Agenda packet — Lincoln City Council, August 25, 2026 (part 2 of 2)

DISCUSSION

Construction Cost Index
The current JPA requires the use of the Engineering News Record’s Construction Cost Index (CCI) for April to April to adjust for annual inflation. Traditionally, the SPRTA Board would use these values to adopt the updated fees in late May, and they would become effective July 1st. AB602 now requires a 60-day waiting period between Board adoption and any increased fees being effective. Given the 60-day requirement and the desire to keep the July 1st effective date, the JPA Amendment specifies the use of “the most currently available index value and the index value from the month and year of the previous adjustment” and specifying the adjustment “shall be effective on July 1st of the year in which the action is taken, or at such other time as is provided by law”.

Construction Responsibility, Transfer of Construction Funds, and Location of Improvements
The current JPA limits the construction responsibility and transfer of construction funds for projects to JPA member agencies, except for the Placer Parkway and Rail/Bus Transit projects. The list of SPRTA projects includes projects on the state highway which the State (Caltrans) would construct. The JPA Amendment allows the State to be responsible for construction and receive SPRTA funds for projects on state highways.

Additionally, the current JPA requires improvements to be “located in the Members’ respective jurisdictions”. This language has been revised in the JPA Amendment to “benefiting the Members’ respective jurisdictions” to allow for an improvement to extend beyond the members’ respective boundaries.

Administrative Changes
The current JPA specifies the Board shall elect a chair and select a secretary annually.

The chair shall be elected from amongst the Board membership, the secretary need not be a member of the Board. The current JPA does not mention a vice chair or specify any procedures or requirements in regard to electing a vice chair. The JPA Amendment specifies the Board elect a chair and vice chair annually from amongst the Board membership, as is current practice. Because the Board Clerk has served as the secretary for many years, the JPA Amendment still specifies the Board select a secretary but removes the requirement to be selected annually. The JPA Amendment also specifies that meetings are to occur at least semiannually, rather than quarterly.

The member agencies were previously provided a copy of the JPA Amendment for policy and legal review; only minor technical changes were received. Staff recommends approval of the JPA Amendment; the TAC concurred.

RC:SS
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FIRST AMENDMENT TO

AMENDED AND RESTATED

JOINT EXERCISE OF POWERS AGREEMENT

REGARDING THE SOUTH PLACER REGIONAL TRANSPORTATION

AUTHORITY
AMONG

THE CITY OF LINCOLN,

THE CITY OF ROCKLIN,

THE CITY OF ROSEVILLE
and

THE COUNTY OF PLACER
Agenda Item H
Attachment 1
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South Placer Regional Transportation Authority Page 1 First Amendment to Amended and Restated Joint Exercise of Powers Agreement March 2024

FIRST AMENDMENT TO

AMENDED AND RESTATED

JOINT EXERCISE OF POWERS AGREEMENT

This First Amendment to the Amended and Restated Joint Exercise of Powers Agreement (the “Amendment”) dated March 27, 2024 regarding the South Placer Regional Transportation Authority (“Authority”) is entered into as of ______________, 2024, by and between the City of Lincoln, the City of Rocklin, the City of Roseville and the County of Placer (hereinafter collectively referred to as the “Members” and individually as “Member”).

WHEREAS, Section 18 AMENDMENTS, of the Agreement provides that the Members may amend the agreement by unanimous written agreement of the Members;

WHEREAS, the Authority has been operating consistent with the Agreement and the Authority and Members have identified certain provisions of the Agreement to be amended;

NOW THEREFORE the Members to the Agreement agree to mutually amend certain provisions of the Agreement as follows:

1. The second sentence of Section 2. AUTHORITY, PURPOSE AND COOPERATION is hereby amended to read in its entirety as follows:

“The purpose of this Agreement is to provide for the coordinated planning, design, financing, acquisition, determination of the timing of construction, and construction, of Transportation Improvements benefiting the Members’ respective jurisdictions.”

2. Paragraph B(1) of Section 7 ADMINISTRATION is hereby amended to read in its entirety as follows:

B. Meetings.

“(1) Regular Meetings. The Board shall establish the number of regular meetings to be held each year and the date, hour and 22 290
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location at which such regular meetings shall be held; provided, that the Board shall meet at least once every six (6) months or semiannually.”

3. Paragraphs C(1) of Section 7 ADMINISTRATION is hereby amended to read in its entirety as follows:

C. Procedures.

“(1) The Board shall elect a Chair and a Vice Chair annually from among its membership, with the Chair and Vice Chair rotated amongst the membership, to preside at -meetings. The Board shall select a secretary who may, but need not, be a member of the Board. The Board may, from time to time, elect such other officers as the Board shall deem necessary or convenient to conduct the affairs of the Authority.”

4. Paragraph A of Section 10 COSTS ASSESSED AND DISTRIBUTED is hereby amended to read in its entirety as follows:

“A. The Authority will establish and maintain a current estimate of all costs associated with the Transportation Improvements included in the Improvement Program not yet incurred (“Cost-to- Complete”). The Cost-to-Complete will be adjusted annually based on the Construction Cost Index as published in the Engineering News Record, or an equivalent publication in the event the Engineering News Record is no longer published. The Authority shall determine a proposed annual adjustment based on the difference between the most currently available index value and the index value from the month and year of the previous adjustment. No fee adjustment shall be effective until approved by the Authority Board. Any fee adjustment approved by the Board shall be effective on July 1st of the year in which the action is taken, or at such other time as is provided by law. Notwithstanding the foregoing, the Cost-to-Complete will be adjusted to reflect actual costs associated with the Transportation Improvements, when such costs are known.”

5. Paragraph F of Section 10 COSTS ASSESSED AND DISTRIBUTED is hereby amended to read in its entirety as follows:

“F. Except for the Placer Parkway, improvements on State highways, and Rail/Bus Transit projects (as defined in Exhibit A), construction of the Transportation Improvements shall be the 23 291
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responsibility of the Member in whose jurisdiction the
improvement(s) is/are located. For Transportation Improvements where the Member is responsible, the Authority will transfer construction funds to the Member in the manner approved by the Authority. For Transportation Improvements on a State highway, the Authority may execute agreements with the State and/or Members establishing responsibility for construction of the Transportation Improvements and may transfer construction funds in accordance with those agreements.”

6. Section 19 NOTICES is hereby amended to read in its entirety as follows:

SECTION 19. NOTICES

Any notice required or permitted under this Agreement shall be in writing and delivered personally or by mail to the respective legal counsel of the Member jurisdictions and to:

City of Lincoln City of Roseville
600 6th Street 311 Vernon St.

Lincoln, CA 95648 Roseville, CA 95678
Attn: City Manager Attn: City Manager

County of Placer City of Rocklin
175 Fulweiler Avenue 3970 Rocklin Road
Auburn, CA 95603 Rocklin, CA 95677
Attn: County Executive Officer Attn: City Manager

7. NO FURTHER AMENDMENTS. Except as expressly amended herein, all terms and conditions of the Agreement shall remain the same and in full force and effect.

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The Members have executed and attested this Agreement effective upon the execution of all Members herein as of the date first above written.

ATTEST: CITY OF LINCOLN
A Municipal Corporation

_____________________________ By____________________________ City Clerk, City of Lincoln Mayor

Approved as to Form:

____________________________
City Attorney

ATTEST: CITY OF ROCKLIN
A Municipal Corporation

_____________________________ By_____________________________ City Clerk, City of Rocklin Mayor

Approved as to Form:

_____________________
City Attorney

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ATTEST: CITY OF ROSEVILLE
A Municipal Corporation

_____________________________ By_____________________________ City Clerk, City of Roseville Mayor

Approved as to Form:

_____________________
City Attorney

ATTEST: COUNTY OF PLACER
A political subdivision of the State of California

_____________________________ By______________________________ Clerk of the Board, Chairman
Placer County

Approved as to Form:

_____________________
County Counsel

26 294

AMENDED AND RESTATED

JOINT EXERCISE OF POWERS AGREEMENT
AMONG

THE CITY OF LINCOLN,
THE. CITY. OF ROCKLIN,

THE CITY OF ROSEVILLE
and
- ---cc--- THE COUNTY OF PLACER
l l'1 tf:la
FOR THE PLANNING, DESIG~,_FINANCING, ACQUISITION AND -

CONSTRUCTION OF
• REGIONAL TRANSPORTATION IMPROVEMENTS

SCANNED
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FIRST AMENDMENT TO

AMENDED AND RESTATED

JOINT EXERCISE OF POWERS AGREEMENT

WHEREAS, Section 18 AMENDMENTS, of the Agreement provides that the Members may amend the agreement by unanimous written agreement of the Members;

WHEREAS, the Authority has been operating consistent with the Agreement and the Authority and Members have identified certain provisions of the Agreement to be amended;

NOW THEREFORE the Members to the Agreement agree to mutually amend certain provisions of the Agreement as follows:

1. The second sentence of Section 2. AUTHORITY, PURPOSE AND COOPERATION is hereby amended to read in its entirety as follows:

2. Paragraph B(1) of Section 7 ADMINISTRATION is hereby amended to read in its entirety as follows:

B. Meetings.

“(1) Regular Meetings. The Board shall establish the number of regular meetings to be held each year and the date, hour and 28 296
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location at which such regular meetings shall be held; provided, that the Board shall meet at least once every six (6) months or semiannually.”

3. Paragraphs C(1) of Section 7 ADMINISTRATION is hereby amended to read in its entirety as follows:

C. Procedures.

4. Paragraph A of Section 10 COSTS ASSESSED AND DISTRIBUTED is hereby amended to read in its entirety as follows:

5. Paragraph F of Section 10 COSTS ASSESSED AND DISTRIBUTED is hereby amended to read in its entirety as follows:

“F. Except for the Placer Parkway, improvements on State highways, and Rail/Bus Transit projects (as defined in Exhibit A), construction of the Transportation Improvements shall be the 29 297
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6. Section 19 NOTICES is hereby amended to read in its entirety as follows:

SECTION 19. NOTICES

Any notice required or permitted under this Agreement shall be in writing and delivered personally or by mail to the respective legal counsel of the Member jurisdictions and to:

City of Lincoln City of Roseville
600 6th Street 311 Vernon St.

Lincoln, CA 95648 Roseville, CA 95678
Attn: City Manager Attn: City Manager

County of Placer City of Rocklin
175 Fulweiler Avenue 3970 Rocklin Road
Auburn, CA 95603 Rocklin, CA 95677
Attn: County Executive Officer Attn: City Manager

7. NO FURTHER AMENDMENTS. Except as expressly amended herein, all terms and conditions of the Agreement shall remain the same and in full force and effect.

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The Members have executed and attested this Agreement effective upon the execution of all Members herein as of the date first above written.

ATTEST: CITY OF LINCOLN
A Municipal Corporation

_____________________________ By____________________________ City Clerk, City of Lincoln Mayor

Approved as to Form:

____________________________
City Attorney

ATTEST: CITY OF ROCKLIN
A Municipal Corporation

_____________________________ By_____________________________ City Clerk, City of Rocklin Mayor

Approved as to Form:

_____________________
City Attorney

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ATTEST: CITY OF ROSEVILLE
A Municipal Corporation

_____________________________ By_____________________________ City Clerk, City of Roseville Mayor

Approved as to Form:

_____________________
City Attorney

ATTEST: COUNTY OF PLACER
A political subdivision of the State of California

_____________________________ By______________________________ Clerk of the Board, Chairman
Placer County

Approved as to Form:

_____________________
County Counsel

32 300
.. '

AMENDED AND RESTATED

JOINT EXERCISE OF POWERS AGREEMENT
This Amended and Restated Joint Exercise of Powers Agreement (the "Agreement") is entered into as of , 2002, October , 2003 by and among the City of Lincoln, the City of Rocklin, the City of Roseville and the County of Placer (hereinafter collectively referred to as the "Members" and individually as "Member").

SECTION 1. RECITALS
• A. The Members have the common powers to acquire real property and to _ plan, design, finance, and construct roadway, intersection, at-grade railroad crossing, interchange, arui various transit and rail fixed facility improvements and to purchase. lease, and sublease real and personal property and all .improvement thereon, to the Placer County Transportation Planning Agency ("PCTPA") and other third parties (the foregoing powers, -improvements, and the acquisition of real property in connection therewith, are hereinafter collectively referred to as, the "Transportation Improvements"). ·B. The Members have determined that the public interest will be served by the cooperative exercise of these individual powers through this Agreement in order to plan for, design, finance, acquire, determine the timing of construction of, and construct, Transportation Improvements to serve · their respective jurisdictions and spheres of influence .
. C. It has been determine_d by the Members that the Transportation Improvements must be undertaken in order to meet traffic demands in the growing region served by the jurisdictions. This Agreement is intended to create _a joint powers authority with the power tQ_ plan for, design, finance, acquire, determine the timing of construction of, and construct, the Transportation Improvements.

SECTION 2. AUTHORITY, PURPOSE AND COOPERATION
This Agreement is made pursuant to Chapter 5 of Division 7 of Title 1 of the California Government Code (commencing with section 6500) (the "Law") relative to the joint exercise of powers common: to the Members. The purpose of this Agreement is to provide for the coordinated planning, design, financing, acquisition, determination of the timing of construction, and construction, of Transportation Improvements located in the Members' respective jurisdictions.

A conceptual outline of the Transportation Improvements generally contemplated by the Members as of the date first above written is attached South Placer Regional Transportation Authority
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hereto as Exhibit A and incorporated herein. Said listing of Transportation Improvements is subject to refinement and modification by the Authority's Board of Directors as provided hereinafter.

SECTION 3. CREATION OF AUTHORITY
The Members hereby create the South Placer Regional Transportation Authority ("Authority"), a public entity separate from each of the Members, whose jurisdiction is shown and described in Exhibit A, attached hereto and incorporated herein.

SECTION 4. TERM AND TERMINATION
• This Agreement shall be effective as of that date first_ writteri above. It shall remain in effect until the pUrpose stated in Section 2 is fully accomplished1. or until terminated by the unanimous agreement of the Members; provided, however, that this Agreement may not be terminated until all bonds or other instruments of h1debtedness issued by the .Authority, if any, have been paid in full. Any Member may withdraw its participation in this Agreement at any time; provided that the withdrawing Member shall pay an equitable. portion of its share of the cost of the Transportation Improvements, as reasonably determined by the Authority's Board of Directors, taking into account the date of such Member's withdrawal, its growth and development plans, and including any reconciliation amounts for funds advanced or paid on behalf of the withdrawing Member by another source.

SECTION 5. POWERS
The Authority shall have all powers necessary or reasonably convenient to carry outthe pull?~ses st_ated in Section 2, including, but not limited to, the following:

A. to develop a plan or formula for determining the timing, sequence and financing (including cost allocation among the Members} of construction of the Transportation Improvements; . .

B. • to design .the Transportation Improvements;
C. to construct, or cause the construction of, .Transportation Improvements; provided that the Authority shall not construct Transportation Improvements except those related to the Placer Parkway and Rail/Bus Transit projects (as defined in Exhibit A);
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i •
D. to coordinate the construction and/or redevelopment of the Transportation Improvements with all affected governmental agencies; E. to secure administrative office space and furnishings; F. to make and enter into contracts;
G. to contract for, or employ, administrative, technical and support staff, and consultants and contractors of any kind;
H. to acquire and maintain insurance of all types;
I. to lease, acquire; hold, sublease. or dispose of real property by negotiation, . dedication,_ or eminent domain,· including the purchase of. lease. and sublease· of real and· personal -property, and all improvements thereto to PCTPA and/or~· any . third parties, in conjunction with PCTPA's development of a multi-modal . transportation center, third party office space. and PCTPA's office space related to its duties as a transportation planning-agency and its dutiesreauired pursuant to this Agreement; J. to lease, acquire, operate, maintain and dispose of materials, supplies, and equipment of all types;
K. to accept, hold, invest (pursuant to the La~, including, without limitation, section 6509.5 thereof), manage, and expend monies; ____ _ L. to obtain and secure funding from all available public and private sources including local, state, and/ or the federal government, including but not limited to, bond issuances, lease purchase agreements, public grants, private contributions, public and private loans, and other funds; M. to levy, collect or. cause to be collected transportation impact fees ("Impact Fees") on ne~ residential, commercial and industrial development to fund the design, planning, financing; acquisition, and construction, of the Transportation Improvements;
--- - . ---
N. to form a special assessment district under any legal authority that exists now or in the future, including, without limitation, the Improvement Act of 1911 (Streets & Highways Code section 5000 et seq.), the Municipal Improvement Act of 1913 (Streets & Highways Code section 10000 et seq.), the Improvement Bond act of 1915 (Streets & Highways Code section 8500 et seq.), or any other authority that exists now ~>r in the future; South Placer Regional Transportation Authority
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0. to form a special tax district under the Mello-Roos Community Facilities District Act or any other authority that may exist now or in the future; • P. to negotiate and enter into reimbursement agreements when monies to construct Transportation Improvements are advanced;
Q. to sue and be sued; and
R. all powers incidental to the foregoing.

SECTION 6. DUTIES
The Authority shall have the duty to do the following within the times specified or, if no time is specified, within a reasonable time:

A. To prepare and adopt a South Placer Regional Transportation Improvement Program specifying the Transportation Improvements (the "Improvement Program").

B. To prepare and adopt a plan or formula for determining the timing, sequence and financing (including cost allocation among the Members) of construction and/or acquisition of the . Transportation Improvements, hereinafter referred to as the "Implementation Plan." The Implementation Plan shall reference the relevant terms and conditions of any agreement entered into by any Member with a landowner under which funds were _ advanced or used for the construction of the Transportation Improvements.

C. to retain legal counsel for all Authority business, including litigation; D. to evaluate the need for, and acquire and maintain if necessary, liability, errors:and omissions, or other insurance; and
E. to conduct an annual audit as required by the provisions of Subsection

7.D(3).

SECTION 7. ADMINISTRATIO_N -
A. Governing Board.- Membership. rhe Authority shall be administered by a board of directors ("Board") consisting of four (4), directors and four (4) alternates. One (1) director and one (1) alternate shall be appointed by each Member from its governing body.

B. • Meetings.

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(1) Regular Meetings. The Board shall by resolution establish the number of regular meetings to be held each year and the date, hour and location at which such regular meetings shall be held; provided, that the Board shall meet at least once every three (3) month(s) or quarterly. (2) Special Meetings. Special meetings of the Board may be called in accordance with the provisions of the Ralph M. Brown Act (California Government Code section.54950 et seq.).
(3) Conduct of Meetings. All meetings of the Board shall be held in accordance with the Ralph M. Brown Act (California Government Code section 54950 et seq.).
. . .
(4) Minutes. The Secretary of the Authority shall cause minutes of all meetings of the Board to be kept and shall, as soon as possible after each ·meeting, cause a copy of the minutes to be forwarded to each director of the Board, and to the Members.
• (5) Quorum.· Three (3) directors of the Board shall constitute a quorum for the transaction of business. Except as provided in Section 8, actions of the Board shall require the affirmative vote of a majority of the entire Board (i.e., three (3) affirmative votes).

C. Procedures.
(1) The Board shall elect a chair annually from among its membership, with the Chair rotated amongst the membership, to preside at -meetings and shall select a secretary who may, but need not, be a member of the Board. The Board may, from time to time, elect such other officers as the Board shall deem necessary or convenient to conduct the affairs of the Authority.
(2) The Board may adopt by resolution rules of procedure, not inconsistent with the provisions of this Agreement, to govern the conduct of its meetings.
· (3) Members of the Board sJ:ia.il compiy with Title • 9 ·of the· California Government Code, commencing with section 81000 (Political Reform Act of 1974).

D. Administration. Unless as otherwise agreed to by the Members, staff of the Placer County Transportation Planning Agency ("PCTPA") will perform administrative functions for the Authority, to be funded with the revenues of the Authority.

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E. Fiscal Matters.
(1) Treasurer/Auditor
(A) Except as provided in Subsection (B), below, the finance director of the PCTPA is designated the treasurer/auditor of the Authority with the powers,' duties, and responsibilities specified iri the Law, including, without limitation, sections 6505 and 6505.5 thereof.
(B) In lieu of the designation in Subsection (A), above, the Board may appoint one or more of the Authority's officers or employees to either or both of the positions of treasurer or auditor as provided.in ili.e Law, including, without limitation, section 6505.6 thereof.
(2) Custodian of Property. The treasurer and auditor of the Authority shall be the public officers who have charge of, handle, and have access to, the Authority's property and shall file with the Authority an official bond in the amount set by the Board.
(3) Accounts and Reports. The Board shall establish and maintain such funds and accounts as may be required by good accounting practice. The books and record~ of the Authority shall be open to inspection at all reasonable times to the Members and their respective representatives. The accounts shall be prepared and maintained by the treasurer and auditor of the Authority. The Authority, within one hundred twenty (120) days after the close of each fiscal year, shall cause an independent audit of all financial activities for such fiscal year to be prepared by an independent certified public accountant employed by the Authority.·· The Authority shall promptly deliver copies of the audit report to the Members.
(4) Budgets; The Board shall adopt a budget no later than ninety (90) days after the effective date of this Agreement and no later than June 30 each year thereafter.
(5) Contributions. Costs for the design, planning, financing, acquisition, and- construction, of the Transportation improvements will be shared amongst'theMembers based upon their respective proportionate shares as shall be set forth in the Improvement Program.

SECTION 8. VOTING
Notwithstanding Subsection 7.B (5), the following actions may only be taken as set forth below:

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A. The unanimous affirmative vote of the entire Board is required to adopt the Improvement Program and the Implementation Plan. It is agreed that the voting structure may be amended pursuant to Section 18 hereof in the event of addition of a new Member to the Authority. Any change in the voting structure shall require an amendment to this Agreement.

B. The unanimous affirmative vote of the entire Board is required to (1) adopt any changes to the Improvement Program or the Implementation Plan, including, without limitation, adding, deleting, modifying, or changing the priority of, Transportation Improvements to be constructed; (2) change the cost sharingJormula among the Members; (3) authorize _the issuance ahd sfl,le, , -refinancing, or early redemption, -of bonds; or (4) impose fees or assessments, levy taxes;·or order the formation of an assessment or special district.

C. The exercise of the power of eminent domain must be approved by an affirmativ~ vote of the Board as set forth in Section 7.B (5), including the director appointed by the Member in whose jurisdiction the property is located.

For the • purposes of: this Section, the jurisdictior:i- of the County is the - unincorporated area.

SECTION 9. EXERCISE OF POWERS
The powers and duties which (a) are common to the Members, and (b) are vested in the Authority only by virtue of this Agreement, and are not independent powers and duties which_ arise by virtue of the Law, shall be exercised and carried out subject only to such restrictions upon the manner of exercising such powers or canying out such duties as are imposed upon the City of Rocklin in the exercise of similar powers or in carrying out similar duties, as provided 'in section 6509 of the Law.

SECTION 10. COSTS ASSESSED AND DISTRIBUTED
A. The Authority will establish and maintain a current estimate of all costs associated with the Transportation Improvements included in the Improvement _Program not y_et incurred ("Cost-_to:-~_omplete").-. The Cost-to-Complete_ win be adjusted annually- based- on the Construction Cost_.Index as published in the· Engineering News Record, or an equivalent publication in the event the Engineering News Record is no longer published. The adjustment period shall be from April to April. Notwithstanding the foregoing, the Cost-to-Complete will be adjusted to reflect actual costs • associated with the Transportation Improvements, when such costs are known.

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B. It is anticipated that sources of revenue other than a transportation impact fee (the "Impact Fee") will be available to assist in funding the Transportation Improvements. For all Transportation Improvements, it is assumed that: (1) Curbs, gutters and sidewalks, where required by zoning, are the responsibility of the applicable developer or Member; and (2) Frontage improvements of a lane plus _shoulder, where required by zoning, will be constructed along developing property at no cost to the Improvement Program.

C. The Authority will levy the Impact Fee on new development consistent with law to fund any portion of the cost of the Transportation Improvements not funded by other sources. Each Member shall collect the Impact Fee and deposit it in a separate interest-bearing account maintained by such Member . . Each Member shall transmit all amounts collected~ plus actual inte_rest earned thereon, to the Authority quarterly. •
D. Each Member's financial responsibility to make quarterly payments to the Authority shall not exceed the amount in the account described in Section

10.C, above. Each Member may contribute more than its proportionate share for a particular·segment or improvement. In such· event, subject to approval by the Board, that Member's account shall be credited for the excess amount and the amount shall be applied toward its proportionate share of future segments or improvements. The amount and timing of such credits may be adjusted by the Board in consideration of other improvement priorities.

E. The Authority shall maintain Impact Fees in a separate interest bearing account -and shall use such funds consistent with the purposes of. this Agreement.

F; Except for the Placer Parkway and Rail/Bus Transit projects (as defined in Exhibit A), construction of the Transportation Improvements shall be the responsibility of the Member in whose jurisdiction the improvement(s) is/are located. . The Authority will transfer construction funds to the Member in the manner approved by the Authority.

G. • In the event that an outside funding source, such as the State or federal gov~mment, provides funds other than those . identified in the Improvement Program to one or more of the Transportation Improvements, credit will be • apportioned amongst all Members according .. to the· funding apportionment forrtn.ila.( s) applicable· to the Transportation Improvement( s). • H. Each Member ·will provide the Authority with an annual accounting of Impact Fee revenue collected, and other funds provided to the Member for construction of Transportation Improvements. All funds and proced,ures shall be subject to audit.

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I. A public entity may, subject to the unanimous agreement of the Members, become a party to this Agreement, provided such entity shall have contributed its proportionate share of the Transportation Improvement costs incurred from the effective date of this Agreement to the date of such entity's membership. The proportionate share of costs attributable to such entity shall reasonably be determined by the Board.

SECTION 11. FISCAL YEAR
The fiscal year of the Authority shall be the period from July 1 each year to and including the following June 30.

SECTION 12. DEBTS, LIABILITIES,AND OBLIGATIONS
The debts, liabilities, and obligations of the Authority shall not constitute debts, liabilities, or obligations of the Members, either jointly or severally. • SECTION 13. LIABILITY OF BOARD, OFFICERS AND EMPLOYEES
A. The directors/ alternates of the Board, officers, and employees of the Authority shall use ordinary care and reasonable diligence in the exercise of their powers, and in the perfonnarice of their duties pursuant to this Agreement. They shall not be liable to the Members for any mistake of judgment or other action made, taken, or omitted by them in good faith, nor for any action made, taken, or omitted by any agent, employee, or independent contractor selected with reasonable care, nor for loss incurred through the. investment ·of the Authority's funds, or failure to invest the same.

B. To the extent authorized by California law, no director/ alternate of the Board, officer, or employee of the Authority shall be responsible for any action made, taken, or omitted, by any other director/ alternate of the Board, officer, or employee. No director/ alternate of the Board, officer, or employee of the Authority shall be required. to give a bond or other security to guarantee the faithful performance of his or her duties pursuant to this Agreement, except as provided in S-y.bsection 7.D(2).

SECTION 14. LIBERAL CONSTRUCTION
The provisions of this Agreement shall be liberally construed as necessary or reasonably convenient to achieve the purposes stated in Section·

2. -
SECTION 15. DISPOSITION OF PROPERTY
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Upon termination of this Agreement, the Authority shall convey all assets of the Authority, if any, to the Members in proportion to their respective contributions, provided that real property acquired by eminent domain shall be conveyed to the Member in whose jurisdiction the property is located.

SECTION 16. SEVERABILITY
Should any part, term, or provision of this Agreement be decided by the courts to be illegal or in conflict with any law of the State of California, or otherwise be- rendered unenforceable or ineffoctual, the validity of the remaining -portions or provisions shall not be affected there by.

SECTION 17. SUCCESSORS; ASSIGNMENT
This Agreement shall be binding upon and shall inure to the benefit of the successors of the Members. No Member may assign any rights or obligations hereunder without the consent of the other Members; provided, however, that no such assignment may be made if it would materially and adversely- affect (a) the rating of· bonds issued by-the Authority, or {b) bondholders holding such bonds.

SECTION 18. AMENDMENTS
This Agreement may be amended only by the unanimous writtenagreement of the Members. So long as any bonds of the Authority are outstanding and unpaid, or funds are not otherwise set aside for the payment or redemption thereof in accordance with- the terms of the bonds and the documentation relating thereto, this Agreement shall not be amended, modified or otherwise revised, change_d or rescinded, if such action would n;iaterially and adversely affect { 1) the rating of bonds issued by the Authority, or (2) bondholders holding such bonds.

SECTION 19. NOTICES
. . .

Any notice required or permitted under this Agreement shall be in writing and delivered personally or by mail to the respective legal counsel of the Member jurisdictions and to: •
City of Lincoln
640 Fifth Street
Lincoln, CA 95648
Attn: City Manager
South Placer Regional Transportation Authority
City of Roseville
311 Vernon St ..

Roseville, CA 95678
Attn: City Manager
Amended and Restated Joint Exercise of Powers Agreement Page9
January 4, 2002 October I. 200;1
42 310
County of Placer
175 Fulweiler Avenue
• Auburn, CA 95603
Attn: County Executive Officer
SECTION 20. COUNTERPARTS
City of Rocklin
3980 Rocklin Road
Rocklin, CA 95677
Attn: City Manager
This Agreement may be executed in any number of counterparts, and by different parties· in separate counterparts, each of which, when executed and delivered, shall be deemed to be an original and all of which counterparts taken together shall constitute but one and the same instrument. -SECTION 21. AGREEMENT OF PLACER COUNTY TRANSPORTATION

PLANNING AGENCY (PCTPA) TO PROVIDE STAFF AND ACT
AS TREASURER.

PCTPA agrees and consents to provide staff and act as Treasurer for the Authority as provided herein. PCTPA is not a member of the Authority. After execution of this Agreement, it is the intent of the Members and PCTPA to develop a staffing agreement between the Authority and PCTPA to provide for the administration and management of the Authority with reasonable rights of termination by either party.

South Placer Regional Transportation Authority •
Amended and Restated Joint Exercise of Powers Agreement Page9
January 1; 2002 October I. 2003
43 311
. '.

The Members have executed and attested this Agreement as of the date first above written.

ATTEST:

Ap2~
City Attorney
ATTEST: CITY OF ROCKLIN
A Municipal Corporation
-~---___ By /dYz&,/ ~ ck~
City Clerk, City of Rocklin Ma~
Approved as to Form:
'<½Nweoh~
City Attorney
ATTEST: CITY OF ROSEVILLE
~
City Clerk, City of Roseville
South Placer Regional Transportation Authority
Amended and Restated Joint Exercise of Powers Agreement Page9
January 4, 200J October 1. 2003
44 312
' ' •
City Attorney
ATI'EST: COUNTY OF PLACER
~~By~ /J~
Clerk of the Board, • ~ ;J
Placer County _-
Approved as to Form:

Placer County Transportation Planning Agency "PCTPA" hereby consents to· the provisions- of this A_greement regarding staffing and financial duties of PCTPA.

By:~~~
Chairperson ~
South Placer Regional Transportation Authority
Amended and Restated Joint Exercise of Powers Agreement- Page9
January 4, 2002 (!ctoher 1. 200j_
r
45 313
' "
' ' .
_ .. ,·

EXHIBIT A
Conceptual Outline of Transportation Improvements

KUTAK ROCK LLP
DRAFT I 0/01/2003
This is merely a conceptual outline of the transportation improvements.

The JP A Board will adopt a Transportation Improvement Program Proposed transportation improvements and their location are set forth below, See Figure A-1 for location map of projects. Note that the rail and bus improvements will occur throughout the County and are thus not shown on the map.
• Rail and Bus Transit
The rail and bus transit improvements are focused in the areas of commuter rail, commuter/express bus, and fixed route buses. The following types of specific improvements would be considered eligible to receive fee program finding:
• Rail stations;
• Intennodal transit facilities; •
• Park and ride lots
• Bus shelters, pullouts, etc.;
. • Rail guide-way improvements (railbed, track, signals, etc.); • Maintenance and refueling facilities (main and satellite);· • Related streetscape, bicycle, and pedestrian improvements; and • Acg~develop, lease and sublease real and personal property and all improvements thereto, for the development of the multi-modal transportation center of Placer County Transportation Planning Agency and the office space related thereto and any other third party office located on such premises.

Douglas Boulevardll-80 Interchange
The proposed Douglas Boulevard/I-80 interchange project provides significant enhancements to the circulation to and through south Placer County. This project not only upgrades the interchange itself but also encompasses improvements to the adjacent Douglas Boulevard/Sunrise Boulevard intersection. The overall project provides improved access to and through east and west -~oseville as well as unincorporated areas-of Placer County and to Sacramento County to the south. The proposed improvements at this interchange include a reconfiguration of the interchange with a flyover ramp eastbound Douglas Boulevard to Sunrise Boulevard, a tunnel section from Sunrise Boulevard to northbound I-80, as well as ramp modifications and improvements.

Sierra College Boulevard
Sierra College Boulevard is a major north-south arterial that provides a link from State Route 193 in Lincoln to I-80 in Rocklin and on to the Sacramento County line. Sierra College Boulevard traverses Lincolri, unincorporated Placer County, Loomis, Rocklin and Roseville. The proposed improvements to Sierra College Boulevard would consist of widening the roadway to. four or six lanes from State Route 193 to the Sacramento County line, excluding improvements to the interchange at 1-80, which will be funded by STIP funds.

It is assumed that: (1) Curbs, gutters and sidewalks, ·where required by zoning, are the responsibility South Placer Regional Transportation Improvement Program JPA Exhibit A
11-48946.2/1
PageA-1
January 8, 2002
46 314
...
of the applicable developer or Member and (2) Frontage improvements of a lane plus shoulder, where required by zoning, will be constructed along developing property at no cost to the Improvement Program. It is noted that, under current zoning, certain segments of Sierra College Boulevard are not expected to develop to the level requiring such frontage improvements:

Segments that have already been constructed may result in fee credits to districts such as Roseville, Rocklin, and fee districts within the County.

The proposed Sierra College Boulevard segments to be funded/credited by the fee program include:

Segment I-From State Route 193 to the northern city limit of the City of Rocklin. • Segment 2a - From the northern city limit of the City of Rocklin to the northern · boundary of the Town of Loomis.·
• Segment 5 - futerstate 80 to Rocklin Road.

Segment 6-Rocklin Road to the southern city limit of the City of Rocklin. • Segment 7- Southern city limit of Rocklin to Douglas Boulevard. • Segment 8 - Douglas Boulevard to Eureka Road.
• Segment 9-Eureka Road to Roseville Parkway.
• Segment 10 - Roseville Parkway to the Sacramento County line.

Segments that are currently not included but coul~ be funded in the later years of the fee program include:
• Segment 2b - Front the northern boundary of the Town of Loomis to Taylor Road all within Loomis.
0 S~gment 3 - From Taylor Road to Granite Drive all within the Town of Loomis.

Segments that would be funded by other sources include:
• Segment 4-I-80/Sierra College Boulevard Interchange.

SR 65 Lincoln Bypass
The proposed project is approximately IO-mile mixed two-lane and four-lane facility extending from Industrial A venue in Lincoln to just north of Sheridan.

Placer Parkway
The concept of a transportation facility that would connect State Route 65 to State Routes 70/99 through Placer and Sutter Counties has been (iiscµssed for several years. However, it is only within the last three years that these conceptual discussions have progressed to actual alignment studies due to increased congestion experienced on I-80 and continued growth in South Placer County.

A Project Study Report (PSR) for the environmental work associated with the Placer Parkway was . approved in August, 2001. The PSR considered several alignment options for Placer Parkway. The recommended alignment for planning purposes consists of a nearly 15-mile long, four-lane expressway/freeway, conn~cting from State Route 65 at Whitney Boulevard to State Routes 70/99 at a point about one mile north of Riego Road.

South Placer Regional Transportation Improvement Program JP A Exhibit A
11-48946.2/2
PageA-2
January 8, 2002
47 315

FIRST AMENDMENT TO

AMENDED AND RESTATED

JOINT EXERCISE OF POWERS AGREEMENT

REGARDING THE SOUTH PLACER REGIONAL TRANSPORTATION

AUTHORITY
AMONG

THE CITY OF LINCOLN,

THE CITY OF ROCKLIN,

THE CITY OF ROSEVILLE
and

THE COUNTY OF PLACER
Agenda Item H
Attachment 2
48 316
South Placer Regional Transportation Authority Page 1
First Amendment to Amended and Restated Joint Exercise of Powers Agreement March 2024

FIRST AMENDMENT TO

AMENDED AND RESTATED

JOINT EXERCISE OF POWERS AGREEMENT
This First Amendment to the Amended and Restated Joint Exercise of Powers Agreement (the “Amendment”) dated March 27, 2024 regarding the South Placer Regional Transportation Authority (“Authority”) is entered into as of ______________, 2024, by and between the City of Lincoln, the City of Rocklin, the City of Roseville and the County of Placer (hereinafter collectively referred to as the “Members” and individually as “Member”).

WHEREAS, the Amended and Restated Joint Exercise of Powers Agreement (“Agreement”) dated October 1, 2003 was approved by the Members creating the Authority for the purposes of providing the coordinated planning, design, financing, acquisition, determination of timing of construction, and construction, of Transportation Improvements;
WHEREAS, Section 18 AMENDMENTS, of the Agreement provides that the Members may amend the agreement by unanimous written agreement of the Members;
WHEREAS, the Authority has been operating consistent with the Agreement and the Authority and Members have identified certain provisions of the Agreement to be amended;
NOW THEREFORE the Members to the Agreement agree to mutually amend certain provisions of the Agreement as follows:

1. The second sentence of Section 2. AUTHORITY, PURPOSE AND COOPERATION is hereby amended to read in its entirety as follows:
“The purpose of this Agreement is to provide for the coordinated planning, design, financing, acquisition, determination of the timing of construction, and construction, of Transportation Improvements benefiting located in the Members’ respective jurisdictions.”

2. Paragraph B(1) of
Section 7 ADMINISTRATION is hereby amended to
read in its entirety as follows:

B. Meetings.
49 317
South Placer Regional Transportation Authority Page 2
First Amendment to Amended and Restated Joint Exercise of Powers Agreement March 2024
“(1) Regular Meetings. The Board shall by resolution
establish the number of regular meetings to be held each year and the date, hour and location at which such regular meetings shall be held; provided, that the Board shall meet at least once every three (3) month(s) or quarterly six (6) months or semiannually.”

3. Paragraphs C(1) of Section 7
ADMINISTRATION is hereby amended to
read in its entirety as follows:

C. Procedures.
“(1) The Board shall elect a chair and a Vice Chair
annually
from among its membership, with the Chair and Vice Chair rotated amongst the membership, to preside at -meetings. The Board and shall select a secretary who may, but need not, be a member of the Board. The Board may, from time to time, elect such other officers as the Board shall deem necessary or convenient to conduct the affairs of the Authority.”

4. Paragraph A of Sect
ion 10 COSTS ASSESSED AND DISTRIBUTED is
hereby amended to read in its entirety as follows:
“A. The Authority will establish and maintain a current estimate of all costs associated with the Transportation Improvements included in the Improvement Program not yet incurred (“Cost-to- Complete”). The Cost-to-Complete will be adjusted annually based on the Construction Cost Index as published in the Engineering News Record, or an equivalent publication in the event the Engineering News Record is no longer published. The Authority shall determine a proposed annual adjustment based on the difference between the most currently available index value and the index value from the month and year of the previous adjustment. No fee adjustment shall be effective until approved by the Authority Board. Any fee adjustment approved by the Board shall be effective on July 1st of the year in which the action is taken, or at such other time as is provided by law. The adjustment period shall be from April to April. Notwithstanding the foregoing, the Cost-to-Complete will be adjusted to reflect actual costs associated with the Transportation Improvements, when such costs are known.”

5. Paragraph F of Section 10 COSTS ASSESSED AND DISTRIBUTED is hereby amended to read in its entirety as follows:
50 318
South Placer Regional Transportation Authority Page 3
First Amendment to Amended and Restated Joint Exercise of Powers Agreement March 2024
“F. Except for the Placer Parkway, improvements on State highways, and Rail/Bus Transit projects (as defined in Exhibit A), construction of the Transportation Improvements shall be the responsibility of the Member in whose jurisdiction the
improvement(s) is/are located. For Transportation Improvements where the Member is responsible, tT he Authority will transfer construction funds to the Member in the manner approved by the Authority. For Transportation Improvements on a State highway, the Authority may execute agreements with the State and/or Members establishing responsibility for construction of the Transportation Improvements and may transfer construction funds in accordance with those agreements.”

6. Section 19 NOTICES is hereby amended to read in its entirety as follows:

SECTION 19. NOTICES
Any notice required or permitted under t
his Agreement shall
be in writing and delivered personally or by mail to the respective legal counsel of the Member jurisdictions and to:

City of Lincoln City of Roseville
640 Fifth 600 6th
Street 311 Vernon St.

Lincoln, CA 95648 Roseville, CA 95678
Attn: City Manager Attn: City Manager
County of Placer City of Rocklin
175 Fulweiler Avenue
397080 Rocklin Road
Auburn, CA 95603 Rocklin, CA 95677
Attn: County Executive Officer Attn: City Manager

7. NO FURTHER AMENDMENTS. Except as expressly amended herein, all terms and conditions of the Agreement shall remain the same and in full force and effect.

8. COUNTERPARTS. This Amendment may be executed in any number of counterparts, and by different parties in separate counterparts, each of which, when executed and delivered, shall be deemed to be an original and all of which counterparts taken together shall constitute but one and the same instrument. Documents executed, scanned, and transmitted electronically and electronic signatures shall be deemed original signatures for purposes of this Agreement and all maters related thereto, which such 51 319
South Placer Regional Transportation Authority Page 4
First Amendment to Amended and Restated Joint Exercise of Powers Agreement March 2024
scanned and electronic signatures having the same legal effect as original signatures
The Members have executed and attested this Agreement effective upon the execution of all Members herein as of the date first above written.

ATTEST: CITY OF LINCOLN
A Municipal Corporation
_____________________________ By____________________________ City Clerk, City of Lincoln
Mayor
Approved as to Form:
____________________________
City Attorney
ATTEST: CITY OF ROCKLIN
A Municipal Corporation
_____________________________ By_____________________________ City Clerk, City of Rocklin
Mayor
Approved as to Form:
_____________________
City Attorney
ATTEST: CITY OF ROSEVILLE
A Municipal Corporation
_____________________________ By_____________________________ City Clerk, City of Roseville
Mayor
Approved as to Form:
52 320
South Placer Regional Transportation Authority Page 5
First Amendment to Amended and Restated Joint Exercise of Powers Agreement March 2024
_____________________
City Attorney
ATTEST: COUNTY OF PLACER
A political subdivision of the State of California
_____________________________ By______________________________ Clerk of the Board,
Chairman
Placer County
Approved as to Form:
_____________________
County Counsel
53 321
322
323
324
325
326
327
SUBJECT:

Adopt a Resolution Approving the Reclassification of the Police Department's Public Safety Director Position to Police Chief and Adopt the Revised Police Chief Salary Schedule.
(Veronica Rodriguez)
SUBMITTED BY:

Veronica Rodriguez
DEPARTMENT:

Human Resources
DATE:

August 25, 2026

Item Number 15.C

STAFF RECOMMENDATION:

Staff recommends that the City Council adopt a resolution to approve the reclassification of
the Police Department's Public Safety Director position to Police Chief and adopt the revised Police Chief salary schedule.

BACKGROUND/INTRODUCTION:

In July 2019, the City established the Public Safety Director model following the dissolution of the shared Fire Department services agreement with the City of Rocklin. The model enabled one executive position to provide management oversight for both Police and Fire Department operations.

The City appointed a dedicated Fire Chief on August 12, 2026. The Fire Chief now provides executive leadership and management for Fire Department operations. As a result, combined executive oversight of both Police and Fire Department operations is no longer necessary.

The remaining duties of the Public Safety Director position are focused on executive leadership, administration, and management of the City’s Police Department. Staff therefore recommends reallocating the existing authorized Public Safety Director position to the Police Chief classification.

FINDINGS/ANALYSIS:

The proposed action aligns the City’s authorized-position allocation and classification structure with its current public-safety management model. Reallocating the existing Public Safety Director position to the Police Chief classification accurately reflects the position’s current responsibility for the executive direction and administration of the Police Department.

The action does not establish a new position, increase the number of authorized executive positions, or change the City’s public-safety service levels. It reallocates one existing

STAFF REPORT
328
authorized position from the Public Safety Director classification to the Police Chief classification.

The Police Chief classification was not abolished when the Public Safety Director model was implemented; however, the Police Chief salary schedule has not been revised since 2021.

Establishing a current salary range is therefore necessary to implement the reallocation.

All City executive classifications are assigned to the same executive salary band. The proposed Police Chief salary range will place the classification within that existing executive salary band, consistent with all other City executive classifications.

Pursuant to Lincoln Municipal Code Section 2.41.020(b), the City Council allocates to and determines the number of authorized positions for each classification. Pursuant to Lincoln Municipal Code Section 2.41.030(a), the City Council establishes compensation, salary ranges, and intermediate salary steps for all classifications. The proposed action is consistent with these City Council responsibilities.

Reallocating one authorized Public Safety Director position to the Police Chief classification accurately reflects the City’s current organizational structure and the position’s responsibility for executive leadership of the Police Department.

Staff recommends that the City Council approve the reallocation and establish the Police Chief salary range within the City’s existing executive salary band.

FISCAL IMPACT:

There is no fiscal impact associated with this action. The proposed action reallocates an existing authorized position and does not establish an additional position.

ATTACHMENTS:

Police_Chief_Staff_Report_08.25.26_Reso.doc
ATTACHMENT B_UNRP Salary Worksheet_08.25.26.pdf
329
Resolution No. 2026-XXX

Page 1 of 2 ends

RESOLUTION 2026 - ###

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LINCOLN APPROVING

THE RECLASSIFICATION OF ONE PUBLIC SAFETY DIRECTOR POSITION TO

POLICE CHIEF IN THE POLICE DEPARTMENT AND ADOPTION OF THE POLICE

CHIEF SALARY SCHEDULE

WHEREAS, in July 2019, the City established the Public Safety Director model as a transitional structure for executive oversight of the Police and Fire Departments following the dissolution of the shared Fire Department management services agreement with the City of Rocklin; and

WHEREAS, the City appointed a Fire Chief on August 12, 2026, resulting in separate executive leadership for Fire Department operations; and; and

WHEREAS, the Public Safety Chief position is now principally responsible for executive leadership and administration of the Police Department; and

WHEREAS, the City desires to reclassify the existing Public Safety Chief position to the Police Chief classification; and

WHEREAS, the Police Chief classification was not abolished but its salary schedule has not been revised since 2021; and

WHEREAS, the proposed Police Chief salary schedule places the classification in the City’s established executive salary band, consistent with other City executive classifications; and

WHEREAS, pursuant to Lincoln Muni cipal Code Sections 2.41.020(b) and

2.41.030(a), the City Council determines the number of authorized positions for each classification and establishes compensation and salary ranges for all classifications.

NOW, THEREFORE, BE IT RESOLVED that the City Co uncil of the City of Lincoln authorizes:

1. The reclassification of the Public Safety Director position to Police Chief in the Police Department.

2. The adoption of the Police Chief salary schedule (Attachment B).

PASSED AND ADOPTED this 25th day of August, 2026 by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
330
Resolution No. 2026-XXX

Page 2 of 2 ends

Richard Pearl, Mayor
ATTEST:

Hope Ithurburn, City Clerk
331
Adoption Date: 8/25/2026
Resolution: TBD
Unrepresented, Elected Officials and Commissions Bargaining Unit: Unrepresented Effective Date: 8/25/2026
Job Classification AdoptedEffective Min RangeMax Range
Assistant City Attorney10/22/2410/22/24 48.06126 132.21154 8,330.62 22,916.67
99,967.43275,000.00
Assistant City Manager12/14/21 12/14/21 48.06126 132.21154 8,330.62 22,916.67
99,967.43275,000.00
Chief Innov & Tech Ofcr12/14/21 12/14/21 48.06126 132.21154 8,330.62 22,916.67
99,967.43275,000.00
City Attorney 12/14/21 12/14/21 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
City Clerk 12/14/21 12/14/21 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
City Engineer 12/14/21 12/14/21 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
City Manager 8/12/25 8/12/25 48.06126 135.18750
8,330.62 23,432.50
99,967.43281,190.00
Community Dev Director12/14/21 12/14/21 48.06126 132.21154 8,330.62 22,916.67
99,967.43275,000.00
Deputy Fire Chief 7/11/23 7/11/23 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
Economic Development &
Communications
Specialist 9/5/23 9/5/23 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
Finance Director 12/14/21 12/14/21 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
Finance Manager 12/14/21 12/14/21 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
Fire Chief 7/22/25 7/22/25 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
City of Lincoln Salary Schedule
1 of 3 Timebase: Hourly/Monthly/Annual 332
Adoption Date: 8/25/2026
Resolution: TBD
Unrepresented, Elected Officials and Commissions Bargaining Unit: Unrepresented Effective Date: 8/25/2026
City of Lincoln Salary Schedule
Job Classification AdoptedEffective Min RangeMax Range
Fire Marshal 7/22/25 7/22/25 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
HR Director 12/14/21 12/14/21 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
Junior Deputy City
Attorney 10/22/24 10/22/24 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
Library Svcs Director 12/14/21 12/14/21 48.06126 132.21154 8,330.62 22,916.67
99,967.43275,000.00
Police Captain 7/11/23 7/11/23 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
Police Chief 8/25/26 8/25/26 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
Public Safety
Director/Chief 12/14/21 12/14/21 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
Public Works Director12/14/21 12/14/21 48.06126 132.21154 8,330.62 22,916.67
99,967.43275,000.00
Senior Deputy City
Attorney 10/22/24 10/22/24 48.06126 132.21154
8,330.62 22,916.67
99,967.43275,000.00
2 of 3 Timebase: Hourly/Monthly/Annual 333
Adoption Date: 8/25/2026
Resolution: TBD
Unrepresented, Elected Officials and Commissions Bargaining Unit: Unrepresented Effective Date: 8/25/2026
City of Lincoln Salary Schedule
Job Classification AdoptedEffective Step 1 Step 2 Step 3 Step 4 Step 5 Step 6 Step 7 Chief of Police 12/14/2112/14/21 59.19050 62.15000 65.25750 68.52038 71.94638 75.54375 79.32100 10,259.69 10,772.67 11,311.30 11,876.87 12,470.71 13,094.25 13,748.97 123,116.24129,272.00135,735.60142,522.38149,648.46157,131.00164,987.68 HR Manager 12/14/21 12/14/21 43.77800 45.96688 48.26525 50.67850 53.21250 55.87313 58.66675 7,588.19 7,967.59 8,365.98 8,784.27 9,223.50 9,684.68 10,168.90 91,058.24 95,611.10100,391.72105,411.28110,682.00116,216.10122,026.84 Library Manager 12/14/21 12/14/21 31.44000 33.01200 34.66263 36.39575 38.21550 40.12625 42.13263 5,449.60 5,722.08 6,008.19 6,308.60 6,624.02 6,955.22 7,302.99 65,395.20 68,664.96 72,098.26 75,703.16 79,488.24 83,462.60 87,635.86 PW Director/City Eng12/14/2112/14/21 48.06126 132.21154 8,330.62 22,916.67
99,967.43275,000.00
Elected Officials and
Commissions Monthly Stipend
Councilmember 655.00
Mayor 705.00
City Treasurer 655.00
Planning Commission 100.00
Classifications Not Currently Being Utilized
3 of 3 Timebase: Hourly/Monthly/Annual 334
Option and Tower Structure License Agreement dated 8.28.2024 Final

Market: Northern California
Cell Site Number: CVL02485
Cell Site Name: McBean Park
Search Ring Name: CVL02485_SR
Fixed Asset Number: 15549738

OPTION AND TOWER STRUCTURE LICENSE AGREEMENT

THIS OPTION AND TOWER STRUCTURE LICENSE AGREEMENT (“Agreement”), dated as of the latter of the signature dates below (the “Effective Date”), is entered into by the City of Lincoln, a municipal corporation, having a mailing address of 600 6th St, Lincoln, CA 95648 (“Licensor”) and New Cingular Wireless PCS, LLC, a Delaware limited liability company, having a mailing address of 1025 Lenox Park Blvd NE, 3rd Floor, Atlanta, GA 30319 (“Licensee”).

BACKGROUND

Licensor owns or controls that certain plot, parcel or tract of land, as described on Exhibit 1, improved with a tower structure (the “Tower”), together with all rights and privileges arising in connection therewith, having a common street address of 61 McBean Park Dr, City of Lincoln, in the County of Placer, State of California 95648 [APN:008-330-001-000,008-330-002-000,008-180-004-000,008-220-009-000] (collectively, the “Property”). Licensor desires to grant to Licensee the right to use a portion of the Property in accordance with this Agreement.

The parties agree as follows:

1. OPTION TO LICENSE.
(a) Licensor hereby grants to Licensee an option (the “Option”) to license a portion of the Property consisting of:
(i) Approximately four hundred twenty (420) square feet of ground space, as described on attached Exhibit 1, for the placement of Licensee’s equipment (the “Ground Space”); (ii) The portion of the Tower selected by Licensee and dedicated for Licensee’s exclusive use, and consisting of an envelope of ten (10) contiguous vertical feet of space within which any portion of Licensee’s communication equipment and improvements might be located, operated or maintained (the “Primary RAD Space”). The Primary RAD Space includes any area on a horizontal plane, extending in all directions from the Tower, that is perpendicular to such 10-foot vertical envelope and any portion of vertical space on the Tower on which Licensee’s communication equipment is located. The location of the Primary RAD Space is identified in Exhibit 1. At any time during the Term of this Agreement, Licensee may use portions of the Tower outside of, but adjacent to, the Primary RAD Space to accommodate Licensee’s improvements and equipment that extend outside the Primary RAD Space (the “Extended Primary RAD Space”), subject to Licensor’s confirmation that the space is available and that sufficient structural loading capacity is available or can be made available through structural modifications of the Tower. The Primary RAD Space, as it might be expanded by the Extended Primary RAD Space at any time during the Term of this Agreement, shall continue to be referred to as the Primary RAD Space;
(iii) Those certain areas where Licensee’s conduits, wires, cables, cable trays and other necessary connections (and the cables, wires, and other necessary connections and improvements of such third parties related to Licensee, such as Licensee ’s utility providers) are located between the Ground Space or Incremental Ground Space, and the Primary RAD Space or any Additional RAD Space and the electric power, telephone, fiber, and fuel sources for the Property (hereinafter collectively referred to as the “Connection Space”).

Licensor agrees that Licensee shall have the right to install connections between Licensee’s equipment in the Ground Space and Primary RAD Space; and between Licensee’s equipment in the Ground Space and the electric power, telephone, and fuel sources for the Property, and any other improvements. Licensor further agrees that Licensee shall have the right to install, replace and maintain utility lines, wires, poles, cables, conduits, pipes and other necessary connections over or along any right -of-way extending from the aforementioned public right -of- Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 99335
2 Option and Tower Structure License Agreement dated 8.28.2024 Final way to the Premises. The Ground Space, Primary RAD Space, and Connection Space, are hereinafter collectively referred to as the “Premises.”
(b) During the Option period and any extension thereof, and during the term of this Agreement, Licensee and its agents, engineers, surveyors and other representatives will have the right to enter upon the Property to inspect, examine, conduct soil borings , drainage testing, material sampling, radio frequency testing and other geological or engineering tests or studies of the Property (collectively, the "Tests"), to apply for and obtain licenses, permits, approvals, or other relief required of or deemed necessary or appropriate at Licensee’s sole discretion for its use of the Premises and include, without limitation, applications for zoning variances, zoning ordinances, amendments, special use permits, and construction permits (collectively, the "Government Approvals"), initiate the ordering and/or scheduling of necessary utilities, and otherwise to do those things on or off the Property that, in the opinion of Licensee, are necessary in Licensee ’s sole discretion to determine the physical condition of the Property, the environmental history of the Property, Licensor’s title to the Property and the feasibility or suitability of the Property for Licensee’s Permitted Use, all at Licensee’s expense. Licensee will not be liable to Licensor or any third party on account of any pre-existing defect or condition on or with respect to the Property, whether or not such defect or condition is disclosed by Licensee’s inspection. Licensee will restore the Property to its condition as it existed at the commencement of the Initial Option Term (as defined below), reasonable wear and tear and casualty or other causes beyond Licensee’s control excepted. (c) In consideration of Licensor granting Licensee the Option, Licensee agrees to pay Licensor the sum of One Thousand and No/100 Dollars ($1,000.00) within thirty (30) business days of the Effective Date. The Option will be for an initial term of one (1) year commencing on the Effective Date (the "Initial Option Term") and may be renewed by Licensee for an additional one (1) year upon written notification to Licensor and the payment of an additional One Thousand and No/100 Dollars ($1,000.00) no later than ten (10) days prior to the expiration date of the Initial Option Term. The Initial Option Term and any Renewal Option Term are collectively referred to as the “Option Term.”
(d) The Option may be sold, assigned or transferred at any time by Licensee without the written consent of Licensor. Upon notification to Licensor of such sale, assignment or transfer, Licensee shall immediately be released from any and all liability under this Agreement, including the payment of any rental or other sums due, without any further action.
(e) During the Initial Option Term and any extension thereof, Licensee may exercise the Option by notifying Licensor in writing. If Licensee exercises the Option, then Licensor licenses the Premises to the Licensee subject to the terms and conditions of this Agreement. If Licensee does not exercise the Option during the Initial Option Term or any extension thereof, this Agreement will terminate and the parties will have no further liability to each other.
(f) If during the Option Term, or during the Term if the Option is exercised, Licensor decides to subdivide, sell, or change the status of the zoning of the Premises, the Property or any of Licensor ’s contiguous, adjoining or surrounding property (the “Surrounding Property”), or in the event of a threatened foreclosure on any of the foregoing, Licensor shall immediately notify Licensee in writing. Licensor agrees that during the Option Term, or during the Term if the Option is exercised, Licensor shall not initiate or consent to any change in the zoning of the Premises, the Property or the Surrounding Property or impose or consent to any other use or restriction that would prevent or limit Licensee from using the Premises for the Permitted Use. Any and all terms and conditions of this Agreement that by their sense and context are intended to be applicable during the Option Term shall be so applicable.

2. PERMITTED USE.
(a) Licensee may use the Premises for the transmission and reception of communications signals and the installation, construction, maintenance, operation, repair, replacement and upgrade of communications fixtures and related equipment, cables, accessories and improvements , which may include a suitable support structure, associated antennas, equipment shelters or cabinets and fencing and any other items necessary to the successful and secure use of the Premises (the “Communication Facility” or “Communication Facilities”), as well as the right to test, survey and review title on the Property; Licensee further has the right but not the obligation to add, modify and/or replace equipment in order to be in compliance with any current or future federal, state or local mandated application, including, but not limited to, emergency 911 communication services ( collectively, the Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 100336
3 Option and Tower Structure License Agreement dated 8.28.2024 Final “Permitted Use”). Licensor and Licensee agree that any portion of the Communication Facility that may be conceptually described on Exhibit 1 will not be deemed to limit Licensee’s Permitted Use. If Exhibit 1 includes drawings of the initial installation of the Communication Facility, Licensor ’s execution of this Agreement will signify Licensor’s approval of Exhibit 1 . For a period of ninety (90) days following the start of construction, Licensor grants Licensee, its licensees and sublicensees, the right to use such portions of the Licensor ’s Surrounding Property as may reasonably be required during construction and installation of the Communication Facility. Licensee has the right to install and operate transmission cables from the equipment shelter or cabinet to the antennas, electric lines from the main feed to the equipment shelter or cabinet and communication lines from the Property’s main entry point to the equipm ent shelter or cabinet, install a generator and to make other improvements, alterations, upgrades or additions appropriate for Licensee’s Permitted Use, including the right to construct a fence around the Premises or equipment, install warning signs to make individuals aware of risks, install protective barriers, install any other control measures reasonably required by Licensee’s safety procedures or applicable law, and undertake any other appropriate means to secure the Premises or equipment at Licensee’s expense. Licensee may install, modify, supplement, replace, upgrade, expand the Communication Facility (including, for example, increasing the num ber of antennas or adding microwave dishes) or relocate the Communication Facility within the Premises at any time during the Term, with approval by Licensor, which such approval shall not be unreasonably withheld, delayed or conditioned. Licensee may also be allowed to make such alterations to the Property in order to ensure that the Communication Facility complies with all applicable federal, state or local laws, rules or regulations.
(b) Licensor agrees that Licensee may use and occupy additional space on the Tower at any additional RAD center(s) (each, an “Additional RAD,” and the additional space that Licensee uses or occupies, the “Additional RAD Space ”) upon the same terms and conditions set forth herein, provided that such space is available or becomes available and subject to Licensee ’s confirmation that sufficient structural loading capacity is available or can be made available through structural modification of the Tower. Additional RAD Space includes any area on a horizontal plane, extending in all directions from the Tower, that is perpendicular to any portion of vertical space on the Tower on which the incremental equipment is located, operated, or maintained.

3. TERM.
(a) The initial license term will be five (5) years (the “Initial Term”), commencing on the effective date of written notification by Licensee to Licensor of Licensee’s exercise of the Option (the “ Term Commencement Date ”). The Initial Term will terminate on the fifth (5th) anniversary of the Term Commencement Date.
(b) This Agreement will automatically renew for four (4) additional five (5 ) year term(s) (each additional five (5) year term shall be defined as an “Extension Term”), upon the same terms and conditions set forth herein unless Licensee notifies Licensor in writing of Licensee’s intention not to renew this Agreement at least sixty (60) days prior to the expiration of the Initial Term or the then-existing Extension Term. (c) Unless (i) Licensor or Licensee notifies the other in writing of its intention to terminate this Agreement at least six (6) months prior to the expiration of the final Extension Term, or (ii) the Agreement is terminated as otherwise permitted by this Agreement prior to the end of the final Extension Term, this Agreement shall continue in force upon the same covenants, terms and conditions for a further term of one (1) year, and for annual terms thereafter (“Annual Term”) until terminated by either party hereto by giving to the other party hereto written notice of its intention to so terminate at least six (6) months prior to the end of any such Annual Term. Monthly Rent during such Annual T erms shall be equal to the R ent paid for the last month of the final Extension Term. If Licensee remains in possession of the Premises after the termination of this Agreement, then Licensee will be deemed to be occupying the Premises on a month-to-month basis (the “Holdover Term”), subject to the terms and conditions of this Agreement.
(d) The Initial Term, any Extension Term s, any Annual Terms and any Holdover Term are collectively referred to as the “Term.” Notwithstanding anything to the contrary contained in this Agreement, neither the licenses granted to Licensee in this Agreement nor this Agreement are revocable at will, and may only be terminated in accordance with the terms specified in this Agreement.

4. RENT.

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 101337
4 Option and Tower Structure License Agreement dated 8.28.2024 Final (a) Commencing on the first day of the month following the date that Licensee commences construction (the “Rent Commencement Date”), Licensee will pay Licensor on or before the fifth (5 th) day of each calendar month in advance, Three Thousand and No/100 Dollars ($3,000.00) (the “Rent”), at the address set forth above. In any partial month occurring after the Rent Commencement Date, the Rent will be prorated. The initial Rent payment will be forwarded by Licensee to Licensor within ninety (90) days after the Rent Commencement Date.
(b) In the event that Licensee uses or occupies an Additional RAD, Rent shall be increased by Two Hundred Fifty and No/100 Dollars ($250.00) per month per each Additional RAD (the “Additional RAD Rent”).

The initial amount of Additional RAD Rent shall be subject to adjustment as provided in Section 4(e) of this Agreement.
(c) In year two (2) of the Initial Term, and each year thereafter, including throughout any Extension Terms exercised, the monthly Rent will increase by T hree Percent (3%) over the Rent paid during the previous year.
(d) All charges payable under this Agreement such as utilities and taxes shall be billed by Licensor within one (1) year from the end of the calendar year in which the charges were incurred; any charges beyond such period shall not be billed by Licensor, and shall not be payable by Licensee . The foregoing shall not apply to monthly Rent which is due and payable without a requirement that it be billed by Licensor. The provisions of this subsection shall survive the termination or expiration of this Agreement.

5. APPROVALS.
(a) Licensor agrees that Licensee’s ability to use the Premises is contingent upon the suitability of the Premises and Property for the Permitted Use and Licensee’s ability to obtain and maintain all Government Approvals. Licensor authorizes Licensee to prepare, execute and file all required applications to obtain Government Approvals for the Permitted Use and agrees to reasonably assist Licensee with such applications and with obtaining and maintaining the Government Approvals. (b) Licensee has the right to obtain a title report or commitment for a leasehold title policy from a title insurance company of its choice and to have the Property surveyed by a surveyor of its choice. (c) Licensee may also perform and obtain, at Licensee’s sole cost and expense, soil borings, percolation tests, engineering procedures, environmental investigation or other tests or reports on, over, and under the Property, necessary to determine if Licensee ’s use of the Premises will be compatible with Licensee’s engineering specifications, system, design, operations or Government Approvals.

6. TERMINATION. This Agreement may be terminated, without penalty or further liability, as follows:
(a) by either party on thirty (30) days prior written notice, if the other party remains in default under Section 15 of this Agreement after the applicable cure periods. (b) by Licensee upon written notice to Licensor, if Licensee is unable to obtain , or maintain, any required approval(s) or the issuance of a license or permit by any agency, board, court or other governmental authority necessary for the construction or operation of the Communication Facility as now or hereafter intended by Licensee; or if Licensee determines, in its sole discretion that the cost of or delay in obtaining or retaining the same is commercially unreasonable;
(c) by Licensee, upon written notice to Licensor, if Licensee determines, in its sole discretion, due to the title report results or survey results, that the condition of the Premises is unsatisfactory for its intended uses; (d) by Licensee upon written notice to Licensor for any reason or no reason , at any time prior to commencement of construction by Licensee; or
(e) by Licensee upon sixty (60) days’ prior written notice to Licensor for any reason or no reason, so long as Licensee pays Licensor a termination fee equal to three (3) months’ Rent, at the then-current rate, provided, however, that no such termination fee will be payable on account of the termination of this Agreement by Licensee under any termination provision contained in any other section of this Agreement, including the following: Section 5 Approvals, Section 6(a) Termination, Section 6(b) Termination, Section 6(c) Termination, Section 6(d) Termination, Section 11(d) Environmental, Section 18 Condemnation or Section 19 Casualty.

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 102338
5 Option and Tower Structure License Agreement dated 8.28.2024 Final

7. INSURANCE. Licensee shall carry and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the Licensee’s operation and use of the leased premises. The cost of such insurance shall be borne by the Licensee. (a) SCOPE AND LIMIT OF INSURANCE. Coverage shall be as:
(i) Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury, and personal & advertising injury with limits of $2,000,000 per occurrence and $4,000,000 general aggregate.
(ii) Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limits of $1,000,000 per accident for bodily injury or disease and policy limit. (This applies to lessees with employees). (iii) Property insurance against all risks of loss to any tenant improvements or betterments, at full replacement cost with no coinsurance penalty provision. Licensee self-insures this risk. (b) OTHER INSURANCE PROVISIONS. The insurance policies are to contain, or be endorsed to contain, the following provisions:
(i) Additional Insured Status. The Licensor, its officers, officials and employees are to be included as additional insureds by endorsement on the CGL policy with respect to liability caused, in whole or in part, by work or operations performed by or on behalf of the Licensee in connection with such work or operations.

General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). (ii) P
rimary Coverage . For any claims related to this contract, the Licensee’s insurance CGL coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 as respects the Licensor , its officers, officials and employees. Any insurance or self -insurance maintained by the Licensor, its officers, officials and employees shall be excess of the Licensee ’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies if required to meet the required limits. (iii) U mbrella or Excess Policy . The Licensee may use any combination of Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, primary and non-contributory, additional insured and defense requirements. (iv) N
otice of Cancellation. Licensee will provide a least thirty (30) days written notice to Licensor of cancellation of any required coverage that is not replaced. (v) W aiver of Subrogation . To the extent permitted by law, Licensee hereby grants to Licensor a waiver of any right to subrogation which any insurer of said Licensee may acquire against the Licensor by virtue of the payment of any loss under such insurance. Licensee agrees to carry any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the Licensor has received a waiver of subrogation endorsement from the insurer , except for Licensee’s self-insured property coverage where Licensee shall include Licensor as joint loss payee in lieu of waiver of subrogation and such status as joint loss payee shall void the requirement for waiver of subrogation for Licensee ’s self -insured property coverage.
(vi) Se lf -Insured Retentions. Any and all SIRs shall be the sole responsibility of Licensee who procured such insurance and shall not apply to the Indemnified Additional Insured Parties. The policy must also provide that Defense costs, including the Allocated Loss Adjustment Expenses, will satisfy the SIR or deductible.
(vii) A cceptability of Insurers . Insurance is to be placed with insurers eligible to conduct business in the state with a current A.M. Best’s rating of no less than A-:VII. (viii) V erification of Coverage . Licensee shall furnish the Licensor with certificates of insurance and amendatory endorsements of coverage required by this clause. However, failure to carry the required documents prior to the work beginning shall not waive the Licensee’s obligation to provide them. (ix) S pecial Risks or Circumstances. Licensor reserves the right, but not more frequent than once every five (5) years and upon at least sixty (60) days written notice to Licensee, to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances, Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 103339
6 Option and Tower Structure License Agreement dated 8.28.2024 Final of comparable buildings in the vicinity of the building are generally requiring Licensees leasing space comparable in size to the Licensed Premises and in such comparable buildings to maintain higher levels of coverage.

8. INTERFERENCE.
(a) Prior to or concurrent with the execution of this Agreement, Licensor has provided or will provide Licensee with a list of radio frequency user(s) and frequencies used on the Property as of the Effective Date.

Licensee warrants that its use of the Premises will not interfere with those existing radio frequency uses on the Property, as long as the existing radio frequency user(s) operate and continue to operate within their respective frequencies and in accordance with all applicable laws and regulations. (b) Licensor will not grant, after the Effective Date, a lease, license or any other right to any third party, if the exercise of such grant may in any way adversely affect or interfere with the Communication Facility, the operations of Licensee or the rights of Licensee under this Agreement. Licensor will notify Licensee in writing prior to granting any third party the right to install and operate communications equipment on the Property. (c) Licensor will not, nor will Licensor permit its employees, tenants, licensees, invitees, agents or independent contractors to interfere in any way with the Communication Facility, the operations of Licensee or the rights of Licensee under this Agreement. Licensor will cause such interference to cease within twenty-four (24) hours after receipt of notice of interference from Licensee. In the event any such interference does not cease within the aforementioned cure period, Licensor shall cease all operations which are suspected of causing interference (except for intermittent testing to determine the cause of such interference) until the interference has been corrected.
(d) For the purposes of this Agreement, “interference” may include, but is not limited to, any use on the Property that causes electronic or physical obstruction with, or degradation of, the communications signals from the Communication Facility.

9. INDEMNIFICATION.
(a) Licensee agrees to indemnify, defend and hold Licensor harmless from and against any and all injury, loss, damage or liability, costs or expenses in connection with a third party claim (including reasonable attorneys’ fees and court costs) arising directly from the installation, use, maintenance, repair or removal of the Communication Facility or Licensee’s breach of any provision of this Agreement, except to the extent attributable to the negligent or intentional act or omission of Licensor , its employees, invitees, agents or independent contractors.
(b) Licensor agrees to indemnify, defend and hold Licensee harmless from and against any and all injury, loss, damage or liability , costs or expenses in connection with a third party claim (including reasonable attorneys’ fees and court costs) arising directly from the actions or failure to act of Licensor , its employees, invitees, agents or independent contractors, or Licensor’s breach of any provision of this Agreement, except to the extent attributable to the negligent or intentional act or omission of Licensee, its employees, agents or independent contractors.
(c) The indemnified party: (i) shall promptly provide the indemnifying party with written notice of any claim, demand, lawsuit, or the like for which it seeks indemnification pursuant to this Section 9 and provide the indemnifying party with copies of any demands, notices, summonses, or legal papers received in connection with such claim, demand, lawsuit, or the like; (ii) shall not settle any such claim, demand, lawsuit, or the like without the prior written consent of the indemnifying party; and (iii) shall fully cooperate with the indemnifying party in the defense of the claim, demand, lawsuit, or the like. A delay in notice shall not relieve the indemnifying party of its indemnity obligation, except (1) to the extent the indemnifying party can show it w as prejudiced by the delay; and (2) the indemnifying party shall not be liable for any settlement or litigation expenses incurred before the time when notice is given
.

10. WARRANTIES.
(a) Licensee and Licensor (to the extent not a natural person) each acknowledge and represent that it is duly organized, validly existing and in good standing and has the right, power , and authority or capacity, as applicable, to enter into this Agreement and bind itself hereto through the party or individual set forth as signatory for the party below.

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 104340
7 Option and Tower Structure License Agreement dated 8.28.2024 Final (b) Licensor represents, warrants and agrees that: (i) Licensor solely owns the Property as a legal lot in fee simple, or controls the Property by lease or license and solely owns the Tower; (ii) the Property is not and will not be encumbered by any liens, restrictions, mortgages, covenants, conditions, easements, leases, or any other agreements of record or not of record, which would adversely affect Licensee’s Permitted Use and enjoyment of the Premises under this Agreement; (iii) Licensor grants to Licensee sole, actual, quiet and peaceful use, enjoyment and possession of the Premises in accordance with the terms of this Agreement without hindrance or ejection by any persons lawfully claiming under Licensor; (iv) Licensor’s execution and performance of this Agreement will not violate any laws, ordinances, covenants or the provisions of any mortgage, lease or other agreement binding on Licensor; and (v) if the Property is or becomes encumbered by a deed to secure a debt, mortgage or other security interest, then Licensor will provide promptly to Licensee a mutually agreeable subordination, non-disturbance and attornment agreement executed by Licensor and the holder of such security interest.

11. ENVIRONMENTAL.
(a) Licensor represents and warrants, except as may be identified in Exhibit 11 attached to this Agreement, (i) the Property , as of the Effective Date, is free of hazardous substances, including asbestos - containing materials and lead paint, and (ii) the Property has never been subject to any contamination or hazardous conditions resulting in any environmental investigation, inquiry or remediation. Licensor and Licensee agree that each will be responsible for compliance with any and all applicable governmental laws, rules, statutes, regulations, codes, ordinances, or principles of common law regulating or imposing standards of liability or standards of conduct with regard to protection of the environment or worker health and safety, as may now or at any time hereafter be in effect, to the extent such apply to that party’s activity conducted in or on the Property. (b) Licensor and Licensee agree to hold harmless and indemnify the other from, and to assume all duties, responsibilities and liabilities at the sole cost and expense of the indemnifying party for, payment of penalties, sanctions, forfeitures, losses, costs or damages, and for responding to any action, notice, claim, order, summons, citation, directive, litigation, investigation or proceeding ( “Claims”), to the extent arising from that party’s breach of its obligations or representations under Section 11(a). Licensor agrees to hold harmless and indemnify Licensee from, and to assume all duties, responsibilities and liabilities at the sole cost and expense of Licensor for, payment of penalties, sanctions, forfeitures, losses, costs or damages, and for responding to any Claims, to the extent arising from subsurface or other contamination of the Property with hazardous substances prior to the Effective Date or from such contamination caused by the acts or omissions of Licensor during the Term. Licensee agrees to hold harmless and indemnify Licensor from, and to assume all duties, responsibilities and liabilities at the sole cost and expense of Licensee for, payment of penalties, sanctions, forfeitures, losses, costs or damages, and for responding to any Claims, to the extent arising from hazardous substances brought onto the Property by Licensee.
(c) The indemnification provisions contained in this Section 11 specifically include reasonable costs, expenses and fees incurred in connection with any investigation of Property conditions or any clean-up, remediation, removal or restoration work required by any governmental authority. The provisions of this Section 11 will survive the expiration or termination of this Agreement. (d) In the event Licensee becomes aware of any hazardous materials on the Property, or any environmental, health or safety condition or matter relating to the Property, that, in Licensee’s sole determination, renders the condition of the Premises or Property unsuitable for Licensee ’s use, or if Licensee believes that the leasing or continued leasing of the Premises would expose Licensee to undue risks of liability to a government agency or other third party, then Licensee will have the right, in addition to any other rights it may have at law or in equity, to terminate this Agreement upon written notice to Licensor.

12. ACCESS. At all times throughout the Term of this Agreement, Licensee and its employees, agents, and subcontractors, will have twenty-four (24) hour per day, seven (7) day per week pedestrian and vehicular access (“Access”) to and over the Property, from an open and improved public road to the Premises, for the installation, maintenance and operation of the Communication Facility and any utilities serving the Premises. As may be described more fully in Exhibit 1, Licensor grants to Licensee such Access and Licensor agrees to provide to Licensee such codes, keys and other instruments necessary for such Access. Licensor shall execute a letter granting Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 105341
8 Option and Tower Structure License Agreement dated 8.28.2024 Final Licensee Access to the Property substantially in the form attached as Exhibit 12; upon Licensee’s request, Licensor shall execute additional letters during the Term. If Licensee elects to utilize an Unmanned Aircraft System (“UAS”) in connection with its installation, construction, monitoring, site audits, inspections, maintenance, repair, modification, or alteration activities at the Property, Licensor hereby grants Licensee, or any UAS operator acting on Licensee’s behalf, express permission to fly over the applicable Property and Premises, and consents to the use of audio and video navigation and recording in connection with the use of the UAS . Licensor acknowledges that in the event Licensee cannot obtain Access to the Premises, Licensee shall incur significant damage. If Licensor fails to provide the Access granted by this Section 12, such failure shall be a default under this Agreement. In connection with such default, in addition to any other rights or remedies available to Licensee under this Agreement or at law or equity, Licensor shall pay Licensee, as liquidated damages and not as a penalty, $500.00 per day in consideration of Licensee’s damages until Licensor cures such default. Licensor and Licensee agree that Licensee’s damages in the event of a denial of Access are difficult, if not impossible, to ascertain, and the liquidated damages set forth above are a reasonable approximation of such damages.

13. REMOVAL/RESTORATION. All portions of the Communication Facility brought onto the Property by Licensee will be and remain Licensee ’s personal property and, at Licensee’s option, may be removed by Licensee at any time during or after the Term. Licensor covenants and agrees that no part of the Communication Facility constructed, erected or placed on the Premises by Licensee will become, or be considered as being affixed to or a part of, the Property, it being the specific intention of Licensor that all improvements of every kind and nature constructed, erected or placed by Licensee on the Premises will be and remain the property of Licensee and may be removed by Licensee at any time during or after the Term. Licensee will repair any damage to the Property resulting from Licensee’s removal activities. Any portions of the Communication Facility that Licensee does not remove within one hundred twenty (120) days after the later of the end of the Term and cessation of Licensee’s operations at the Premises shall be deemed abandoned and owned by Licensor. Licensee will also be responsible for the replacement of any trees, shrubs or other vegetation substantially damaged as a result of Licensee’s removal activities.

14. MAINTENANCE/UTILITIES.
(a) Licensee will keep and maintain the Premises in good condition, reasonable wear and tear and damage from the elements excepted.
(b) Licensor will maintain and repair the Property and access thereto, the Tower, and all areas of the Premises where Licensee does not have exclusive control, in good and tenantable condition, subject to reasonable wear and tear and damage from the elements. Licensor will be responsible for maintenance of landscaping on the Property, including any landscaping installed by Licensee as a condition of this Agreement or any required permit.

Licensor shall maintain the Tower’s structural integrity at all times (which shall mean that at no time will Licensor allow the Tower’s condition to become, or remain, overstressed under the applicable structural standards set forth in the then-current version of the ANSI TIA-222). Licensor shall at all times during the Term of this Agreement reserve and have ready for Licensee’s immediate use sufficient structural loading capacity on the Tower to support Licensee’s installation of up to thirty-five thousand square inches (35,000 sq. in.) of Wind Load Surface Area, in the aggregate, of Communication Facilities anywhere on the Tower (the “Allowed Wind Load Surface Area”). “Wind Load Surface Area ” means the Flat Plate Equivalent Area, as defined in ANSI TIA standards, of any appurtenance (excluding all mounts, platforms, cables and other non-operating equipment) at ninety degrees (90º) perpendicular to wind direction, possessing the characteristics of flat material, with associated drag factors.

Licensor shall be responsible for the costs of all structural modifications to the Tower ; provided that Licensee shall be responsible for the costs of all structural modifications to the Tower required to provide the Allowed Wind Load Surface Area for the Communication Facility, including the costs of related Government Approvals or other approvals, to support the Allowed Wind Load Surface Area. In the event that Licensee has used the Allowed Wind Load Surface Area and an installation of Communication Facilities within the Primary RAD Space will require structural modifications to comply with the Structural Standards , Licensee will pay Licensor for the portion of the structural modifications that is necessary to support Licensee ’s loading in excess of the Allowed Wind Load Surface Area. In the event that Licensee has used the Allowed Wind Load Surface Area and an installation of Communication Facilities within the Additional RAD Space will require structural modifications Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 106342
9 Option and Tower Structure License Agreement dated 8.28.2024 Final to comply with the Structural Standards, Licensee may , in its sole discretion, pay Licensor either (i) the portion of the structural modifications that is necessary to support Licensee’s loading in excess of the Allowed Wind Load Surface Area; or (ii) an incremental increase in Rent in accordance with Section 4(d) of this Agreement. In no event shall Licensee be responsible for Tower modification costs to support the installations of other licensees or for the Tower to comply with applicable law so long as Licensee’s installation is within the Allowed Wind Load Surface Area.
(c) Licensee will be responsible for paying on a monthly or quarterly basis all utilities charges for electricity, telephone service or any other utility used or consumed by Licensee on the Premises. In the event Licensee cannot secure its own metered electrical supply, Licensee will have the right, at its own cost and expense, to sub-meter from Licensor. When sub-metering is required under this Agreement, Licensor will read the meter and provide Licensee with an invoice and usage data on a monthly basis. Licensee shall reimburse Licensor for such utility usage at the same rate charged to Licensor by the utility service provider. Licensor further agrees to provide the usage data and invoice on forms provided by Licensee and to send such forms to such address and/or agent designated by Licensee. Licensee will remit payment within sixty (60) days of receipt of the usage data and required forms. Licensor shall maintain accurate and detailed records of all utility expenses, invoices and payments applicable to Licensee’s reimbursement obligations hereunder. Within fifteen (15) days after a request from Licensee, Licensor shall provide copies of such utility billing records to the Licensee in the form of copies of invoices, contracts and cancelled checks. If the utility billing records reflect an overpayment by Licensee, Licensee shall have the right to deduct the amount of such overpayment from any monies due to Licensor from Licensee.
(d) As noted in Section 4 (d) above, any utility fee recovery by Licensor is limited to a twelve (12) month period. If Licensee sub-meters electricity from Licensor, Licensor agrees to give Licensee at least twenty- four ( 24) hours advance notice of any planned interruptions of said electricity. Licensor acknowledges that Licensee provides a communication service which requires electrical power to operate and must operate twenty- four (24) hours per day, seven (7) days per week. If the interruption is for an extended period of time, in Licensee’s reasonable determination, Licensor agrees to allow Licensee the right to bring in a temporary source of power for the duration of the interruption. Licensor will not be responsible for interference with, interruption of or failure, beyond the reasonable control of Licensor, of such services to be furnished or supplied by Licensor. (e) Licensee will have the right to install utilities, at Licensee’s expense, and to improve present utilities on the Property and the Premises. Licensor shall grant to any service company providing utility or similar services, including electric power and telecommunications, the necessary access rights over the Property, from an open and improved public road to the Premises, and upon the Premises, for the purpose of constructing, operating and maintaining such lines, wires, circuits, and conduits, associated equipment cabinets and such appurtenances thereto, as such service companies may from time to time require in order to provide such services to the Premises.

Upon service company’s request, Licensor will execute a separate recordable easement evidencing this grant, at no cost to Licensee or the service company.

15. DEFAULT AND RIGHT TO CURE.
(a) The following will be deemed a default by Licensee and a breach of this Agreement: (i) non- payment of Rent if such Rent remains unpaid for more than thirty (30) days after written notice from Licensor of such failure to pay; or (ii) Licensee’s failure to perform any other term or condition under this Agreement within forty-five (45) days after written notice from Licensor specifying the failure. No such failure, however, will be deemed to exist if Licensee has commenced to cure such default within such period and provided that such efforts are prosecuted to completion with reasonable diligence. Delay in curing a default will be excused if due to causes beyond the reasonable control of Licensee. If Licensee remains in default beyond any applicable cure period, then Licensor will have the right to exercise any and all rights and remedies available to it under law and equity. (b) The following will be deemed a default by Licensor and a breach of this Agreement: (i) Licensor’s failure to provide Access to the Premises as required by Section 12 within twenty-four (24) hours after written notice of such failure; (ii) Licensor’s failure to cure an interference problem as required by Section 8 of this Agreement within twenty-four (24) hours after written notice of such failure; or (iii) Licensor’s failure to perform any term, condition or breach of any warranty or covenant under this Agreement within forty- five (45) days after written notice from Licensee specifying the failure. No such failure, however, will be deemed to exist Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 107343
10 Option and Tower Structure License Agreement dated 8.28.2024 Final if Licensor has commenced to cure the default within such period and provided such efforts are prosecuted to completion with reasonable diligence. Delay in curing a default will be excused if due to causes beyond the reasonable control of Licensor. If Licensor remains in default beyond any applicable cure period, Licensee will have: (i) the right to cure Licensor’s default and to deduct the costs of such cure from any monies due to Licensor from Licensee, and (ii) any and all other rights available to it under law and equity.

16. ASSIGNMENT/SUBLEASE.
(a) Licensee will have the right to assign, sell or transfer (“Transfer”) its interest under this Agreement, in whole or in part, without Licensor’s consent, only to: (i) an Affiliate of Licensee, or (ii) any entity that acquires all or substantially all of Licensee’s assets in the market, as defined by the Federal Communications Commission, in which the Property is located. Upon notification to Licensor of such Transfer, the assignor will be relieved of all future performance, liabilities and obligations under this Agreement to the extent of such Transfer. Licensee will also have the right to sublease or license the Premises, in whole or in part, without Licensor’s consent, only to an Affiliate of Licensee. Licensee shall not otherwise have the right to Transfer this Agreement, or sublease or license the Premises, without Licensor’s prior written consent. (b) Upon Licensor’s approval of Licensee’s request to sublease or license any portion of Licensee’s Premises to a third party (other than to an Affiliate of Licensee ) (each such non- Affiliate third party, a “Subsequent User”), then Licensee shall include a condition in its sublicense, license or other use agreement with each Subsequent User, that the Subsequent User must enter into a separate lease, license or other agreement with Licensor for separate ground space on the Property and/or Tower space. Licensor and Licensee confirm that the foregoing obligation shall not apply to any sublicense, license or other use agreement between Licensee and any Affiliate of Licensee. For the avoidance of doubt, Licensor shall be entitled to all rent or fees derived from Licensor’s separate leasing or licensing of ground space and Tower space to a Subsequent User, and Licensee shall be entitled to all rent or fees derived from Licensee’s subleasing or licensing its space within its Premises.

Licensor covenants and agrees that it shall make such additional ground and/or Tower space available to each Subsequent User to the extent that space is reasonably available and otherwise on terms and conditions reasonably comparable to those contained in this Agreement. Licensor and Licensee agree to cooperate with each other in good faith to effectively and efficiently carry out the provisions of this section regarding the potential for sublicensing or licensing of space to Subsequent Users. Any sublicense or license that is entered into by Licensee shall be subject to the provisions of this Agreement and shall be binding upon the successors, assigns, heirs and legal representatives of the respective parties hereto.

17. NOTICES. All notices, requests and demands hereunder will be given by first class certified or registered mail, return receipt requested, or by a nationally recognized overnight courier, postage prepaid, to be effective when properly sent and received, refused or returned undelivered. Notices will be addressed to the parties hereto as follows:

If to Licensee: New Cingular Wireless PCS, LLC
Attn: Network Real Estate Administration
Re: Cell Site #: CVL02485; Cell Site Name: McBean Park (CA) Fixed Asset #: 15549738
1025 Lenox Park Blvd NE , 3
rd Floor
Atlanta, GA 30319

With a copy to: New Cingular Wireless PCS, LLC
Attn.: Legal Dept – Network Operations
Re: Cell Site #: CVL02485; Cell Site Name: McBean Park (CA) Fixed Asset #: 15549738
208 S. Akard Street
Dallas, TX 75202-4206

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 108344
11 Option and Tower Structure License Agreement dated 8.28.2024 Final If to Licensor: City of Lincoln
Parks and Recreation Dept.
600 6th St.

Lincoln, CA 95648

With a copy to: City of Lincoln
City Attorney’s Office
600 6th St.

Lincoln, CA 95648

Either party hereto may change the place for the giving of notice to it by thirty (30) days ’ prior written notice to the other party hereto as provided herein.

18. CONDEMNATION. In the event Licensor receives notification of any condemnation proceedings affecting the Property, Licensor will provide notice of the proceeding to Licensee within twenty-four (24) hours.

If a condemning authority takes all of the Property, or a portion sufficient, in Licensee’s sole determination, to render the Premises unsuitable for Licensee, this Agreement will terminate as of the date the title vests in the condemning authority. The parties will each be entitled to pursue their own separate awards in the condemnation proceeds, which for Licensee will include, where applicable, the value of its Communication Facility, moving expenses, prepaid Rent, and business dislocation expenses. Licensee will be entitled to reimbursement for any prepaid Rent on a pro rata basis.

19. CASUALTY. Licensor will provide notice to Licensee of any casualty or other harm affecting the Property within twenty-four (24) hours of the casualty or other harm. If any part of the Communication Facility or the Property is damaged by casualty or other harm as to render the Premises unsuitable, in Licensee ’s sole determination, then Licensee may terminate this Agreement by providing written notice to Licensor , which termination will be effective as of the date of such casualty or other harm. Upon such termination, Licensee will be entitled to collect all insurance proceeds payable to Licensee on account thereof and to be reimbursed for any prepaid Rent on a pro rata basis. Licensor agrees to permit Licensee to place temporary transmission and reception facilities on the Property, but only until such time as Licensee is able to activate a replacement transmission facility at another location; notwithstanding the termination of this Agreement, such temporary facilities will be governed by all of the terms and conditions of this Agreement, including Rent. If Licensor or Licensee undertakes to rebuild or restore the Premises and/or the Communication Facility, as applicable, Licensor agrees to permit Licensee to place temporary transmission and reception facilities on the Property until the reconstruction of the Premises and/or the Communication Facility is completed. If Licensor determines not to rebuild or restore the Property, Licensor will notify Licensee of such determination within sixty (60) days after the casualty or other harm. If Licensor does not so notify Licensee and Licensee decides not to terminate under this Section 19, then Licensor will promptly rebuild or restore any portion of the Property interfering with or required for Licensee’s Permitted Use of the Premises to substantially the same condition as existed before the casualty or other harm. Licensor agrees that the Rent shall be abated until the Property and/or the Premises are rebuilt or restored, unless Licensee places temporary transmission and reception facilities on the Property.

20. WAIVER OF LICENSOR’S LIENS. Licensor waives any and all lien rights it may have, statutory or otherwise, concerning the Communication Facility or any portion thereof. The Communication Facility shall be deemed personal property for purposes of this Agreement, regardless of whether any porti on is deemed real or personal property under applicable law; Licensor consents to Licensee’s right to remove all or any portion of the Communication Facility from time to time in Licensee’s sole discretion and without Licensor’s consent.

21. TAXES.
(a) Licensor shall be responsible for (i) all taxes and assessments levied upon the lands, improvements and other property of Licensor including any such taxes that may be calculated by a taxing authority using any method, including the income method, (ii) all sales, use, license, value added, documentary, stamp, Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 109345
12 Option and Tower Structure License Agreement dated 8.28.2024 Final gross receipts, registration, real estate transfer, conveyance, excise, recording, and other similar taxes and fees imposed in connection with this Agreement, and (iii) all sales, use, license, value added, documentary, stamp, gross receipts, registration, real estate transfer, conveyance, excise, recording, and other similar taxes and fees imposed in connection with a sale of the Property or assignment of Rent payments by Licensor. Licensee shall be responsible for (y) any taxes and assessments attributab le to and levied upon Licensee ’s leasehold improvements on the Premises if and as set forth in this Section 21, and (z) all sales, use, license, value added, documentary, stamp, gross receipts, registration, real estate transfer, conveyance, excise, recording, and other similar taxes and fees imposed in connection with an assignment of this Agreement or sublease by Licensee.

Nothing herein shall require Licensee to pay any inheritance, franchise, income, payroll, excise, privilege, rent, capital stock, stamp, documentary, estate or profit tax, or any tax of similar nature, that is or may be imposed upon Licensor.
(b) In the event Licensor receives a notice of assessment with respect to which taxes or assessments are imposed on Licensee’s leasehold improvements on the Premises, Licensor shall provide Licensee with copies of each such notice immediately upon receipt, but in no event later than thirty (30) days after the date of such notice of assessment. If Licensor does not provide such notice or notices to Licensee in a timely manner and Licensee’s rights with respect to such taxes are prejudiced by the delay, Licensor shall reimburse Licensee for any increased costs directly resulting from the delay and Licensor shall be responsible for payment of the tax or assessment set forth in the notice, and Licensor shall not have the right to reimbursement of such amount from Licensee. If Licensor provides a notice of assessment to Licensee within such time period and requests reimbursement from Licensee as set forth below, then Licensee shall reimburse Licensor for the tax or assessments identified on the notice of assessment on Licensee’s leasehold improvements, which has been paid by Licensor .

If Licensor seeks reimbursement from Licensee, Licensor shall, no later than thirty (30) days after Licensor’s payment of the taxes or assessments for the assessed tax year, provide Licensee with written notice including evidence that Licensor has timely paid same, and Licensor shall provide to Licensee any other documentation reasonably requested by Licensee to allow Licensee to evaluate the payment and to reimburse Licensor. (c) For any tax amount for which Licensee is responsible under this Agreement, Licensee shall have the right to contest, in good faith, the validity or the amount thereof using such administrative, appellate or other proceedings as may be appropriate in the jurisdiction, and may defer payment of such obligations, pay same under protest, or ta ke such other steps as permitted by law. This right shall include the ability to institute any legal, regulatory or informal action in the name of Licensor , Licensee, or both, with respect to the valuation of the Premises. Licensor shall cooperate with respect to the commencement and prosecution of any such proceedings and will execute any documents required therefor. The expense of any such proceedings shall be borne by Licensee and any refunds or rebates secured as a result of Licensee’s action shall belong to Licensee, to the extent the amounts were originally paid by Licensee. In the event Licensee notifies Licensor by the due date for assessment of Licensee ’s intent to contest the assessment, Licensor shall not pay the assessment pending conclusion of the contest, unless required by applicable law. (d) Licensee shall not split or cause the tax parcel on which the Premises are located to be split, bifurcated, separated or divided without the prior written consent of Licensor. (e) Licensee shall have the right but not the obligation to pay any taxes due by Licensor hereunder if Licensor fails to timely do so, in addition to any other rights or remedies of Licensee. In the event that Licensee exercises its rights under this Section 21(e) due to such Licensor default, Licensee shall have the right to deduct such tax amounts paid from any monies due to Licensor from Licensee as provided in Section 15(b) of this Agreement, provided that Licensee may exercise such right without having provided to Licensor notice and the opportunity to cure per Section 15(b).
(f) Any tax- related notices shall be sent to Licensee in the manner set forth in Section 17. Promptly after the Effective Date, Licensor shall provide Licensee’s address to the taxing authority for the authority’s use in the event the authority needs to communicate with Licensee. In the event that Licensee’s tax address changes by notice to Licensor, Licensor shall be required to provide Licensee’s new tax address to the taxing authority or authorities.
(g) Notwithstanding anything to the contrary contained in this Section 21, Licensee shall have no obligation to reimburse any tax or assessment for which the Licensor is reimbursed or rebated by a third party.

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 110346
13 Option and Tower Structure License Agreement dated 8.28.2024 Final

22. SALE OF PROPERTY.
(a) Licensor may sell the Property or a portion thereof to a third party, provided: (i) the sale is made subject to the terms of this Agreement; and (ii) if the sale does not include the assignment of Licensor’s full interest in this Agreement, the purchaser must agree to perform, without requiring compensation from Licensee or any sublicensee, any obligation of Licensor under this Agreement, including Licensor’s obligation to cooperate with Licensee as provided hereunder.
(b) If Licensor, at any time during the Term of this Agreement, decides to rezone or sell, subdivide or otherwise transfer all or any part of the Premises, or all or any part of the Property, to a purchaser other than Licensee, Licensor shall promptly notify Licensee in writing, and such rezoning, sale, subdivision or transfer shall be subject to this Agreement and Licensee’s rights hereunder. In the event of a change in ownership, transfer or sale of the Property, within ten (10) days of such transfer, Licensor or its successor shall send the documents listed below in this Section 22(b) to Licensee. Until Licensee receives all such documents, Licensee’s failure to make payments under this Agreement shall not be an event of default and Licensee reserves the right to hold payments due under this Agreement.

i. Old deed to Property
ii. New deed to Property
iii. Bill of Sale or Transfer
iv. Copy of current Tax Bill
v. New IRS Form W-9 and CA FTB Form 590
vi. Completed and Signed Licensee Payment Direction Form vii. Full contact information for new Licensor including phone number(s)

(c) Licensor agrees not to sell, lease or use any areas of the Property for the installation, operation or maintenance of other wireless communication facilities if such installation, operation or maintenance would interfere with Licensee’s Permitted Use or communications equipment as determined by radio propagation tests performed by Licensee in its sole discretion . Licensor or Licensor’s prospective purchaser shall reimburse Licensee for any costs and expenses of such testing. If the radio frequency pr opagation tests demonstrate levels of interference unacceptable to Licensee, Licensor shall be prohibited from selling, leasing or using any areas of the Property for purposes of any installation, operation or maintenance of any other wireless communication facility or equipment.
(d) The provisions of this Section 22 shall in no way limit or impair the obligations of Licensor under this Agreement, including interference and access obligations.

23. RIGHT OF FIRST REFUSAL. Intentionally deleted.

24. MISCELLANEOUS.
(a) Amendment/Waiver. This Agreement cannot be amended, modified or revised unless done in writing and signed by Licensor and Licensee. No provision may be waived except in a writing signed by both parties. The failure by a party to enforce any provision of this Agreement or to require performance by the other party will not be construed to be a waiver, or in any way affect the right of either party to enforce such provision thereafter.
(b) Memorandum of License. Contemporaneously with the execution of this Agreement, the parties will execute a recordable Memorandum of License substantially in the form attached as Exhibit 24(b). Either party may record this Memorandum of License at any time during the Term, in its absolute discretion. Thereafter during the Term, either party will, at any time upon fifteen (15) business days’ prior written notice from the other, execute, acknowledge and deliver to the other a recordable Memorandum of License. (c) Limitation of Liability. Except for the indemnity obligations set forth in this Agreement, and otherwise notwithstanding anything to the contrary in this Agreement, Licensee and Licensor each waives any claims that each may have against the other with respect to consequential, incidental or special damages, however caused, based on any theory of liability.

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 111347
14 Option and Tower Structure License Agreement dated 8.28.2024 Final (d) Compliance with Law. Licensee agrees to comply with all federal, state and local laws, orders, rules and regulations (“ Laws”) applicable to Licensee’s use of the Communication Facility on the Property.

Licensor agrees to comply with all Laws relating to Licensor ’s ownership and use of the Property and any improvements on the Property.
(e) Bind and Benefit . The terms and conditions contained in this Agreement will run with the Property and bind and inure to the benefit of the parties, their respective heirs, executors, administrators, successors and assigns.
(f) Entire Agreement. This Agreement and the exhibits attached hereto, all being a part hereof, constitute the entire agreement of the parties hereto and will supersede all prior offers, negotiations and agreements with respect to the subject matter of this Agreement. Exhibits are numbered to correspond to the section wherein they are first referenced. Except as otherwise stated in this Agreement , each party shall bear its own fees and expenses (including the fees and expenses of its agents, brokers, representatives, attorneys, and accountants) incurred in connection with the negotiation, drafting, execution and performance of this Agreement and the transactions it contemplates.
(g) Governing Law. This Agreement will be governed by the laws of the state in which the Premises are located, without regard to conflicts of law.
(h) Interpretation. Unless otherwise specified, the following rules of construction and interpretation apply: (i) captions are for convenience and reference only and in no way define or limit the construction of the terms and conditions hereof; (ii) use of the term “including” will be interpreted to mean “including but not limited to”; (iii) whenever a party’s consent is required under this Agreement, except as otherwise stated in the Agreement or as same may be duplicative, such consent will not be unreasonably withheld, conditioned or delayed; (iv) exhibits are an integral part of this Agreement and are incorporated by reference into this Agreement; (v) use of the terms “termination” or “expiration” are interchangeable; (vi) reference to a default will take into consideration any applicable notice, grace and cure periods ; (vii) to the extent there is any issue with respect to any alleged, perceived or actual ambiguity in this Agreement, the ambiguity shall not be resolved on the basis of who drafted the Agreement; (viii) the singular use of words includes the plural where appropriate; and (ix) if any provision of this Agreement is held invalid, illegal or unenforceable, the remaining provisions of this Agreement shall remain in full force if the overall purpose of the Agreement is not rendered impossible and the original purpose, intent or consideration is not materially impaired.
(i) Affiliates. All references to “Licensee” shall be deemed to include any Affiliate of New Cingular Wireless PCS, LLC using the Premises for any Permitted Use or otherwise exercising the rights of Licensee pursuant to this Agreement. “Affiliate” means with respect to a party to this Agreement, any person or entity that (directly or indirectly) controls, is controlled by, or under common control with, that party. “Control” of a person or entity means the power (directly or indirectly) to direct t he management or policies of that person or entity, whether through the ownership of voting securities, by contract, by agency or otherwise. (j) Survival. Any provisions of this Agreement relating to indemnification shall survive the termination or expiration hereof. In addition, any terms and conditions contained in this Agreement that by their sense and context are intended to survive the termination or expiration of this Agreement shall so survive. (k) W-9/FTB 590. As a condition precedent to payment, Licensor agrees to provide Licensee with both a completed IRS Form W-9 and CA FTB Form 590, or their respective equivalents, upon execution of this Agreement and at such other times as may be reasonably requested by Licensee, including any change in Licensor’s name or address. A copy of the IRS Form W -9 and CA FTB Form 590 in their current forms are attached hereto as Exhibit 24(k).
(l) Execution/No Option. The submission of this Agreement to any party for examination or consideration does not constitute an offer, reservation of or option for the Premises based on the terms set forth herein. This Agreement will become effective as a binding Agreement only upon the handwritten legal execution, acknowledgment and delivery hereof by Licensor and Licensee. This Agreement may be executed in two (2) or more counterparts, all of which shall be considered one and the same agreement and shall become effective when one or more counterparts have been signed by each of the parties. All parties need not sign the same counterpart. (m) Attorneys’ Fees. In the event that any dispute between the parties related to this Agreement should result in litigation, the prevailing party in such litigation shall be entitled to recover from the other party all reasonable fees and expenses of enforcing any right of th e prevailing party, including reasonable attorneys ’ Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 112348
15 Option and Tower Structure License Agreement dated 8.28.2024 Final fees and expenses. Prevailing party means the party determined by the court to have most nearly prevailed even if such party did not prevail in all matters. This provision will not be construed to entitle any party other than Licensor, Licensee and their respective Affiliates to recover their fees and expenses. (n) WAIVER OF JURY TRIAL . EACH PARTY, TO THE EXTENT PERMITTED BY LAW,

KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ITS RIGHT TO A TRIAL BY JURY IN

ANY ACTION OR PROCEEDING UNDER ANY THEORY OF LIABILITY ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS AGREEMENT OR THE TRANSACTIONS IT CONTEMPLATES. (o) No Additional Fees/Incidental Fees. Unless otherwise specified in this Agreement, all rights and obligations set forth in the Agreement shall be provided by Licensor and/or Licensee, as the case may be, at no additional cost. No unilateral fees or additional costs or expenses are to be applied by either party to the other party, for any task or service including, but not limited to, review of plans, structural analyses, consents, provision of documents or other communications between the parties. (p) Further Acts. Upon request, Licensor will cause to be promptly and duly taken, executed, acknowledged and delivered all such further acts, documents, and assurances as Licensee may request from time to time in order to effectuate, carry out and perform all of the terms, provisions and conditions of this Agreement and all transactions and Permitted Use contemplated by this Agreement.

[SIGNATURES APPEAR ON NEXT PAGE]

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 113349
16 Option and Tower Structure License Agreement dated 8.28.2024 Final IN WITNESS WHEREOF, the parties have caused this Agreement to be effective as of the Effective Date.

“ LICENSOR”

C ity of Lincoln, a municipal corporation

By:

Print Name: _______________________

Its: City Manager

Date:_____________________________

“ LICENSEE”

New Cingular Wireless PCS, LLC,
a Delaware limited liability company

By: AT&T Mobility Corporation
Its: Manager

By:

Print Name: _______________________

Its: ______________________________

Date:_____________________________

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 9/9/2024
Sean Scully
Vani Muller
Area Manager
9/10/2024
114350
Option and Tower Structure License Agreement dated 8.28.2024 Final EXHIBIT 1

DESCRIPTION OF PROPERTY AND PREMISES

Page 1 of 6 ends

to the Option and Tower Structure License Agreement dated _____________, 2024, by and between City of Lincoln, a municipal corporation, as Licensor, and New Cingular Wireless PCS, LLC, a Delaware limited liability company, as Licensee.

Licensor’s Property of which the Premises are a part is described as follows:

All that certain lease area being a portion of McBean Memorial Park as is described in Deed filed for record at Book 620, Page 531, Official Records of Placer County, located in the City of Lincoln, County of Placer, State of California, and being more particularly described as follows:

Commencing at a 3/4" rebar set for the Easterly terminus of the Northerly centerline of First Street as is shown on that certain Plat of Ravine Meadows filed for record at Book M of Maps at Page 75, Official Records, from which a similar monument bears West 263.20 feet; thence from said point of commencement North 14°16'38" East 564.16 feet to the True Point of Beginning; thence from said point of beginning North 00°28'19" West 35.00 feet; thence South 89°31'41" West 12.00 feet; thence South 00°28'19" East 35.00 feet; thence North 89°31'41" East 12.00 feet to the point of beginning.

Together with a non-exclusive easement for access and utility purposes, fifteen feet in width, the centerline of which is described as follows: Beginning at a point which bears North 89°31'41" East 7.50 feet from the Northeast corner of the above described lease area; thence from said point of beginning South 00°28'19" East 64.83 feet; thence South 74°21'59" East 66.45 feet; thence South 271.59 feet; thence South 48°36'15" West 96.79 feet; thence West 551.2 feet more or less to the public right of way commonly known as "D" Street.

Also together with a non-exclusive easement for utility purposes, six feet in width, the centerline of which is described as follows: Beginning at a point which bears South 89°31'41" East 9.00 feet from the Northwest corner of the above described lease area; thence from said point of beginning North 00°28'19" West 0.68 feet; thence North 78°48'32" West 310.88 feet to a point hereafter defined as Point "A"; thence continuing North 78°48'32" West 35.3 feet more or less to the existing telephone utility box.

Also together with a non-exclusive easement for utility purposes, six feet in width, the centerline of which is described as follows: Beginning at Point "A" as previously defined and running thence South 12°31'05" West 45.0 feet more or less to the existing transformer.

Also together with a non-exclusive easement for access and utility purposes, six feet in width, the centerline of which is described as follows: Beginning at a point which bears South 00°28'19" East 3.90 feet from the Northwest corner of the above described lease area; thence from said point of beginning North 17°17'39" West 8.83 feet; thence West 177.63 feet; thence North 11.1 feet more or less to the proposed stadium light pole/tower location; thence up, over and upon said tower as is necessary to install, operate, and maintain the necessary communications equipment.

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 9/10/2024
115351
Option and Tower Structure License Agreement dated 8.28.2024 Final

The Premises are described and/or depicted as follows:

AT&T Site Plans Dated September 3,2024, Prepared by Norman Scheel Structural Engineer, and Consisting of Four (4) Pages, Appears on Following Pages]

Notes:

1. THIS EXHIBIT MAY BE REPLACED BY A LAND SURVEY AND/OR CONSTRUCTION DRAWINGS OF THE PREMISES ONCE RECEIVED BY .

2. ANY SETBACK OF THE PREMISES FROM THE PROPERTY’S BOUNDARIES SHALL BE THE DISTANCE REQUIRED BY THE APPLICABLE GOVERNMENT AUTHORITIES.

3. WIDTH OF ACCESS ROAD SHALL BE THE WIDTH REQUIRED BY THE APPLICABLE GOVERNMENT AUTHORITIES, INCLUDING POLICE AND FIRE DEPARTMENTS.

4. THE TYPE, NUMBER AND MOUNTING POSITIONS AND LOCATIONS OF ANTENNAS AND TRANSMISSION LINES ARE ILLUSTRATIVE ONLY. ACTUAL TYPES, NUMBERS AND MOUNTING POSITIONS MAY VARY FROM WHAT IS SHOWN ABOVE.

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 116352
N 14°27'27" W300.00'
N 0°00'06" E100.00'
N 0°00'00" W113.00'
N 0°00'00" W113.00'
N 90°00'00" E60.00'
S 0°00'00" E113.00'
S 90°00'00" E60.00'N 90°00'00" E59.31'S 90°00'00" E92.70'S 90°00'00" E80.00' S 23°55'52" W124.90'
S 0°00'00" E111.67'
S 0°00'00" E110.00'
N 90°00'00" W60.00' S 90°00'00" W60.09' N 90°00'00" W67.91' N 0°00'00" W40.00'
S 90°00'00" W40.00' S 90°00'00" W360.00'
S 0°00'00" E113.73'
S 0°00'00" W123.39'
S 0°00'00" E111.21'
S 0°00'00" W100.00'
N 48°00'00" E527.85'
N 42°54'00" E143.87'
N 48°20'00" E217.82'
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S 0°00'00" E480.76'
N 0°00'00" E480.76'
S 90°00'00" E540.01'
S 0°00'03" E809.24'
N 0°00'00" W809.24'
S 0°00'00" E400.00'
N 90°00'00" E280.00'
N 90°00'00" E280.00'
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N 0°00'00" E50.00' N 0°00'00" E50.00' N 0°00'00" W50.00' N 90°00'00" E130.00'N 90°00'00" E130.00'
N 90°00'00" E130.00'
N 0°00'00" W150.00'
N 0°00'00" W150.00'
N 90°00'00" E130.00'
N 0°00'00" W150.00'
N 90°00'00" E20.00'S 90°00'00" E80.00'
S 0°00'00" E50.00'
N 90°00'00" E130.00'S 90°00'00" E20.00'N 90°00'00" E30.00'N 90°00'00" E100.00' S 0°00'00" W50.00'
N 90°00'00" W30.00'
S 0°00'00" E50.00'
N 0°00'00" E50.00' S 0°00'00" E50.00'
N 90°00'00" E130.00'
S 0°00'00" E50.00'
S 90°00'00" E130.00'
S 0°00'00" E100.00'
N 0°00'00" E100.00'
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N 90°00'00" E80.00'S 90°00'00" E130.00'N 90°00'00" E20.00'S 90°00'00" E130.00' N 0°00'00" E150.00'
N 90°00'00" E130.00'
S 0°00'00" E150.00'
S 0°00'00" W150.00'
S 90°00'00" E130.00'
S 0°00'00" E150.00'
N 90°00'00" E80.00'
S 0°00'00" E150.00'
S 90°00'00" W130.00'
D=81°37'19"R=10.59'L=15.09'D=86°03'26"R=9.41'L=14.14'
D=123°32'38"R=1.78' L=3.83'
D=86°27'57"R=23.66'L=35.71'
D=96°57'50"R=2.35' L=3.97'
D=17°26'59"R=53.90'L=16.42'
D=12°27'18"R=39.74'L=8.64'
D=92°26'52"R=50.40'L=81.32'
D=107°17'23"R=14.43' L=27.02'
D=25°01'19"R=42.44' L=18.53'
D=76°45'56"R=11.69'L=15.67'
D=33°00'59"R=98.54'L=56.78'
D=30°10'28"R=93.77'L=49.38'
D=154°51'39"R=1.94'L=5.25'
D=82°43'01"R=17.60' L=25.41'
D=30°20'03"R=45.33' L=24.00'
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D=129°35'35"R=2.09' L=4.72'
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D=115°12'44"R=2.48' L=4.98'
D=70°27'56"R=3.64'L=4.47'
D=161°01'40"R=1.14'L=3.21'
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D=147°39'12"R=2.32'L=5.97'
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D=126°43'03"R=2.80'L=6.18'
D=37°45'01"R=23.70'L=15.61'
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170
170171
171
172
172
169
169
169
169
EL:168.49'EL:169.58'
EL:169.44'
EL:168.45'EL:169.27'
FIBER
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PwrPwrPwr

DCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWR FIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBER Issued For:

Prepared For:
5001 Executive ParkwaySan Ramon, California 94583Vendor:
605 Coolidge Drive, Suite 100Folsom, California 95630
CHECKED BY:DRAWN BY:PROJECT NO:AT&T SITE NO:

REVDESCRIPTIONDATE
IT IS A VIOLATION OF LAW FOR ANYPERSON, UNLESS THEY ARE ACTINGUNDER THE DIRECTION OF A LICENSEDPROFESSIONAL ENGINEER, TO ALTER THISDOCUMENT.

Licensee:No. 2567Exp. 12-31-25STRUCTURALNORMANJSCHEELREGISTEREDPROFESSIONALENGINEER STATEOFCALIFORNIA**
Designer / Engineer:

Sheet Title:

Sheet Number:
5022 Sunrise Blvd.Fair Oaks, California 95628
351RUPDQ6FKHHO6WUXFWXUDO(QJLQHHU
OVERALL SITEPLANA-1N

THIS IS NOT A SITE SURVEY
NOTES:1.NO GRADING OR PERMANENT CONSTRUCTION SHALLOCCUR WITHIN DRIP LINES OF TREES THAT ARE TOREMAIN WITHOUT ARBORIST APPROVAL.2.PRIOR TO CONSTRUCTION, GENERAL CONTRACTOR TOCONTACT DIGALERT TO MARK OUT EXISTINGUNDERGROUND UTILITIES. IN THE EVENT OF CONFLICTS,CONTRACTOR TO CONTACT PDC.

ALL PROPERTY BOUNDARIES, ORIENTATION OF TRUE NORTHAND STREET HALF-WIDTHS HAVE BEEN OBTAINED FROM A TAXPARCEL MAP AND EXISTING DRAWINGS AND ARE APPROXIMATE. 11" = 50'-0"OVERALL SITE PLAN
ABC012
CVL02485McBEAN PARK61 McBEAN PARK DRIVELINCOLN, CA 95648FA# 15549738USID# CVL0248524-009
3 BWBW
9/3/202490% ZD SUB.

A-1.11SEE ENLARGED SITEPLAN SHEET A-1.1
1"=50'-0"50'25'050'100'0
APN: 008-330-002-000APN: 008-330-001-000
APN: 008-220-010-000
HIGHWAY 193C STREET

B STREET

A STREETSITE ACCESS
APN: 008-220-009-000APN: 008-180-004-000

D STREET
2ND STREET
(P) AT&T MOBILITYNEW LIGHT POLELOCATION(P) AT&T MOBILITYNEW 12'-0" x 35'-0" CMUEQUIPMENT SHELTER(420 S.F.) LOCATION (E)TELECOMMUNICATIONSVAULT, FIBER P.O.C.
(E) ELECTRICALTRANSFORMER,POWER P.O.C.
(E) BUILDINGASPHALT DRIVE

SITE ACCESS
(E) BASEBALL STADIUM

ASPHALT DRIVEPROPERTY LINE

PROPERTY LINE

PROPERTY LINEPROPERTY LINE

PROPERTY LINE

PROPERTY LINE PROPERTY LINE
PROPERTY LINEPROPERTY LINE(P) 15'-0" WIDENON-EXCLUSIVEAT&T MOBILITYACCESS EASEMENT Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 117353
S 0°00'00" E480.76'
S 90°00'00" E540.01'
170
170
171
171
172
172
169
169
169
169
EL:168.49'EL:169.58'
EL:169.44'
EL:168.45'EL:169.27'
FIBER
FIBER
FIBER
FIBER
FIBER
FIBER
FIBER
FIBER
FIBER
FIBER
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Pwr
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PwrPwrPwrPwrPwrPwrPwr
DCPWR

DCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWR FIBER
FIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERPwr Issued For:

Prepared For:
5001 Executive ParkwaySan Ramon, California 94583Vendor:
605 Coolidge Drive, Suite 100Folsom, California 95630
CHECKED BY:DRAWN BY:PROJECT NO:AT&T SITE NO:

REVDESCRIPTIONDATE
IT IS A VIOLATION OF LAW FOR ANYPERSON, UNLESS THEY ARE ACTINGUNDER THE DIRECTION OF A LICENSEDPROFESSIONAL ENGINEER, TO ALTER THISDOCUMENT.

Licensee:No. 2567Exp. 12-31-25STRUCTURALNORMANJSCHEELREGISTEREDPROFESSIONALENGINEER STATEOFCALIFORNIA**
Designer / Engineer:

Sheet Title:

Sheet Number:
5022 Sunrise Blvd.Fair Oaks, California 95628
351RUPDQ6FKHHO6WUXFWXUDO(QJLQHHU
ENLARGED SITEPLANA-1.11"=20'-0"20'10'20'40'00N
NOTES:1.NO GRADING OR PERMANENT CONSTRUCTION SHALLOCCUR WITHIN DRIP LINES OF TREES THAT ARE TOREMAIN WITHOUT ARBORIST APPROVAL.2.PRIOR TO CONSTRUCTION, GENERAL CONTRACTOR TOCONTACT DIGALERT TO MARK OUT EXISTINGUNDERGROUND UTILITIES. IN THE EVENT OF CONFLICTS,CONTRACTOR TO CONTACT PDC. 11" = 20'-0"ENLARGED SITE PLAN
ABC012
CVL02485McBEAN PARK61 McBEAN PARK DRIVELINCOLN, CA 95648FA# 15549738USID# CVL0248524-009
3 BWBW
9/3/202490% ZD SUB.

A-21SEE ENLARGEDEQUIPMENT PLANSHEET A-2
SECTORAZIMUTH 240 B
SECTORAZIMUTH 0 A
SECTORAZIMUTH 120 C
A-31SEE ENLARGEDANTENNA PLANSHEET A-3
APN: 008-330-002-000APN: 008-330-001-000
APN: 008-180-004-000
(P) AT&T MOBILITYNEW LIGHT POLELOCATION
(P) AT&T MOBILITYNEW 12'-0" x 35'-0" CMUEQUIPMENT SHELTER(420 S.F.) LOCATION (E)TELECOMMUNICATIONSVAULT, FIBER P.O.C.
(E) ELECTRICALTRANSFORMER,POWER P.O.C.
(E) BUILDING

ASPHALT DRIVESITE ACCESS
(E) BASEBALL STADIUM

PROPERTY LINE

PROPERTY LINEPROPERTY LINE

PROPERTY LINE
(E) BUILDING(E) BUILDING
(E) BUILDING
(P) 6'-0" WIDENON-EXCLUSIVEAT&T MOBILITYUTILITY EASEMENT (P) 6'-0" WIDENON-EXCLUSIVEAT&T MOBILITYUTILITY EASEMENT (P) 15'-0" WIDENON-EXCLUSIVEAT&T MOBILITYACCESS EASEMENT (P) 6'-0" WIDENON-EXCLUSIVEAT&T MOBILITYUTILITY EASEMENT

ASPHALT
Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 118354
Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 119355
Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 120356
Option and Tower Structure License Agreement dated 8.28.2024 Final

EXHIBIT 11

ENVIRONMENTAL DISCLOSURE

Licensor represents and warrants that the Property, as of the Effective Date, is free of hazardous substances except as follows:

None.

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 121357
Option and Tower Structure License Agreement dated 8.28.2024 Final

EXHIBIT 12

STANDARD ACCESS LETTER

[FOLLOWS ON NEXT PAGE]
Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 122358
Option and Tower Structure License Agreement dated 8.28.2024 Final

{This Letter Goes On Licensor's Letterhead}

[Insert Date]

Building Staff / Security Staff
[Licensor, Lessee, Licensee]
[Street Address]
[City, State, Zip]

Re: Authorized Access granted to [ ]

Dear Building and Security Staff,

Please be advised that we have signed a license with [ ] permitting [ ] to install, operate and maintain telecommunications equipment at the property. The terms of the license grant [ ] and its representatives, employees, agents and subcontractors (“representatives”) 24 hour per day, 7 day per week access to the licensed area.

To avoid impact on telephone service during the day, [ ] representatives may be seeking access to the property outside of normal business hours. [ ] representatives have been instructed to keep noise levels at a minimum during their visit.

Please grant the bearer of a copy of this letter access to the property and to licensed area. Thank you for your assistance.

_______________________
Licensor Signature

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 123359
Option and Tower Structure License Agreement dated 8.28.2024 Final

EXHIBIT 24(b)

MEMORANDUM OF LICENSE

[FOLLOWS ON NEXT PAGE]
Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 124360
Option and Tower Structure License Agreement dated 8.28.2024 Final

Recording Requested By
& When Recorded Return To:

New Cingular Wireless PCS, LLC
Attn: –Network Real Estate Administration
1025 Lenox Park Blvd NE, 3
rd Floor
Atlanta, GA 30319

APN’s: 008-330-001-000,008-330-002-000, 008-180-004-000,008-220-009-000

(Space Above This Line For Recorder’s Use Only)
Cell Site No.: CVL02485
Search Ring Name: CVL02485_SR
Cell Site Name: McBean Park
Fixed Asset No.: 15549738
State: California
County: Placer

MEMORANDUM
OF

LICENSE

This Memorandum of License is entered into on this ____ day of ____________, 2024, by and between City of Lincoln, a municipal c orporation, having its principal office at 600 6th St, Lincoln, CA 95648 (hereinafter called “Licensor”), and New Cingular Wireless PCS, LLC, a Delaware limited liability company, having a mailing address of 1025 Lenox Park Blvd NE, 3 rd Floor, Atlanta, GA 30319 (“Licensee”).

1. Licensor and Licensee entered into a certain Option and Tower Structure License Agreement (“Agreement”) on the ___ day of___________, 2024, for the purpose of installing, operating and maintaining a communication facility and other improvements. All of the foregoing is set forth in the Agreement.

2. The initial license term will be five (5) years commencing on the effective date of written notification by Licensee to Licensor of Licensee’s exercise of the Option , with four (4) successive automatic five (5) year options to renew.

3. The portion of the land being licensed to Licensee and associated easements are described in Exhibit 1 annexed hereto.

4. This Memorandum of License is not intended to amend or modify, and shall not be deemed or construed as amending or modifying, any of the terms, conditions or provisions of the Agreement, all of which are hereby ratified and affirmed. In the event of a conflict between the provisions of this Memorandum of License and the provisions of the Agreement, the provisions of the Agreement shall control. The Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, successo rs, and assigns, subject to the provisions of the Agreement.

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 125361

Option and Tower Structure License Agreement dated 8.28.2024 Final 8 IN WITNESS WHEREOF, the parties have executed this Memorandum of License as of the day and year first above written.

LICENSOR:

City of Lincoln, a municipal corporation

By:

Name:

Its: City Manager

Date:

LICENSEE:

New Cingular Wireless PCS, LLC,
a Delaware limited liability company

By: AT&T Mobility Corporation
Its: Manager

By:

Name:

Its:

Date:

[ACKNOWLEDGMENTS APPEAR ON NEXT TWO PAGES]

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 126362

Option and Tower Structure License Agreement dated 8.28.2024 Final

LICENSOR ACKNOWLEDGMENT

State of California
County of _________________________________)

On ________________________________ before me, _______________________________________, (insert name and title of the officer)

personally appeared ___________________________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature __________________________________ (Seal)

A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 127363

Option and Tower Structure License Agreement dated 8.28.2024 Final

LICENSEE ACKNOWLEDGMENT

State of California
County of _________________________________)

On ________________________________ before me, _______________________________________, (insert name and title of the officer)

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature __________________________________ (Seal)

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 128364

Option and Tower Structure License Agreement dated 8.28.2024 Final

EXHIBIT 1 TO MEMORANDUM OF LICENSE

DESCRIPTION OF PROPERTY AND PREMISES

Page 1 of 3 ends

to the Memorandum of License dated ______________, 2024, by and between City of Lincoln , a municipal corporation, as Licensor, and New Cingular Wireless PCS, LLC, a Delaware limited liability company, as Licensee.

Licensor’s Property of which the Premises are a part is described as follows:

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 129365

Option and Tower Structure License Agreement dated 8.28.2024 Final

The Premises are described and/or depicted as follows:

[One (1) Page Depiction of the Premises Suitable for Recording in Placer County Appears on Following Page]

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 130366
N 14°27'27" W300.00'
N 0°00'06" E100.00'
N 0°00'00" W113.00'
N 0°00'00" W113.00'
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S 90°00'00" E60.00'N 90°00'00" E59.31'S 90°00'00" E92.70'S 90°00'00" E80.00' S 23°55'52" W124.90'
S 0°00'00" E111.67'
S 0°00'00" E110.00'
N 90°00'00" W60.00' S 90°00'00" W60.09' N 90°00'00" W67.91' N 0°00'00" W40.00'
S 90°00'00" W40.00' S 90°00'00" W360.00'
S 0°00'00" E113.73'
S 0°00'00" W123.39'
S 0°00'00" E111.21'
S 0°00'00" W100.00'
N 48°00'00" E527.85'
N 42°54'00" E143.87'
N 48°20'00" E217.82'
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S 0°00'00" E480.76'
N 0°00'00" E480.76'
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N 0°00'00" W809.24'
S 0°00'00" E400.00'
N 90°00'00" E280.00'
N 90°00'00" E280.00'
S 0°00'00" E400.00'
N 0°00'00" E50.00' N 0°00'00" E50.00' N 0°00'00" W50.00' N 90°00'00" E130.00'N 90°00'00" E130.00'
N 90°00'00" E130.00'
N 0°00'00" W150.00'
N 0°00'00" W150.00'
N 90°00'00" E130.00'
N 0°00'00" W150.00'
N 90°00'00" E20.00'S 90°00'00" E80.00'
S 0°00'00" E50.00'
N 90°00'00" E130.00'S 90°00'00" E20.00'N 90°00'00" E30.00'N 90°00'00" E100.00' S 0°00'00" W50.00'
N 90°00'00" W30.00'
S 0°00'00" E50.00'
N 0°00'00" E50.00' S 0°00'00" E50.00'
N 90°00'00" E130.00'
S 0°00'00" E50.00'
S 90°00'00" E130.00'
S 0°00'00" E100.00'
N 0°00'00" E100.00'
S 90°00'00" E130.00'
S 0°00'00" E150.00'
N 90°00'00" E80.00'S 90°00'00" E130.00'N 90°00'00" E20.00'S 90°00'00" E130.00' N 0°00'00" E150.00'
N 90°00'00" E130.00'
S 0°00'00" E150.00'
S 0°00'00" W150.00'
S 90°00'00" E130.00'
S 0°00'00" E150.00'
N 90°00'00" E80.00'
S 0°00'00" E150.00'
S 90°00'00" W130.00'
D=81°37'19"R=10.59'L=15.09'D=86°03'26"R=9.41'L=14.14'
D=123°32'38"R=1.78' L=3.83'
D=86°27'57"R=23.66'L=35.71'
D=96°57'50"R=2.35' L=3.97'
D=17°26'59"R=53.90'L=16.42'
D=12°27'18"R=39.74'L=8.64'
D=92°26'52"R=50.40'L=81.32'
D=107°17'23"R=14.43' L=27.02'
D=25°01'19"R=42.44' L=18.53'
D=76°45'56"R=11.69'L=15.67'
D=33°00'59"R=98.54'L=56.78'
D=30°10'28"R=93.77'L=49.38'
D=154°51'39"R=1.94'L=5.25'
D=82°43'01"R=17.60' L=25.41'
D=30°20'03"R=45.33' L=24.00'
D=92°34'48"R=10.61' L=17.15'
D=129°35'35"R=2.09' L=4.72'
D=58°01'17"R=24.62'L=24.93'
D=115°12'44"R=2.48' L=4.98'
D=70°27'56"R=3.64'L=4.47'
D=161°01'40"R=1.14'L=3.21'
D=102°48'41"R=1.92' L=3.45'D=151°11'56"R=1.13'L=2.99'
D=99°37'43"R=4.85'L=8.43'
D=147°39'12"R=2.32'L=5.97'
D=48°18'57"R=55.21'L=46.56'
D=94°30'00"R=2.14'L=3.53'
D=128°51'33"R=1.58'L=3.55'
D=23°15'05"R=57.79' L=23.45'
D=125°58'29"R=2.12'L=4.67'
D=147°46'14"R=2.15' L=5.54'
D=126°43'03"R=2.80'L=6.18'
D=37°45'01"R=23.70'L=15.61'
D=130°07'54"R=2.82'L=6.40'
170
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169
EL:168.49'EL:169.58'
EL:169.44'
EL:168.45'EL:169.27'
FIBER
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DCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWRDCPWR FIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBERFIBER Issued For:

Prepared For:
5001 Executive ParkwaySan Ramon, California 94583Vendor:
605 Coolidge Drive, Suite 100Folsom, California 95630
CHECKED BY:DRAWN BY:PROJECT NO:AT&T SITE NO:

REVDESCRIPTIONDATE
IT IS A VIOLATION OF LAW FOR ANYPERSON, UNLESS THEY ARE ACTINGUNDER THE DIRECTION OF A LICENSEDPROFESSIONAL ENGINEER, TO ALTER THISDOCUMENT.

Licensee:No. 2567Exp. 12-31-25STRUCTURALNORMANJSCHEELREGISTEREDPROFESSIONALENGINEER STATEOFCALIFORNIA**
Designer / Engineer:

Sheet Title:

Sheet Number:
5022 Sunrise Blvd.Fair Oaks, California 95628
351RUPDQ6FKHHO6WUXFWXUDO(QJLQHHU
OVERALL SITEPLANA-1N

A-1.11SEE ENLARGED SITEPLAN SHEET A-1.1
1"=50'-0"50'25'050'100'0
APN: 008-330-002-000APN: 008-330-001-000
APN: 008-220-010-000
HIGHWAY 193C STREET

B STREET

A STREETSITE ACCESS
APN: 008-220-009-000APN: 008-180-004-000

SITE ACCESS
(E) BASEBALL STADIUM

ASPHALT DRIVEPROPERTY LINE

PROPERTY LINE

PROPERTY LINEPROPERTY LINE

PROPERTY LINE

PROPERTY LINE PROPERTY LINE
PROPERTY LINEPROPERTY LINE(P) 15'-0" WIDENON-EXCLUSIVEAT&T MOBILITYACCESS EASEMENT Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 131367

Option and Tower Structure License Agreement dated 8.28.2024 Final

EXHIBIT 24(k)

IRS FORM W-9 & CA FTB FORM 590

Page 1 of 3 ends

[IRS FORM W-9 (REVISED OCTOBER 2018) & 2022 CA FTB FORM 590 APPEAR ON FOLLOWING TWO (2) PAGES]

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 132368

Option and Tower Structure License Agreement dated 8.28.2024 Final

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 133369

Option and Tower Structure License Agreement dated 8.28.2024 Final

Docusign Envelope ID: B6AA2CD6-24F2-4691-B189-E26D82FF10A4 134370

Lincoln City CouncilAugust 25, 2026

Lincoln City Council
August 25, 2026