground Lease and Tower License Agreement, dated as of October 17, 2014 (as so amended, the "Agreement"), pursuant to which Lessee is leasing from Lessor a portion of Lessor's Property, together with utility cable space, a right of access and a right to install utilities (collectively, the "Premises"); and WHEREAS, Lessor and Lessee, in their mutual interest, wish to amend the Agreement to extend the term for one (1) year 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. Incorporation of Recitals. The recitals set forth above are incorporated herein as if set forth in their entirety.
2. Extension of Term. The final Renewal Term as provided pursuant to the Third Amendment expires forever with no further extensions on June 30, 2024. Lessor and Lessee hereby agree to extend the Term by one (1) calendar year to June 30, 2025.
3. Signatures Required. This Amendment shall have no force or effect whatsoever unless and until it has been executed by Lessor and Lessee. This Amendment may be executed in two or more counterparts, each of which will be deemed an original and all of which together constitute one agreement. Counterparts and/or signatures delivered by pdf or other mutually-approved electronic means have the same force and effect as the use of a manual signature. Both Lessor and Lessee wish to permit this Amendment to be electronically signed in accordance with applicable federal and California law. Either party to this Amendment may revoke its permission to use electronic signatures at any time for future documents by providing notice pursuant to the Agreement. The parties agree that electronic signatures, by their respective signatories are
81211.00302\42294177.1
Lessee Site: Calexico/MDG# 5000024501
intended to authenticate such signatures and to give rise to a valid, enforceable, and fully effective Amendment.
4. Other Terms and Conditions Remain. In the event of any inconsistencies between the Agreement and this Amendment, the terms of this Amendment shall control. Except as expressly set torth in this Amendment, the Agreement is otherwise unmodified and remain in full force and effect. Each reference in the Agreement to itself shall be deemed also to refer to and include this Amendment.
5. Capitalized Terms. All capitalized terms used but not defined herein shall have the same meanings as defined in the Agreement.
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81211.00302\42294177.1
Lessee Site: Calexico/MDG# 5000024501
IN WITNESS WHEREOF, the parties have caused their properly authorized representatives to execute this Amendment on the dates set forth below.
LESSOR
The City of Calexico,
a California city
By:
Print Name:
Its: _
Date:
LESSEE
CELLCO PARTNERSHIP, a Delaware general
Partnership dba Verizon Wireless
By:
Print Name:
Its: _
Date:
81211.00302\42294177.1