Site Name: Redondo Beach Site ID #: LA83367A f/k/a LA03XC332
FIRST AMENDMENT TO SITE LICENSE AGREEMENT
This First Amendment to Site License Agreement (this “First Amendment”), effective as of the date last signed below (“Effective Date”), amends a certain Site License Agreement dated May 20, 2008 (the “Agreement”), between T-Mobile West LLC, a Delaware limited liability company, successor in interest to Sprint PCS Assets, L.L.C., a Delaware limited liability company (“Licensee”), and the City of Redondo Beach, a California charter city (“Licensor).
RECITALS
WHEREAS, Licensee and Licensor desire to see additional modernized wireless services made available to the residents of the City of Redondo Beach and to modify certain provisions of the Agreement as provided below.
WHEREAS, Licensee and Licensor desire to settle and resolve monies owed associated with the unauthorized expansion of the Premises by Licensee on the terms and conditions set forth herein.
AGREEMENT
NOW THEREFORE, for good and valuable consideration the receipt and sufficiency of which are acknowledged, Licensor and Licensee agree as follows:
1. Modification to Agreement Section 4. (“Permitted Use”) of the Agreement is deleted in its entirety and replaced with the following:
The Premises may be used for (i) the transmission and reception of communication signals within or utilizing those frequency bands Licensee has a legal right to use including those licensed to it by the Federal Communications Commission, leased by Licensee, and those unlicensed frequency bands permitted for Licensee’s use by the Federal Communications Commission; (ii) the construction, alteration, maintenance, repair, replacement and relocation of antennas, equipment, cables and facilities and improvements related thereto as permitted by Licensor; and (iii) activities related to the foregoing, provided that none of the activities described in (i), (ii), or (iii) require an expansion of the Premises or violate Licensee's duties of noninterference set forth herein (collectively, "Licensee's Permitted Use").
2. Modification to Agreement Section 15. The following new subsection “f” is added to Agreement Section 15 (“Insurance, Bond, Release and Hold Harmless”):
“f. Licensee’s insurance obligations contained in this Agreement do not limit Licensee’s liability.”
3. Modification to Agreement Section 29. Agreement Section 29 (“Confidentiality”) is deleted in its entirety and replaced as follows:
TMO Signatory Level: L06
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Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 2 T-Mobile Site ID: LA83367A (LA03XC332)
Site Name: Redondo Beach
“29. Public Document. This agreement is a public document and subject to the provisions of the California Public Records Act.”
4. Modification to the Licensee Facilities. Exhibit C to the Agreement is hereby amended and restated, a copy of which is attached and made a part hereof.
5. Modification to Site Technical Standards. Exhibit D to the Agreement is hereby amended as follows:
a. Section IV (“Cable”) subsection 2 is deleted in its entirety and replaced as follows:
“2) All antenna lines to be jacketed.”
b. Section VIII (“FCC Licensing”) subsection 2 is deleted in its entirety and replaced as follows:
“2) Intentionally omitted in this Agreement.”
6. Replacement to Exhibit E. Exhibit E in the Agreement is deleted in its entirety and replaced with Exhibit E in this First Amendment.
7. Settlement of Additional Charges. As further and required compensation for the Licensor’s approval of this First Amendment, and for reimbursement to Licensor for Licensee’s prior equipment installation, including but not limited to Licensor’s Legal fees and agreements relating to such installation, and notwithstanding the amount shown in Section 8(a) of the Agreement, Licensee shall pay to the Licensor the non-refundable amount of Twenty-Three Thousand, Four Hundred Twenty-Five and 00/100 Dollars ($23,425.00) (“Settlement Payment”) according to the terms and conditions of the Settlement Agreement attached as Exhibit F (“Settlement Agreement”). The First Amendment and the Settlement Agreement shall be executed simultaneously. Upon the execution of the First Amendment and the Settlement Agreement and the Licensee’s payment of the Settlement Payment, the Licensor acknowledges the Agreement will be considered valid and active and not in default.
8. Renewal Term: Current term of the Agreement expires on May 19, 2028. Licensee shall have the right to extend this Lease for four (4) additional five (5) year terms (each, a “Renewal Term”) on the same terms and conditions as set forth in the Lease except as amended. The Lease shall automatically renew for each successive Renewal Term unless Licensee notifies Licensor, in writing, of Licensee's intention not to renew the Lease at least sixty (60) days prior to the expiration of any Renewal Term. If Licensee shall remain in possession of the Premises at the expiration of this Lease without a written agreement, such tenancy shall be deemed a month-to-month tenancy under the same terms and conditions of the Lease, as amended.
9. Modification to License Fee. Commencing on the date construction begins, the monthly License Fee then in effect will automatically be increased by Five Hundred and 00/100 Dollars ($500.00) per month, partial month to be prorated.
10. Notice Address. The notice address in Section 16 of the Agreement or referenced therein for the Licensee is hereby deleted in their entirety and replaced with the following:
TMO Signatory Level: L06
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Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 3 T-Mobile Site ID: LA83367A (LA03XC332)
Site Name: Redondo Beach
If to Licensee: T-Mobile USA, Inc.
12920 SE 38th Street
Bellevue, WA 98006
Attn: Lease Compliance/LA83367A
11. Signing Authority.
a. The City Council of the City of Redondo Beach, California (the Licensor) directs the City Manager, operating pursuant to Licensor’s delegated authority, to execute this First Amendment on behalf of the Licensor. City Manager will be allowed to represent the Council with signing authority on any future regular negotiations.
b. Licensee delegates signing authority to the undersigned to execute this First Amendment on behalf of Licensee.
12. General Terms and Conditions.
a. All capitalized terms used in this First Amendment, unless otherwise defined herein, will have the same meaning as the terms contained in the Agreement. b. In case of any inconsistencies between the terms and conditions contained in the Agreement and the terms and conditions contained in this First Amendment, the terms and conditions herein will control. Except as set forth herein, all provisions of the Agreement remain unchanged and in full force and effect.
c. This First Amendment may be executed in duplicate counterparts, each of which will be deemed an original. Licensee shall sign first.
d. Each of the parties represents and warrants that it has the right, power, legal capacity and authority to enter into and perform its respective obligations under this First Amendment.
IN WITNESS WHEREOF, the parties have executed this First Amendment as of the Effective Date.
Licensor: Licensee:
City of Redondo Beach T-Mobile West LLC
By: By:
Printed Name: Jim Light Printed Name:
Title: Mayor Title:
Date: _____________________ Date: _____________________ (Date must be completed) (Date must be completed)
TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 Director
Geri Roper
5/12/2025
5 T-Mobile Site ID: LA83367A (LA03XC332)
Site Name: Redondo Beach
Exhibit C
(Antenna Facilities)
[see attached Drawings]
TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 6 T-Mobile Site ID: LA83367A (LA03XC332)
Site Name: Redondo Beach
Exhibit E
(Photographs of Licensee’s Installation)
[to be provided by Licensee to Licensor upon completion of the modifications approved in this First Amendment]
TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 6 T-Mobile Site ID: LA83367A (LA03XC332)
Site Name: Redondo Beach
Exhibit F
(Settlement Agreement)
TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 T-Mobile Site ID: LA83367A f/k/a LA03XC332
1 SETTLEMENT AND RELEASE AGREEMENT
THIS SETTLEMENT AND RELEASE AGREEMENT (this “Agreement”) is entered into by and between T-Mobile West LLC, a Delaware limited liability company, and its parents, subsidiaries, and affiliates (collectively, “T-Mobile”), and the City of Redondo Beach, a California charter city (“Claimant”).
Claimant and T-Mobile shall be referred to herein collectively as the “Parties”.
Recitals
WHEREAS, Claimant is the owner of the property located at 415 Diamond Street, City of Redondo Beach, Los Angeles County, California with Assessor’s Parcel Number 7503-030-901 (“Property”); WHEREAS, T-Mobile and Claimant are parties to that certain Site License Agreement dated May 20, 2008, together with all amendments, modifications, and extensions (collectively, the “Lease”), whereby T-Mobile leases from Claimant a portion of the Property as described in the Lease for the placement of its Antenna Facilities (“Premises”); and
WHEREAS, without any admission of liability, the Parties desire to enter into this Agreement to resolve certain Claims (as defined below) that the Claimant has alleged against T-Mobile and to settle all outstanding issues and disputes between the Parties concerning the Claims that may remain unsettled as of the Effective Date.
NOW, THEREFORE, in consideration of the above recitals and the mutual covenants and agreements herein contained, adequacy and sufficiency of which are expressly acknowledged, the Parties hereto, intending to be legally bound, agree as follows:
1. Recitals. The recitals set forth above are incorporated in and made a part of this Agreement.
2. Settlement Terms. Within thirty (30) days of the Effective Date of this Agreement, T-Mobile shall pay Claimant the total sum of Twenty-Three Thousand, Four Hundred Twenty-Five and 00/100 Dollars ($23,425.00) (“Settlement Payment”), which sum represents a full and final settlement and satisfaction of all of Claimant’s claims against T-Mobile for (i) a one-time only payment in the amount of Seventeen Thousand Eight Hundred and Twenty Five and 00/100 Dollars ($17,825.00) for fees associated with the unauthorized equipment installation and other License Fee’s due (the “Additional License Fee”); (ii) a onetime payment in the amount of Four Thousand Four Hundred and 00/100 Dollars ($4,400.00) for Licensor’s in-house and external fees and related agreements associated with the Licensee’s unauthorized equipment installation and other pending disputes (the “Legal Fees”); and (iii) a one-time payment in the amount of One Thousand Two Hundred and 00/100 Dollars ($1,200.00) for Licensor’s in-house and external fees associated with the preparation of Licensor’s staff report and other administrative fees (the “Administrative Fees”), located at the Property or in any way related to T-Mobile’s Antenna Facilities or its use and occupancy of the Property (collectively, the “Claims”).
3. Release. Upon the Effective Date hereof, Claimant, for itself, and its respective shareholders, officers, directors, managers, members, representatives, agents, servants, employees, partners, principals, parents, subsidiaries, affiliates, predecessors, guarantors, attorneys, insurers, successors and assigns, and any person or entity claiming any right derivative of it (collectively, the “Claimant Parties”), does hereby unconditionally, knowingly, and completely release, discharge, indemnify and hold harmless T-Mobile, together with its past and present parent companies, predecessors, subsidiaries, affiliates, agents, employees, officers, directors, partners, related entities, stockholders, members, managers, tenants, licensees, sublessees, sublessors, contractors, lenders, insurers, attorneys, heirs, successors, and assigns, and all other persons acting on behalf of or claiming under T-Mobile (the “Released Parties”), of and from TMO Signatory Level: L06
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Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 T-Mobile Site ID: LA83367A f/k/a LA03XC332
2 any and all claims, lawsuits, liabilities, demands, obligations, actions and/or causes of action, and debts and fees of any kind or character whatsoever, including any claim for attorney’s fees, interest, or costs of litigation, whether at law or in equity, whether known or unknown, suspected or unsuspected, asserted or unasserted, fixed or contingent which Claimant had, now has, or may have in the future against the Released Parties related to and/or that arose or may have arisen from the Claims or otherwise arising out of or related to the Lease from the beginning of time through the Effective Date hereof, save and except the Parties’ obligations under this Agreement.
4. Release Includes Unknown Claims. Claimant and T-Mobile each agree that it shall be deemed to have waived and relinquished, to the fullest extent permitted by law, the provisions, rights, and benefits of Section 1542 of the California Civil Code, which provides:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR
RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE
TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE
MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
5. No Admission of Liability. This Agreement represents and constitutes a full and final settlement of any claims and nothing in this Agreement should be construed as or shall be an admission of liability, obligation, or wrongdoing whatsoever by either Party.
6. Confidentiality. The Parties agree that the negotiations of this Agreement, all terms of this Agreement, and the Agreement itself are confidential. The Parties shall keep confidential and shall not disclose any of the terms, provisions, substance, or contents of this Agreement, except (i) those terms and provisions hereof that each of the Parties determines are necessary to share with its directors, officers, partners, employees, legal counsel, and/or accountants in connection with the negotiation, execution and/or delivery of this Agreement; (ii) as otherwise required by applicable law, valid court order, regulation or rule of any governmental authority; (iii) for tax-related purposes; (iv) to enforce rights under this Agreement; or (v) if mutually agreed by the Parties in writing.
7. Binding Effect. This Agreement shall be binding on and inure to the benefit of the Parties’ parents, subsidiaries and affiliates, shareholders, board members, officers, partners, directors, insurers, employees, representatives, investors, heirs, executors, administrators, successors, assigns, agents, legal representatives, bankruptcy trustees, and attorneys. Neither party may delegate its obligations under this Agreement.
8. Attorneys’ Fees. Each Party shall bear its own costs and fees of any kind, including attorneys’ fees, in connection with the negotiation or enforcement of this Agreement.
9. Amendments and Waivers. This Agreement constitutes the entire agreement between the Parties concerning the subject matter contained herein. This Agreement may not be amended or modified except by a written instrument signed by the Parties which expressly states that modification of this Agreement is intended. No failure or delay in exercising any right under this Agreement shall operate as a waiver thereof or of any other right.
10. Knowing and Voluntary Execution. This Agreement has been read in its entirety and has been knowingly and voluntarily executed by the Parties. Claimant acknowledges that Claimant has had the opportunity to consult with an attorney before executing this Agreement. Claimant represents that it has the full right and authority to enter into this Agreement and that no consent or approval of any other person or entity is required for Claimant to enter into this Agreement.
TMO Signatory Level: L06
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Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 T-Mobile Site ID: LA83367A f/k/a LA03XC332
3 11. Counterpart and Electric Delivery. This Agreement may be executed by original, facsimile, or electronic signatures (complying with the U.S. Federal ESIGN Act of 2000, 15 U.S.C. 96) and in any number of counterparts which shall be considered one instrument. Counterparts, signed facsimile, and electronic copies of this Agreement shall legally bind the Parties to the same extent as original documents.
12. Governing Law. This Agreement shall be governed by, construed, interpreted, applied, and enforced by the laws of the state or commonwealth in which the Property is located, without regard to the conflicts of laws principles of such state or commonwealth.
IN WITNESS WHEREOF, the Parties have executed this Agreement effective as of the date of the last party to sign this Agreement (“Effective Date”).
T-Mobile West LLC City of Redondo Beach
By: By:
Name: Name:
Title: Title:
Date: Date:
TMO Signatory Level:06,SL06
NLG-112690
TMO Signatory Level: L06
NLG-89174
Docusign Envelope ID: 5F1B8129-C1FC-4B1C-A59F-D692FEAFAE33 Geri Roper
5/12/2025
Mayor
Jim Light
Director