Agenda packet — Rocklin City Council, September 12, 2023 (part 2 of 3)

Reso. No. 2023-
Section 1. The City Council hereby approves of the purchase of a DUI Education and Enforcement Trailer, suspending competitive bidding requirements.

Section 2. The City Council hereby authorizes the City Manager to purchase the DUI Education and Enforcement Trailer as shown in Exhibit A, which is incorporated herein by this reference.

Section 3. The City Council hereby authorizes the City Manager to increase the revenue and expenditure budgets in the Traffic Safety/Police Department Grants Fund (Fund 244) to administer and account for the FY 23/24 CTFCP Law Enforcement Grant from the California Highway Patrol.

PASSED AND ADOPTED this 12th day of September, 2023, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
____________________________________
Ken Broadway, Mayor
ATTEST:
__________________________
Haley Reid, Acting City Clerk
221

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Reso. No. 2023-

EXHIBIT A
222

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Reso. No. 2023-

EXHIBIT B
223

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Reso. No. 2023-

EXHIBIT A

224
Nappi Fabrication Designs
1291 N. Patt Street
Anaheim, CA 92801
[email protected]
www.UltraHaulers.om
Estimate

ADDRESS
Rocklin Police Department
4080 Rocklin Rd.

Rocklin, CA 95678 USA

SHIP TO
Rocklin Police Department
4080 Rocklin Rd.

Rocklin, CA 95678 USA
ESTIMATE # 3888
DATE 07/22/2023

ACTIVITY QTY RATE AMOUNT
Enclosed Trailer
102 x 26’ with 8' headroom tandem 7000#
electric brake axles. This estimate in intended to
include everything in the supplied print along
with internal parts and systems not particularly
seen on the print.
1 211,989.00 211,989.00T
Standard Features
Standard features include
(LIFETIME WARRANTY) on the frame and
chassis as long as it's used for the intended
purpose the whole time)
All tube chassis
Ramp door hydraulic with stainless twist lock
latches and
32 x 80 side entry door
1 Pc. seamless roof coil
3/4 plywood floor
Tandem axles with leaf spring suspension 2 with
brakes
235/80/16 radial trailer tires on grey wheels
A frame coupler 2-5/16
Dual safety chains with big hooks and spring
latch
2000# post tongue jack
Foam core insulated
3M bonded smooth side .040 white exterior
New 3" trim with radius bottom and fender drop
outs
1 0.00 0.00
Parts
7' wide with side reveal for ramp awning. Ramp
door to be hydraulic acting with over ride button
and exterior key control 6' wide centered with
reveals both side
1 0.00T
Parts
TV provision exterior with swinging door and RH
hinge with positive catch
1 0.00T
225

ACTIVITY QTY RATE AMOUNT
Parts
Equipment rack with patch panel access
1 0.00T
Sofa Bed
Sofa bed with rollover backrest and wall strap
both side walls in conference room
2 0.00T
Parts
Nice conference table with 4 legs secured to the
wall
1 0.00T
Parts
Safety lighting on all corners to flash and
alternate
8 0.00T
Parts
Commercial Slipper spring suspension package
1 0.00T
Spare Tire
Spare tire to match
1 0.00T
Parts
Master track 14 ply truck tires (upgrade from 12
ply)
4 0.00T
Parts
Awning elec. push button control 20' on the pit
side
1 0.00T
Parts
Tongue jack 3000# Elec. 3500#
1 0.00T
Coin Flooring
Coin Flooring, Black complete floor and ramp
35 0.00T
Water System
Includes 40 gallon tank fill feed and demand RV
pump
1 0.00T
Cabinet Upper
Overhead cabinet approximately 16" tall face 12"
deep and 8' long melamine doors and slam
latches over the 4 work stations 4 white boards
front of each work station.
2 0.00T
Work bench
Desk top approximately 14' front room
1 0.00T
Parts
Stand up height counter with base storage
cabinet under
1 0.00T
Paneling
White aluminum panels (Interior walls and
ceiling)
23 0.00T
Cabinet Base
Cabinet Base for under counter refrigerator
approximately 40" tall x 24" long 24 deep
1 0.00T
Cabinet Upper
Overhead cabinet approximately 16" tall face 12"
deep and 2' long melamine doors and slam
latches
1 0.00T
Parts
Partition wall with TV mount
1 0.00T
6V Battery (T-105 Plus) 4 0.00T
226

ACTIVITY QTY RATE AMOUNT
6V Battery, FLD, 225AH, 447RC, ELPT, FLIP
Battery Box, 6V Single
Battery Box
4 0.00T
Power Converter 60 Amp
Power Converter
1 0.00T
Parts
3000 watt inverter
1 0.00T
Generator 7K Gas, EVAP
ONAN Gas Generator 7K 120/240 V with remote
start and hour meter fuel level gage.
1 0.00T
Generator compartment
Sealed and insulated compartment with access
door
1 0.00T
Fuel System
40 gallon ECI tank with the fill on the driver side,
gage inside
1 0.00T
110V System
110V System includes 4 outlets panel and power
inlet 50A with 100Amp panel 4-4' LED 110V
lights
1 0.00T
Parts
Refrigerator under counter 110v style NO freezer
1 0.00T
Parts
Internet hot spot (TBD)
1 0.00 0.00T
A/C Dometic Brisk 13.5k
Brisk 13.5k Heat pump and Cooling Unit, White
2 0.00T
A/C Ceiling Assembly 13.5k, Single Zone, White
Air Distribution Box, Ceiling Assembly, White
1 0.00T
Parts
11" light bar inrecessed bucket Pit side at entry
door height
2 0.00T
Parts
11" light bar in recessed bucket driver side at
entry door height
2 0.00T
Parts
11" light bar in recessed bucket driver side at
entry door height
2 0.00T
Parts
Add 4 to equal 6 Interior lights Peterson style
flush in the 45 upper angles
4 0.00T
Parts
Entry door step
1 0.00T
Parts
Roof mounted light pole power up and down.
1 0.00T
Typical pay schedule
Standard pay schedule is 50% initial deposit,
25% of balance when all welding is complete,
and balance due when you love your new Ultra
Hauler
Nappi Fabrication Designs
1 0.00 0.00T
227

ACTIVITY QTY RATE AMOUNT
Bank of the West
4501 E. La Palma Ave.

Anaheim Hills CA 92807
Acct 041880576
Routing 121100782
Registration Fee
Registration Fee
1 0.00
Services
VIN Verification
1 0.00
DMV Fee
DMV Actual Fee
1 0.00
Entry Door
30 x 60 RH hinge
1 0.00T
Tie Down 6000# (890ZN)
Tie Down 6000# carts 33 x 63” four carts
8 0.00T
Parts
Shorten stand up work space. Move the half wall
to make small room bigger.
1 0.00 0.00T
Parts
Full wrap utilizing customers supplied ideas and
graphics.
1 0.00T
Parts
Ramp awning over the ramp door
1 0.00 0.00T
SUBTOTAL 211,989.00
TAX (0%) 0.00
TOTAL $211,989.00
Accepted By Accepted Date
____________________
Aly Zimmermann, City Manager
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Reso. No. 2023-

EXHIBIT B

229

State of California

DEPARTMENT OF CALIFORNIA HIGHWAY PATROL
GRANT AGREEMENT - Page 1
Award Number
12992
________________________________________________________________

1. GRANT TITLE
FY23/24 CTFGP Law Enforcement – Rocklin Police Department

2. NAME OF ORGANIZATION/AGENCY
Rocklin Police Department

3. ORGANIZATION/AGENCY SECTION TO ADMINISTER GRANT
Rocklin Police Department

4. PROJECT PERFORMANCE PERIOD
From: 07/01/2023 To: 06/30/2024

5. PURCHASE ORDER NUMBER

6. G RANT OPPORTUNITY INFORMATION DESCRIPTION
Law Enforcement grants provide financial assistance to allied agencies for the education, prevention, and the enforcement of laws related to driving under the influence of alcohol and other drugs, including cannabis and cannabis products.

The intent of the program is to educate the public regarding the dangers of impaired driving, enforce impaired driving laws on the roadway, and improve Agency’s effectiveness through training and development of new strategies.

7. FUNDS ALLOCATED UNDER THIS GRANT AGREEMENT SHALL NOT EXCEED $336,225.00

8. TERMS AND CONDITIONS
The Grantee agrees to complete the Project, as described in the Project Description. The Grantee’s Grant Application, and the California Code of Regulations, Title 13, Division 2, Chapter 13, Sections 1890.00-1890.27, are hereby incorporated into this Grant Agreement by reference.

The parties hereto agree to comply with the Terms and Conditions of the following attachments:
• Schedule A – Project Description, Problem Statement, Goals and Objectives, and Method of Procedure • Schedule B – Detailed Budget Estimate
• Schedule B-1 – Budget Narrative

We, the officials named below, hereby swear, under penalty of perjury under the laws of the State of California, that we are duly authorized to legally bind the Grant recipient to the above-described Grant Terms and Conditions.

IN WITNESS WHEREOF, this Grant Agreement is executed by the parties hereto.

9. APPROVAL SIGNATURES
A. AUTHORIZED OFFICIAL OF ORGANIZATION/AGENCY
Name: Aly Zimmermann
Title: City Manager
Phone: (916) 625-5585

Address: 3970 Rocklin Road
Rocklin, CA 95677

E-Mail: [email protected]

___________________________ _______________
(Signature) (Date)
B. AUTHORIZED OFFICIAL OF CHP
Name: Evan Robinson Phone: (916) 843-4360
Title: Captain Fax: (916) 322-3169

Address: North 7th Street
Sacramento, CA 95811

E-Mail: [email protected]

___________________________ _______________
(Signature) (Date)
C. ACCOUNTING OFFICER OF CHP
Name: C. M. Jones Phone: (916) 843-3531
Title: Commander Fax: (916) 322-3159

Address: North 7th Street
Sacramento, CA 95811

E-Mail: [email protected]

___________________________ _______________
(Signature) (Date)

10. AUTHORIZED FINANCIAL CONTACT TO RECEIVE

REIMBURSEMENT PAYMENTS

Name: Karen Smith
Title: Administrative Analyst
Phone: (916) 799-7438

Address: 4080 Rocklin Road
Rocklin, CA 95677
230

TERMS AND CONDITIONS

Grantee shall comply with the California Code of Regulations, Title 13, Division 2, Chapter 13 Section 1890, et seq. and all other Terms and Conditions noted in this Grant Agreement. Failure by the Grantee to comply may result in the termination of this Grant Agreement by the California Highway Patrol (hereafter referred to as State). The State will have no obligation to reimburse the Grantee for any additional costs once the Grant Agreement has been terminated.

A. EXECUTION

1. The State (the California Highway Patrol) hereby awards, to the Grantee, the sum of money stated on page one of this Grant Agreement. This funding is awarded to the Grantee to carry out the Project set forth in the Project Description and the terms and conditions set forth in this Grant Agreement.

2. The funding for this Grant Agreement is allocated pursuant to California Revenue and Taxation Code Section 34019(f)(3)(B). The Grantee agrees that the State’s obligation to pay any sum under this Grant Agreement is contingent upon availability of funds disbursed from the California Cannabis Tax Fund to the State. If there is insufficient funding, the State shall have the option to either: 1) terminate this Grant Agreement; whereby, no party shall have any further obligations or liabilities under this Grant Agreement, or 2) negotiate a Grant Agreement Amendment to reduce the grant award and scope of work to be provided under this Grant Agreement.

3. The Grantee is not to commence or proceed with any work in advance of receiving notice that the Grant Agreement is approved. Any work performed by the Grantee in advance of the date of approval by the State shall be deemed volunteer work and will not be reimbursed by the State.

4. The Grantee agrees to provide any additional funding, beyond what the State has agreed to provide, pursuant to this Grant Agreement, and necessary to complete or carry out the Project, as described in this Grant Agreement. Any modification or alteration of this Grant Agreement, as set forth in the Grant Application submitted by the Grantee and on file with the State, must be submitted in writing thirty (30) calendar days in advance to the State for approval.

5. The Grantee agrees to complete the Project within the timeframe indicated in the Project Performance Period, which is on page one of this Grant Agreement.

B. PROJECT ADMINISTRATION

1. The Grantee shall submit all reimbursements, progress, performance, and/or other required reports concerning the status of work performed in furtherance of this Grant Agreement on a quarterly basis, or as requested by the State.

2. The Grantee shall provide the State with a final report showing all Project expenditures, which includes all State and any other Project funding expended, within sixty (60) calendar days after completion of this Grant Agreement.

3. The Grantee shall ensure all equipment which is purchased, maintained, operated, and/or developed is available for inspection by the State.

4. Equipment purchased through this Grant Agreement shall be used for the education, prevention, and enforcement of impaired driving laws, unless the Grantee is funding a portion of the purchased price not dedicated to impaired driving and that portion is not part of the Project costs.

Equipment purchased under this Grant Agreement must only be used for approved Project- related purposes, unless otherwise approved by the State in writing.

5. Prior to disposition of equipment acquired under this Grant Agreement, the Grantee shall notify the State via e- mail, and by telephone, by calling the California Highway Patrol, Impaired Driving Section, Cannabis Grants Unit at (916) 843-4360. 231

TERMS AND CONDITIONS

C. PROJECT TERMINATION

1. Grantee or the State may terminate this Grant Agreement at any time prior to the commencement of the Project. Once the Project has commenced, this Grant Agreement may only be terminated if the party withdrawing provides thirty (30) calendar days written notice of their intent to withdraw.

a. If by reason of force majeure the performance hereunder is delayed or prevented, then the term end date may be extended by mutual consent for the same amount of time of such delay or prevention. The term “force majeure” shall mean any fire, flood, earthquake, or public disaster, strike, labor dispute or unrest, embargo, riot, war, insurrection or civil unrest, any act of God, any act of legally constituted authority, or any other cause beyond the Grantee’s control which would excuse the Grantee’s performance as a matter of law.

b. Grantee agrees to provide written notice of an event of force majeure under this Grant Agreement within ten (10) calendar days of the commencement of such event, and within ten (10) calendar days after the termination of such event, unless the force majeure prohibits Grantee from reasonably giving notice within this period. Grantee will give such notice at the earliest possible time following the event of force majeure.

2. Any violations of law committed by the Grantee, misrepresentations of Project information by the Grantee to the State, submission of falsified documents by the Grantee to the State, or failure to provide records by the Grantee to the State when requested for audit or site visit purposes may be cause for termination. If the Project is terminated for the reasons described in this paragraph, the State will have no obligation to reimburse the Grantee for any additional costs once the Grant Agreement has been terminated.

3. The State may terminate this Grant Agreement and be relieved of any payments should the Grantee fail to perform the requirements of this Grant Agreement at the time and in the manner herein provided. Furthermore, the Grantee, upon termination, shall return grant funds not expended by the Grantee as of the date of termination.

4. If this Grant Agreement is terminated, the State may choose to exclude the Grantee from future Grant Opportunities.

D. FINANCIAL RECORDS

1. The Grantee agrees the State, or their designated representative, shall have the right to review and to copy all records and supporting documentation pertaining to the performance of this Grant Agreement. Grantee agrees to maintain such records for possible audit for a minimum of five (5) years after final payment, unless a longer period of records retention is stipulated or required by law. Grantee agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Furthermore, the Grantee agrees to include a similar right for the State to audit all records and interview staff in any subcontract related to performance of this Grant Agreement.

E. HOLD HARMLESS

1. The Grantee agrees to indemnify, defend, and save harmless the State, its officials, agents and employees from any and all claims and losses accruing or resulting to any and all Grantee’s staff, contractors, subcontractors, suppliers, and other person, firm or corporation furnishing or supplying work services, materials, or supplies in connection with the performance of this Grant Agreement, and from any and all claims and losses accruing or resulting to any person, agency, firm, corporation who may be injured or damaged by the Grantee in performance of this Grant Agreement.
232

TERMS AND CONDITIONS

F. NONDISCRIMINATION

1. The Grantee agrees to comply with State and federal laws outlawing discrimination, including, but not limited to, those prohibiting discrimination because of sex, race, color, ancestry, religion, creed, national origin, physical disability (including HIV and AIDS), mental disability, medical condition (including cancer or genetic characteristics), sexual orientation, political affiliation, position in a labor dispute, age, marital status, and denial of statutorily-required employment- related leave. (GC 12990 [a-f] and CCR, Title 2, Section 8103.)

G. AMERICANS WITH DISABILITIES ACT

1. The Grantee assures the State it complies with the Americans with Disabilities Act (ADA) of 1990, which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to the ADA. (42 U.S.C. 12101 et seq.)

H. DRUG-FREE WORKPLACE

1. The Grantee shall comply with the requirements of the Drug-Free Workplace Act of 1990 and will provide a drug-free workplace by taking the following actions:

a. Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations.

b. Establish a Drug-Free Awareness Program to inform employees about:

i. The dangers of drug abuse in the workplace.

ii. The person's or Organization/Agency's policy of maintaining a drug-free workplace.

iii. Any available counseling, rehabilitation, and employee assistance programs.

iv. Penalties that may be imposed upon employees for drug abuse violations.

c. Every employee who works on the Project will:

i. Receive a copy of the company's drug-free workplace policy statement.

ii. Agree to abide by the terms of the company's statement as a condition of employment on the Grant Agreement.

2. Failure to comply with these requirements may result in suspension of payments under this Grant Agreement, or termination of this Grant Agreement, or both, and Grantee may be ineligible for award of any future Grant Agreements if the department determines that any of the following has occurred:

a. The Grantee has made false certification or violated the certification by failing to carry out the requirements, as noted above. (GC 8350 et seq.)

I. LAW ENFORCEMENT AGENCIES

1. All law enforcement Organization/Agency/Agency Grantees shall comply with California law regarding racial profiling. Specifically, law enforcement Organization/Agency/Agency Grantees shall not engage in the act of racial profiling, as defined in California Penal Code Section 13519.4.
233

TERMS AND CONDITIONS

J. LABOR CODE/WORKERS' COMPENSATION

1. The Grantee is advised and made aware of the provisions which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions, and Grantee affirms to comply with such provisions before commencing the performance of the work of this Grant Agreement, (refer to Labor Code Section 3700).

K. GRANT APPLICATION INCORPORATION

1. The Grantee agrees the Grant Application and any subsequent changes or additions approved or required by the State is hereby incorporated into this Grant Agreement.

L. STATE LOBBYING

1. The Grantee is advised that none of the funds provided under this Grant Agreement may be used for any activity specifically designed to urge or influence a state or local legislator to favor or oppose the adoption of any specific legislative proposal pending before any state or local legislative body. Such activities include both direct and indirect (e.g., “grassroots”) lobbying activities, with one exception. This does not preclude a state official, whose salary is supported by this Grant Agreement, from engaging in direct communications with the state or local legislative officials, in accordance with customary state and/or local practice.

M. REPRESENTATION AND WARRANTIES

1. The Grantee represents and warrants that:

a. It is validly existing and in good standing under the laws of the State of California, has, or will have the requisite power, authority, licenses, permits, and the like necessary to carry on its business as it is now being conducted and as contemplated in this Grant Agreement, and will, at all times, lawfully conduct its business in compliance with all applicable federal, state, and local laws, regulations, and rules.

b. It is not a party to any Grant Agreement, written or oral, creating obligations that would prevent it from entering into this Grant Agreement or satisfying the terms herein.

c. If the Grantee is a Nonprofit Organization/Agency, it will maintain its “Active” status with the California Secretary of State, maintain its “Current” status with the California Attorney General’s Registry of Charitable Trusts, and maintain its federal and State of California tax - exempt status. If the Grantee subcontracts with a Nonprofit as part of this Grant Agreement, the Grantee shall ensure the Nonprofit will maintain its “Active” status with the California Secretary of State, maintain its “Current” status with the California Attorney General’s Registry of Charitable Trusts, and maintain its federal and State of California tax-exempt status.

d. All of the information in its Grant Application and all materials submitted are true and accurate.

N. AIR OR WATER POLLUTION VIOLATION

1. Under the state laws, the Grantee shall not be: (1) in violation of any order or resolution not subject to review promulgated by the State Air Resources Board or an air pollution control district. (2) subject to cease-and-desist order not subject to review issued pursuant to Section 13301 of the Water Code for violation of waste discharge requirements or discharge prohibitions; or (3) finally determined to be in violation of provisions of federal law relating to air or water pollution. 234

TERMS AND CONDITIONS

O. GRANTEE NAME CHANGE

1. Grantee agrees to immediately inform the State, in writing, of any changes to the name of the person within the Organization/Agency/Agency with delegated signing authority.

2. An Amendment is required to change the Grantee's name, as listed on this Grant Agreement. Upon receipt of legal documentation of the name change, the State will process the Amendment. Payment of invoices presented with a new name cannot be paid prior to approval of said Amendment.

P. RESOLUTION

1. A county, city, district, or other local public body shall provide the State with a copy of a resolution, order, motion, or ordinance of the local governing body, which by law, has authority to enter into a Grant Agreement, authorizing execution of the Grant Agreement.

Q. PAYEE DATA RECORD FORM STD. 204

1. This form shall be completed by all non-governmental Grantees.

R. FINANCIAL INFORMATION SYSTEM FOR CALIFORNIA GOVERNMENT AGENCY TAXPAYER ID FORM

1. This form shall be completed by all Grantees.

S. CONFLICT OF INTEREST

1. This section serves to make the Grantee aware of specific provisions related to current or former state employees. If Grantee has any questions regarding the status of any person rendering services or involved with the Grant Agreement, the Grantee shall contact the State (California Highway Patrol, Impaired Driving Section, Cannabis Grants Unit) immediately for clarification.

2. Current State Employees:

a. No officer or employee shall engage in any employment, activity, or enterprise, from which the officer or employee receives compensation or has a financial interest, and which is sponsored or funded by any state agency, unless the employment, activity, or enterprise is required, as a condition of regular state employment.

b. No officer or employee shall contract on their own behalf, as an independent Grantee, with any state agency to provide goods or services.

3. Former State Employees:

a. For the two-year period from the date, they left state employment, no former state officer or employee may enter into a contract in which they engaged in any of the negotiations, transactions, planning, arrangements, or any part of the decision-making process relevant to this Grant Agreement while employed in any capacity by any state agency.

b. For the 12-month period from the date they left state employment, no former state officer or employee may enter into a contract with any state agency if they were employed by that state agency in a policy-making position in the same general subject area as the proposed Grant Agreement within the 12-month period prior to their leaving state service.

4. The authorized representative of the Grantee Organization/Agency, named within this Grant Agreement, warrants their Organization/Agency and its employees have no personal or financial interest and no present or past employment or activity, which would be incompatible with 235

TERMS AND CONDITIONS

participating in any activity related to this Grant Agreement. For the duration of this Grant Agreement, the Organization/Agency and its employees will not accept any gift, benefit, gratuity or consideration, or begin a personal or financial interest in a party who is associated with this Grant Agreement.

5. The Grantee Organization/Agency and its employees shall not disclose any financial, statistical, personal, technical, media-related, and/or other information or data derived from this Grant Agreement, made available for use by the State, for the purposes of providing services to the State, in conjunction with this Grant Agreement, except as otherwise required by law or explicitly permitted by the State in writing. The Grantee shall immediately advise the State of any person(s) who has access to confidential Project information and intends to disclose that information in violation of this Grant Agreement.

6. The Grantee will not enter into any Grant Agreement or discussions with third parties concerning materials described in paragraph five (5) prior to receiving written confirmation from the State that such third party has a Grant Agreement with the State, similar in nature to this one.

7. The Grantee warrants that only those employees who are authorized and required to use the materials described in paragraph 5 will have access to them.

8. If the Grantee violates any provisions in the above paragraphs, such action by the Grantee shall render this Grant Agreement void.

T. EQUIPMENT-USE TERMS

1. The Grantee agrees any equipment purchased under this Grant Agreement shall be used for impaired driving efforts.

2. Law Enforcement Projects:

a. Oral Fluid Drug Screening Devices and Cannabis/Marijuana Breath Testing Equipment - The Grantee agrees to ensure all personnel using road-side drug testing equipment, including oral fluid drug testing devices and/or cannabis/marijuana breath testing devices, purchased with grant funds from this Grant Agreement, are trained to recognize alcohol and drug impairment.

At a minimum, personnel using these devices should receive Standardized Field Sobriety Testing training. These personnel are also encouraged to attend Advanced Roadside Impaired Driving Enforcement and Drug Recognition Evaluator training. Prior to using these devices, the Grantee agrees to obtain permission from their local prosecutor’s office, establish a policy ensuring appropriate use, and require the staff using these devices to receive appropriate training, which may include training from the manufacturer. This will help ensure the equipment is used appropriately. The Grantee shall advise the State (California Highway Patrol, Impaired Driving Section, Cannabis Grants Unit) of any legal challenges or other items of significance that may affect the use or legal acceptance of these devices.

Additionally, the State may request additional information about the performance of these devices, including information about their use, accuracy, and feedback from personnel using the devices.

b. Law Enforcement Vehicles – The Grantee agrees any law enforcement vehicles purchased with Grant funds, from this Grant Agreement, will be primarily used for the enforcement of driving under the influence laws and/or providing public education, related to the dangers of driving under the influence. Additionally, any vehicle purchased using funds from this Grant Agreement shall comply with all California Vehicle Code and California Code of Regulation requirements. The State may require the Grantee to mark these vehicles with a decal and/or emblem, indicating the vehicle is used for driving under the influence enforcement. 236
Schedule A

Rocklin Police Department

All grant awards, including any adjustments to requested funding, were made by the Cannabis Grants Unit based on the merits of the Grant Application, scale of operation, and in accordance with the Request for Application (RFA) requirements and associated regulations. As a result, not all Project activities and items detailed in Schedule A are applicable. Refer to Schedule B - Detailed Budget Estimate for approved Budget line items and Project activities. Project activities and items that are not clearly identified/specified in the Grant Agreement must be submitted to and approved by CGU prior to purchase. Grantees shall not exceed the travel rates paid to exempt, excluded, and represented State of California employees and will be reimbursed at the State travel rates. Any costs beyond State travel rates will be at the expense of the Grantee.

Project Description
Our department's project is to educate the public, specifically the middle school and high school students, regarding the dangers of driving under the influence (DUI) or being in a vehicle with a driver under the influence of drugs and/or alcohol. The project also includes enforcing violations of DUI laws by conducting an additional DUI Checkpoint and additional joint agency DUI saturation patrols. The primary focus of this project is to prevent DUI and preserve human life from the dangers from DUI. Rocklin PD's project would utilize a DUI trailer to conduct DUI prevention presentations at not only City of Rocklin Schools but regionally as well (Roseville, Lincoln, Auburn, Loomis, and Placer County). The presentations would include but are not limited to; the use of DUI education pedal carts and goggles, effects/dangers of alcohol and drugs on the human body to middle school and high school aged students (Rocklin PD DRE presenters), presentations to parents of middle and high school students on how to prevent the misuse/abuse of drugs and alcohol. To enforce violations of DUI, Rocklin PD would use a DUI Education and Enforcement trailer to carry the necessary cones, communication equipment, lighting equipment, and supervisory equipment to effectively and successfully run a DUI Checkpoint or DUI Saturation Patrol. The desired outcome is to decrease the amount of DUIs in the City of Rocklin and adjoining regions through education and enforcement.

Problem Statement & Proposed Solution
In the City of Rocklin and local region (Placer County) we currently do not have a consistent law enforcement ran program directed towards the education and prevention of driving under the influence (DUI) at our local middle schools and high schools. The Police Department currently has a trailer that is approximately 20 years old. As a small to mid-sized municipal police agency, we rely on this trailer to educate the public on the dangers of DUI and for the enforcement of those laws during DUI checkpoints. In its current state, the trailer is unable to carry all of the necessary equipment to effectively educate the public on the dangers of DUI and enforce those who violate DUI laws. The trailer has been refurbished before but is unable to under -go another refurbishment. Our community has a high value on its safety of pedestrians and motorists on our public sidewalks and streets. We currently have one dedicated motor officer that tends to the issues of traffic enforcement and facilitating/managing DUI checkpoints and saturation patrols. My proposal to address these issues is to combat the root of DUI which is education and additionally the enforcement of DUI laws violated.

With this grant funding, we propose the purchasing of a trailer that is able to haul valuable DUI education equipment (DUI education carts and goggles, mobile DUI education center for presentations at public events and schools and being able to carry social media equipment to further educate the public on a larger scale) and to reinforce that education with enforcement operations. To accomplish the enforcement portion of this project, I propose this trailer also be able to carry the necessary DUI education and enforcement equipment to effectively run a DUI checkpoint and DUI Saturation patrols. We have conducted two recent joint agency saturation patrols and DUI probation compliance checks in recent months with successful numbers. The most recent saturation patrol ran by Rocklin PD in association with a neighboring agency conducted 42 traffic stops in 8 hours resulting in two DUI arrests, one drug arrest, one suspended driver's license citation and 18 traffic citations. Although enforcement is part of this project's solution, education to prevent and reduce DUI will be the primary goal of this project.

The following are DUI arrest statistics for the last five years in the City of Rocklin:

2018:

DUI Collision arrests: 40
DUI arrests (no collision): 74
Total DUI arrests: 114

237
Schedule A

2019:

DUI Collision arrests: 33
DUI arrests (no collision): 59
Total DUI arrests: 92

2020:

DUI Collision arrests: 28
DUI arrests:44
Total DUI arrests: 72

2021:

DUI Collision arrests: 38
DUI arrests (No collision): 71
Total DUI arrests: 109

2022:

DUI Collision arrests: 39
DUI arrests (No collision): 79
Total DUI arrests: 118

2023 (As of 2/22/23):

DUI Collision arrests: 6
DUI arrests (No collision): 17
Total DUI arrests for the past five years: 528.

The following data is Rocklin PD's underage (Under 21 years old) DUI arrests (As of 2/22/2023):
2018: 9 arrests
2019: 5 arrests
2020: 3 arrests
2021: 8 arrests
2022: 12 arrests
2023: 2 arrests
Total over the past five years: 39 underage DUI arrests.

This data collected has shown our department that more education in showing the dangers of DUI is needed and important in the role of preventing it from DUI occurring in the first place. Therefore, being able to start a program that can and will last a longtime past the grant period to educate our regional youth about dangerous DUI is imperative.

Performance Measure
s/Scope of Work
For this project the Rocklin Police Department would conduct the following activities using the needed items:

One DUI Education and Enforcement Trailer:

The trailer would be purchased and ordered in the first month of the grant period. The trailer will be used to transport DUI education carts and goggles, cones, DUI education materials, and social media equipment to public and school events to educate the public and students about the dangers of driving under the influence.

The goal of the education portion of the project is to increase the advertisement and presentation of the dangers of DUI by conducting educational outreach twice per quarter. This increase in physical advertisement (Trailer, DUI education carts and goggles, in person presentations etc.) would enhance the reduction of DUIs by future drivers attending presentations at regional schools as students. The trailer would also be used and outfitted to assist the Rocklin Police Department in conducting at least two extra joint agency (2 -3 agency) DUI saturation patrol per quarter and one additional DUI Checkpoint per year (Currently run two checkpoints per year). The trailer would be able to haul cones and lighting equipment and allow a dispatcher or other police officers the ability to properly communicate DUI education and enforcement information to the public and officers. The quantitative measurement of success would be reducing DUIs in our city by 10% through increased education and high visibility enforcement (Saturation patrols and a DUI checkpoint). Additional awareness about the dangers of DUI would also be spread through stickers and brochures purchased through grant funds.
238
Schedule A

Purchasing DUI Education Carts and Goggles in the first quarter of the grant period: These carts and goggles would allow students in our local region to experience hands-on what impaired driving looks like and feels like so we can reduce the amount of students driving under the influence and show just how dangerous DUI and the abuse and misuse of drugs and alcohol is to them.

Project Performance Evaluation
During this grant period, Officers conducting DUI education presentations will handout anonymous evaluation sheets asking students what they learned from the presentation, how they can help reduce DUI, and how the presenters impacted their stance on DUI. Officers will also communicate with school staff or other public members requesting DUI presentations the impact it had on their staff and students and how it could be improved and scheduled again. The evaluation sheets would be collected and retained for t his grant period.

The strategy in capturing quantitative/qualitative data for this project will be to compare the amount of DUI arrests made before the start of the grant period to the DUI arrests made during the first and second quarters of the grant period. Stickers bought through the grant will also be used to handout to students and citizens to increase awareness to the dangers of DUI.

The police department will send quarterly updates as to what project activities have been completed, their perceived effect on the public, and what activities are approaching. Internally and externally, power point presentations will depict the activities completed, their perceived effectiveness in the region/community, and planned or upcoming activities.

Program S
ustainability
The goal of obtaining this grant funding is to lay the foundation of an educationally based program towards middle school and high school aged students in the dangers of driving under the influence. After the grant period is over, this department will continue DUI education and prevention outreach at schools using the DUI education and enforcement trailer, DUI education carts and goggles, drug and alcohol misuse and abuse prevention presentations, and social media outreach. The department will also continue to use the trailer that was purchased with grant funds to transport the educational tools necessary in preventing DUI past the grant period and beyond. The trailer will also continue to be used to assist the department in enforcing DUI laws at DUI checkpoints and running successful joint agency DUI saturation patrols which can be funded through other smaller OTS (Office of Traffic Safety) grants. This grant will allow this goal, project and idea to come to fruition and begin a great program of education and enforcement in the region.

Administrative Support
The Rocklin Police Department has successfully administered grants every year since 2019. Our administration and fiscal staff have great experience in managing grants including those fr om the Department of Homeland Security, the DOJ Bulletproof Vest partnership, Anti-Tobacco grant, and OTS grants. Our Finance Department maintains accounting records and equipment invoices. The records identify and separate grant resources and isolate them from all other transactions. The records contain information that pertains to grant awards and its authorizations, obligations, assets, liabilities, and expenditures. This is done in accordance with the City of Rocklin's standard procurement policies and procedures. It is supported by documents that account for funds expended that are allowable in accordance with the authorized costs defined in the grant agreement.
239
Schedule B

Detailed Budget Estimate

Award Number Organization/Agency Total Amount
12992 Rocklin Police Department $336,225.00

Cost Category Line Item Name Total Cost to Grant
Other Direct Costs
DUI Education Pedal Carts $4,000.00
DUI Education Goggles $4,725.00
DUI Education Supplies $1,000.00
Category Sub-Total $9,725.00
Personnel
DUI Saturation Patrols $10,000.00
DUI Checkpoint $10,500.00
DUI Education Presentations $6,000.00
Category Sub-Total $26,500.00
Equipment
DUI Trailer $300,000.00
Category Sub-Total $300,000.00

Grant Total $336,225.00
240
Schedule B-1
Budget Narrative

Rocklin Police Department

Other Direct Costs

DUI Education Pedal Carts
$4,000.00

DUI Education Pedal Carts:

$880 per cart.

4 carts X $880.00 =$3,520.00 (not including shipping.

DUI Education Goggles
$4,725.00

DUI Education Goggles that simulate a person's vision when under the influence of different amounts of alcohol BAC levels.

x1 Campaign Kit from Fatal Vision= $4,725.00

DUI Education Supplies
$1,000.00

Stickers: Amount-10,000 stickers, bundle total cost of $500 at $.05 per sticker.

Flyers/brochures: Amount- 10,000 units at $.02 per unit, total cost of $205.00

Personnel

DUI Saturation Patrols

$10,000.00

8 Saturation patrols, 2 per Quarter.
2 officers per saturation patrol.
6 hours for officers working a saturation patrol.

Rate of pay: Officer - OT $90/hour
Total: 6 hours X $90 X 2 X 8= $8,640

DUI Checkpoint
$10,500.00

X1 DUI Checkpoint (Per year) at 8 hours operating time at a OT pay rate of $90.00.

8 hours X $90 X 1 checkpoint X 10 officers/Sergeants= $7,200

DUI Education Presentations
$6,000.00

8 DUI education/prevention presentations, 2 per quarter.

241
Schedule B-1
Budget Narrative

Rocklin Police Department

2 officers per presentation.

3 hours per presentation at the rate of pay at OT- $90.00

8 hours X$90X 8 Presentations X 2 Offices =$4,320

Equipment

DUI Trailer
$300,000.00

X1 DUI Trailer with the ability to carry and transport the DUI education pedal carts, goggles, already owned social media equipment to schools and other public events to educate the public the dangers of DUI.

DUI Trailer that is purchased as an all-inclusive package (outlets, mounted generator, AC/heat,etc) that can carry and transport the necessary and already owned cones, lighting equipment, signs, communication equipment for DUI checkpoints and saturation patrols.

x1 All-inclusive DUI Trailer =Estimated $200,000 to $300,000.

242
243
City Council
Staff Report

Subject:

Purchase of Crime Scene Investigation Van
Date:

September 12, 2023
Submitted By:

Juatin Nartker, Director of Public Services
Matt McClure, Public Services Manager
Department:

Public Services
Recommendation:

Adopt a Resolution of the City Council of the City of Rocklin Approving and Authorizing the Purchase of One (1) Sentry Transit Crime Scene Investigation (CSI) Van from Gerling and Associates, Inc. and Authorizing the City Manager to Execute the Necessary Purchase Documents.

Background:

The purchase of one CSI Van was included in the Fiscal Year 2023/24 Annual Budget approved on June 27, 2023 (Resolution No. 2023-109). This is a specialty equipment purchase, not readily available through traditional fleet vendors. To purchase this unique vehicle, staff intends to utilize the Ramsey/Washington Suburban Cable Commission Contract No. 1302. This program provides government agencies access to contracts awarded through competitively bids and public solicitations. The creation of these contracts involves a competitive bid process, enabling member entities to leverage these established agreements.

This eliminates the necessity for a separate RFP/Bid Process and allowing the City to move quickly to secure services and equipment.

Rocklin Municipal Code Section 3.04.090 (D) allows for the City to piggyback contracts, provided those contracts have been awarded through a competitive process by other agency within the past twelve months. Therefore, staff recommends City Council approval to purchase one (1) Sentry Transit CSI Van at a total cost of $156,456, utilizing Ramsey/Washington Suburban Cable Commission Contract No. 1302.

Fiscal Impact:

The cost of purchasing one Sentry Transit CSI van of $156,456, which exceeds the budgeted amount of $150,000. The remaining funds will be covered by anticipated cost savings in the Police Department budget.

Item Number 2M.

ATTACHMENTS:

1. Resolution - CSI Sentry Van Purchase
244
RESOLUTION NO. 2023-

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROCKLIN
APPROVING AND AUTHORIZING THE PURCHASE OF ONE (1) SENTRY TRANSIT CRIME SCENE INVESTIGATION (CSI) VAN FROM GERLING AND ASSOCIATES, INC. AND AUTHORIZING THE CITY

MANAGER TO EXECUTE THE NECESSARY PURCHASE DOCUMENTS

WHEREAS, the funds for the Crime Scene Investigation (CSI) vehicle were included in the FY 2023/24 Budget that was approved by the City Council on June 27, 2023 (Reso. 2023-109); and

WHEREAS, staff has determined that it is in the City’s best interest to purchase the equipment/vehicles building through the Ramsey/Washington Suburban Cable Commission Contract # 1302 that provides government agencies access to competitively bid and publicly solicited contracts from vendors who supply goods and services; and

WHEREAS, Pursuant to Rocklin Municipal Code Section 3.04.09 0 under C-Cooperative purchasing/procurement and D -Piggyback purchasing which allow for the City to enter into cooperative purchasing and/or piggyback purchasing without separate competitive bidding by the City; and

WHEREAS, the cost of purchasing Sentry Transit CSI van of $156,456, which exceeds the budgeted amount of $150,000. The remaining funds will be covered by anticipated cost savings in the Police Department budget.

NOW THEREFORE, BE IT RESOLVED by the City Council of the City of Rocklin as follows:

Section 1. The City Council authorizes the purchase of one (1) CSI Van from Gerling and Associates, Inc.

Section 2. The City Council hereby approves and authorizes the City Manager to purchase the equipment/vehicles incorporated herein by this reference.

PASSED AND ADOPTED this 12th day of September, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:

____________________________________
Ken Broadway, Mayor
ATTEST:

__________________________
Haley Reid, Acting City Clerk
245

Page 2 ends

Reso. No. 2023-

EXHIBIT A

246

Sentry Transit CSI Van

Specification Summary

Submitted by:

Scott Palazzola
Gerling & Associates, Inc.
200 Kintner Pkwy.

Sunbury, Ohio 43074 USA
614-301-3648

247

2 June 7, 2023 Issued To: Rocklin PD

Attn: Rustin Banks

Address:

Phone/Email:

Gerling Sentry Class
CSI Van

Scope of Work

1.0 Overall Scale: Chassis and Operations Enclosure

1.1 Vehicle Dimensions

▪ Overall length 264”
▪ Height 115”
▪ Width 96”

1.2 Chassis Specifications

Ford Transit High Roof Extended Length Cargo Van

3.5L PDFi V6 - Gasoline
10-speed automatic Selectshift® with overdrive
GVWR 11,000 lbs.

Tires: LT235/65R16, 6 each (Dual rear wheels)
Wheels 16” Steel with black hubcaps
Dual bucket seat
Monotone paint application
220-Amp heavy duty alternator
Tinted windows
Back up alarm
Radio AM/FM
Cruise control
25 gallon fuel tank
Backup Camera

2.0 Chassis Weight and Axle Loading

▪ Overall GVWR 11,000 LBS

Body and chassis shall be in compliance with legal weight limits and transportation regulations on all public highways. No Commercial Driver’s License shall be required.
248

3 3.0 Exterior Doors

▪ Sliding personnel door (side entrance),
Dual Access Cargo Doors (rear)

4.0 Exterior Functional

4.1 Operations Lighting

▪ Scene Lighting
o Provide and install three (3) 12v
LED recessed scene lights
o Locate one (1) each side of
Vehicle, one (1) unit’s rear

4.2 Electric Awning

▪ Provide and install one (1) electric
awning, approximately 14ft with internal
support arms

4.3 Exterior Monitor

▪ Provide and install one (1) weatherproof exterior monitor enclosure with wall mounted 43” monitor and power/HDMI connections. Includes small I/O for TBD additional connectors.

249

4 5.0 Interior Construction: Methods and Materials

Final layout and determination of operations area to be designed by Client and Gerling & Associates upon engineering meetings to ensure that Client specifications and particular needs are met

5.1 Interior Frame Construction

▪ Floor to be constructed of 3/4” Featherply
▪ Ceiling to be constructed of 3/8” Featherply
▪ Interior Sidewalls to be constructed of Featherply

5.2 Fit and Finish

▪ Floor covering shall be Lonseal Loncoin Raised Dot Flooring ▪ Walls and ceiling shall be covered with embossed FRP or Carpet ▪ Colors to be determined by customer

5.3 Interior Lighting

▪ All lighting for operations shall consist of LED lights ▪ Provide and install eight (8) surface mount 6” Red/White LED combo fixture

5.4 Operations Area

▪ Provide and install the following cabinetry. All
aluminum construction with positive locking latches:
o (1) Floor to ceiling double-door closet with
adjustable shelves. Approx. 36” W
o (2) 7-drawer storage. Approx 36”W
o (4) Double-door wall storage. Approx. 36”W
o (1) Overhead cabinet. Approx. 48” W
▪ Provide and install 6 liner feet of worksurface with
laminate top
▪ Provide and install two (2) wall mounted 43” montiors above the worksurface
▪ Provide and install one (1) 4x4 HDMI matrix wired to
3 displays and 3 input ports
▪ Provide two (2) operator chairs with tie downs to secure ▪ Provide and install up to six (6) 120V (location TBD in design review) ▪ Provide and install one (1) combination smoke/carbon monoxide detector ▪ Provide and install one (1) 5lb ABC fire extinguisher

250

5 6.0 Air Conditioning and Heating

6.1 AC/Heating System

▪ Provide and install one (1)13,500 BTU Low Profile rooftop air conditioning unit with integral heat strip

6.2 Roof Vent Fan

▪ Provide and install one (1) roof vent fan 3-speed, reversible, 12 VDC operation

7.0 Electrical System

7.1 Gerling Power System

7.1.1 Power Source

▪ The Vehicle shall have a 50A power system
and shall be capable of being powered by
means of:
o Shore power source
o Generator

▪ One lot breaker system
o Potter Brumfield W91 series breaker for equipment ten (10) each o Shall reside in custom aluminum panel, anodized black with laser etched labeling
o Integrated in G&A Power Kiosk design

7.1.2 Power Entrance and Monitoring

▪ Engineering with customer to develop power system to ensure the system’s compatibility with the required venues.

▪ Digital meters by Blue Sea shall be provided and installed on panel in vehicle interior, allowing monitoring during operations of:
o Amperage, Voltage, Cycle

▪ Supply and install one (1) 25' shore power cables, Type SOW, all connectors Hubbell / shore Inlets
o Supply and install Hubbell Twist-lock power input connectors

7.1.3 Transmission and Termination
251

6 ▪ All Electrical wiring to utilize THHN insulated stranded copper wire o All Electrical wiring to be numbered ends and length in strict accordance to “as-built” drawings which shall be provided to the Client
o All Electrical wiring shall be dressed in accordance with highest industry standards
o All wire runs shall be routed through EMT and flexible conduit

▪ Provide and install Hubbell wall receptacles in Operations Interior o Receptacles powered by the Technical leg shall be white in color, and complete with grounding to technical ground system
o Receptacles powered by the Environmental leg shall be ivory in color o These outlets shall be located in areas specified by the Client in Engineering meetings with Gerling and Associates such that specific Client needs are met
o All cable to meet NEC & MEMA RV codes when applicable

▪ Provide and install one (1) Hubbell GFI protected weatherproof duplex outlets, location and number to be determined by the Client.

7.1.4 Grounding

▪ Grounding of the technical equipment within the vehicle shall follow standard grounding practices

7.1.5 Low Voltage System

▪ A 12V DC system shall be provided and integrated
o Power Source for 12v DC shall be two (2) Group 27 deep cycle batteries to be housed in a vented, anti-corrosive enclosure. These batteries are in addition to and separate from the chassis batteries. o Provide one IntelliCharger 80 amp charger

o The DC distribution system will be fully fused and will power:

▪ Interior lighting, activated by a mechanical timer located at personnel door such that interior DC powered devices will not be unintentionally left running
▪ The strike or set-up lighting system

7.1.6 Night Service

▪ Charging system to recover battery group
▪ 115V input

252

7 8.0 Generator

▪ Provide and install one (1) 7kW Cummins Quiet Gasoline Generator to include the following:

o Quiet Gasoline Generator
o Shall include Remote start/kill switch
o Gerling Quiet-Pak Enclosure
o Shall be equipped with manual transfer switch

253
© 2023 Gerling & Associates, Inc.
8 Sentry Transit CSI Van

G&A STANDARD TERMS FOB ESTIMATED COMPLETION
30% Upon Order
30% Upon Chassis Arrival
Balance due at acceptance
Factory 120 Days upon receipt of
chassis
Preliminary Pricing $156,456.00

OPTIONS
1 Customer provided chassis -$59,250.00
2 3
4 Includes:
o All Systems Schematics
o One (1) year manufacturer comprehensive warranty including defects in workmanship and material
o Individual components will be covered by its own manufacturers limited warranty Proposed by:___________________ / /23
Fred Gerling
Gerling & Associates, Inc.

Accepted by: ___________________ / /23
Aly Zimmermann, City Manager
This Confidential Quotation is effective for 30 days.
254

9 GERLING & ASSOCIATES, INC. ADDITIONAL TERMS/CONDITIONS

Deposit/Down Payment:

The 30% deposit is required to initiate your order is a payment made in good faith to commission the work. A second 30% deposit is required upon the receipt of the chassis; or the completion of the trailer metal construction group, whichever is applicable to your project.

These deposits are required due to the highly customized nature of all projects manufactured by Gerling and Associates.

Upon request of the return of this deposit, the following terms shall govern that transaction ▪ Gerling and Associates, Inc. will return the deposit as paid less the following expenses. o The cost of engineering invested in the project to the point of the order cancellation, provided construction has not commenced at a term of net 30 days.
o If construction is under way, the funds to be returned will be le ss the costs incurred to date of cancellation. o If construction is under way, the funds to be returned will be less the cost required to place the project, as is, with another client, including any and all remanufacturing costs associated with customizing t he project to the requirements of the new customer.
o Funds required to market the project to be paid once the new owner is under contract.

Delivery:

▪ The day count is business days (6/week) and will begin on the day the full security deposit (30% of total transaction) arrives at Gerling and Associates. NO penalty fee will be charge for Sundays. ▪ Gerling has the option to stop work if the second 30% down payment has not been received within 5 days of invoicing. The penalty date will be postponed one day for every day that the second deposit is delayed. All such postponements are cumulative
▪ A schedule of dates, delineating when milestone decisions by the client will be required, shall be forwarded to the client within 10 days of the security deposit being received by Gerling & Associates. This schedule will include milestone dates upon whic h the delivery schedule has been based, and will include dates where Gerling Engineering will require information from the client.

The penalty date will be postponed one day for every day that any of these client milestone dates are delayed. All such postponements are cumulative.

In the extremely unlikely event that an “act of God” (natural disaster, etc.) requires the construction facilities of Gerling and Associate s to be closed will postpone the penalty date for every day the manufacturing facility is closed.

Completion Date:

The completion date quoted is the promised date upon which the unit will be completed to the specifications set forth per and described in the contract. This completion date represents the time at which the unit shall be ready for inspection and final payment by the client. This date is carefully formulated by the Gerling & Associates Production Department. It is based upon a milestone schedule compos ed of dates upon which a timetable of design and engineering decisions must be made in order meet the promised complet ion date. The completion date may be extended due to delays in engineering decisions.

This policy is in effect in order to ensure that Gerling & Associates can offer our clients the best possible pricing at the outset of each project.

Weight Commitments:

In regard to quoted weights, weight projections are a weight estimate based upon G&A’s experience and history of like product . All weights at project acceptance are to be weighed as built less all loose items. Should the contract stipulate weight guarantees, the guaranteed weight and any penalty attached will be clearly detailed in the body of the agreeme nt.

Acceptance Location:

Unless otherwise specifically stated, the final acceptance shall take place at Gerling & Associates, Inc. Sunbury, Ohio Facil ity. The authorized representative’s signature at the final acceptance constitutes acknowledgment that items delivered comply with spe cification.

Latent or hidden defects are covered under Gerling & Associates, Inc. warranty statement.

Units not accepted within seven (7) business days of established completion date subject to carrying fee of .125% per day, for each day, until date of final unit acceptance and payment, inclusive.

Acceptance is finalized by either the customer’s signature of acceptance or the receipt of payment in full or both.

Taxes:

Prices quoted are exclusive of all applicable taxes, duties and insurance, titles and registration fees.

The above proposal and accompanying information is considered proprietary and may not be reproduced, redistributed, or otherwise disseminated, in part or unabridged, without the expressed written consent of Gerling and Associates, Inc.

255

Page 3 ends

Reso. No. 2023-

EXHIBIT B

256
© 2023 Gerling & Associates, Inc. 1
Transit Extended Full
Production Vehicle
Configuration Prepared For
The Ramsey/Washington Suburban Cable Commission
EFP Vehicle 2023-01
Offer Due Date: March 9, 2023 @ 1:00 PM
Submitted by:

Fred Gerling
Gerling & Associates, Inc.
200 Kintner Pkwy.

Sunbury, Ohio 43074 USA
(740) 965-2888

JOB# 1302
257
EFP VEHICLE SPECIFICATIONS FOR PROPOSAL 2023-01Ramsey/Washington Suburban Cable Commission General Specifications
Warranty
Chassis:The Contractor shall furnish a warranty of12,000 miles or 12 months as aminimum and shall promptly replace or repair defective material, parts,workmanship, and/or inadequate design at no cost to the Commission. TheContractor shall furnish free pickup and delivery for equipment that is inoperable andcovered by warranty. Pickup to be accomplished with 24 hours of notification for anyvehicle or equipment such warranty work, excluding Sundays and legal holidays.

Equipment:Original manufacturer’s warranties mustbe included with the bidproposal.

A. The vehicle and/or equipment called for herein shall be a new, currentlyadvertised standard production model incorporating all of the latestchanges and features, including those called for herein.B. Vehicles and or equipment shall meet all Federal safety standardsincluding those mandated by OSHA, noise level requirements, and ICCrequirements.C. To facilitate comparison of proposals and to provide a means of checkingadherence to the specifications detail, each bidder shall submit withhis/her proposal descriptive literature. Where the equipment bid differsfrom the specifications detail set herein, a list of variations shall also besubmitted on the form provided. Where variations are not cited it shall beassumed that the bidder proposed to meet all the requirements of thespecifications.D. All brand names used in these specifications are intended to be used asexamples of the type of quality considered acceptable. A bidder maysubstitute a brand of equal or higher quality; however, the decision ofquality of substitute rests with the Commission.

Delivery Price Option
Bidder shall quote the delivered price. The vehicle/equipment called for hereundershall be delivered to the Ramsey/Washington Suburban Cable Commission 2460East County Road F White Bear Lake, MN 55110. 258
Delivery Date
Bidder shall indicate on the attached proposal form the number of calendar daysafter receipt of order/deposit by which time the vehicle/equipment shall be deliveredto the Commission.

Final Payment
Final payment will be made at the time of pick up or delivery. The Commissionreserves the right to accept or reject all other payment methods. Other paymentrequirements must be listed on the Deviations page.

Manufacturer’s Specifications
A complete set of manufacturer’s specifications and illustrated descriptions for allequipment must be furnished with each bid.

Licenses
The Commission shall obtain its own vehicle license, but the vendor must supply theCommission with the necessary papers properly completed and signed to enable theCommission to secure each license and/or title.

Training of Operator
Bidder must provide a factory representative to train one or more Commissionemployees in operation of the vehicle and systems.

Intent of Specifications
It is the intent of these specifications to obtain bids and proposals for a TVproduction van. Mobile production vehicle vendors may provide a list of options withoption pricing or multiple proposals with individual proposal pricing.

Errors and Omissions
The bidder shall not be allowed to take advantage of any errors or omissions in thespecifications. Where errors or omissions appear in the specifications, the biddershall promptly notify the Commission of such error or omission. Inconsistencies inthe specifications are to be reported before the bids are received.ALL DEVIATIONSFROM THE BID SPECIFICATIONS MUST BE NOTED ON THE FORM PROVIDED.

Road Test
After construction is complete the vehicle will undergo a road test and thoroughelectrical and mechanical inspection. 259
Summary Specifications
Requirements Include:
● Ford 2023 Transit High Roof Cargo Van or
● Mercedes Sprinter Model 3500 extended
● I/O bay with doors (See 3.1 below)
● Leveling system
● Full DC exterior strike light group
● Custom interior
● Full interior fit and finish
● Full equipment rack system
● Full interior lighting system
● One (1) or Two (2) 15,000 BTU air conditioning system ● 8.0-15.0 kW generator (PTO preferred)
● Full 50- 100 amp power system
● Full meter group
● 50' shore power cables
● 12V DC system with battery and charger
● Roof work surface (minimum 4’x5’)
● Roof safety railing and access ladder (OSHA approved) ● Body warranty
● Conversion warranty
● Full as built documentation
● Service and maintenance
Rack Ready Vehicle Detailed Specifications

1.0 Overall Scale: Chassis and Operations Enclosure

1.1 Chassis Specifications

▪ Ford 2023 Transit High Roof Cargo Van 2WD, Dual Rear Wheels, 10,360 lbs. GVWR
or
▪ Mercedes Sprinter Model 3500 2WD, Extended Body and Dual Rear Wheels, 170" Wheelbase.

2.0 Chassis Weight and Axle Loading
Body and chassis shall be in compliance with legal weight limits and transportation regulations on all public highways. No Commercial Driver’s License shall be required. No special permits shall be required for travel on any

public highway.

260

2.1 Internal Bulk Head
▪ Provide one (1) bulkhead wall between driver/passenger seating and production room

3.0 Exterior Doors
▪ Sliding personnel door (side entrance),

Dual Access Cargo Doors (rear)

3.1 Dual Stage I/O Door
▪ Standard internal 19” rack for mounting panels/equipment ▪ Minimum 8 rack units, prefer 12+ rack units

4.0 Exterior Functional

4.1 Exterior Lighting

4.1.2 Clearance Lighting
o All clearance lights as required by all road Regulation shall be supplied and installed for the DOT standards

o Any required reflective strips shall be supplied

4.1.2 Operations Lighting
▪ Strike Lighting
o Provide and install three (3) 12v LED strike

lights
o Locate one (1) each side of Vehicle, one (1)

unit’s rear
o Lights should be powered by internal battery and/or charger

5.0 Interior Construction: Methods and Materials

5.1 Operations Area Construction
Final layout and determination of production area to be designed by Commission and Company upon engineering meetings to ensure that Commission needs are met

5.1.1 Supply Main Operations/Production Room
with at least 4 locations for Director, Graphics Operator, Replay Operator, and Audio Operator
▪ Equipment racks

with power strips
261

5.1.2 Fit and Finish

▪ Vendor provide details of floor and wall coverings in proposal

5.1.3 Interior Lighting

There shall consist of two separate lighting systems:
▪ Work lights- Bright lights to assist in set up
o Two separate sections, controlled individually: Front and back ▪ Running lights- Dimmable, aimable lights to use during production. o Separate, dimmable sections based on layout.

6.0 Environmental Control

6.1 Insulation
▪ Insulation on walls in concert with forced-air Air-Conditioning

system shall
provide environmentally secure environment

▪ Provide and install full thermal insulation on outer walls, floor, doors and

ceiling

6.2 Air Conditioning
▪ Supply and install one (1) 15,000 BTU, 120V Rooftop air conditioning unit ▪ Add Optional price for 2nd 15,000 BTU, 120V Rooftop air conditioning unit

6.3 Heat
▪ 120V Rooftop air conditioning unit shall contain one (1) “chill-chaser” heat strip ▪ Additional electric heating unit shall be installed in production area

7.0 Electrical System

7.1 Power System

7.1.1 Power Source
▪ 50-100 amp Single Phase
▪ The Vehicle shall be powered by means of a50-100A
power sourceand
shall be capable of being

o Shore power source

or included generator
▪ System shall provide two completely separate legs of AC; o Technical, which shall be regulated and power all baseband and television production equipment

o Environmental, which shall power lighting, air conditioning,

and heat
262
o include breaker for equipment
o include breaker for each environmental system

application

7.1.2 Power Entrance and Monitoring
▪ Meters by shall be provided and installed on panel in

vehicle interior,
allowing monitoring during operations of:

o Amperage

for technical and environmental
o Voltage

for technical and environmental
o Frequency

7.1.3 Transmission and Termination
▪ All Electrical wiring to utilize insulated stranded copper wire o All Electrical wiring to be numbered ends and length in strict accordance to “as-built” drawings which shall be provided to the

Commission

o All electrical wiring shall be dressed in accordance with highest industry standards

▪ Provide and install wall receptacles in Operations Interior

7.1.4 Grounding
▪ Grounding of the technical equipment within the vehicle shall follow standard

grounding practices

7.1.5 Low Voltage System and Inverter/Charger
▪ A12V DC system shall be provided and integrated
o Power Source for 12v DC shall be one deep cycle battery to be housed in a vented, anti-corrosive enclosure. This battery is in addition to and separate from the chassis battery.
o Provide one proper size amp charger
o The DC distribution system will be fully fused and will power:

7.2 Night Service
▪ Charging system to recover battery charge
▪ 115V input

9.2 Generators
263

9.2.1 Generator Specs· Provide and integrate one 8 - 15.0 kW generator (depending on power needs for 1or 2 AC units)· Vehicle engine generator (PTO) style preferred

9.2.2 Generator Enclosures· For non PTO option, the generator shall be mounted in enclosure to ensure 58dBinterior noise level

10.0 Roof Work Surface (*price as an option)

10.1 Roof Safety Railing· A minimum 42" high roof safety railing to meet OSHA standards will be provided tosurround the work surface on the roof (exact size to be determined in engineeringmeetings - minimum size 4’ x 5’)· The roof safety railing must be collapsible for roof storage, and to maintain 12'clearance for travel

10.2 Roof Access Ladder· An aluminum ladder meeting OSHA standards will be provided for access to theroof 264

DEVIATIONS

ITEM SPECIFIED BY

COMMISSION

SUBMITTED BY BIDDER
Final Payment Final payment will be made
at the time of pick up or
delivery
Gerling Standard Terms are:
30% Down Payment with
order; 30% Due upon receipt
of chassis; Balance due Ex-
Works Gerling and Associates
265

PROPOSAL FOR RACK READY EFP VEHICLE
To be opened on March 9, 2023 at 1:00 p.m.

Name of Company _________________________________________ Address _________________________________________
City and State _________________________________________ Contact Person _________________________________________ Telephone/Email _________________________________________ Authorized Signature _________________________________________ For the furnishing and delivery of the EFP Vehicle to the Ramsey/Washington Suburban Cable Commission, 2460 East County Road F White Bear Lake, MN 55110 in accordance with the attached specifications which were submitted with this proposal and upon which this proposal is made.

Do not include state sales tax.

Total Bid for Rack Ready EFP Vehicle as Specified (include any additional option prices in your detailed proposal):
$_________________________________________________
Payment Terms:
_______________________________________________________________ Number of calendar days to delivery from order: _________ The undersigned certifies that the firm submitting this bid did not act in collusion with any other firm or person submitting a bid on the same equipment so as to fix or in any way affect the respective amounts bid. The vendor also certifies that he/she complies with the standards of Equal Employment Opportunity and anti-discrimination as cited in the Civil Rights Act of 1964, as amended by the Equal Employment Opportunity Act of 1972, and the Minnesota Human Rights Act (where applicable).

State firm's full legal name ___________________________ Signature ___________________________
Incorporated in the State of __________________________ Gerling and Associates, Inc.
200 Kintner Pkwy.

Sunbury, Ohio
Fred Gerling
740-965-2888
169,740.00 RACK READY- includes delivery to MN
30% Due With Order, 30% Due upon reciept of chassis; Balance Ex-Works Gerling and Associates 100 Upon Receipt of Chassis
Gerling and Associates, Inc.

Ohio
266
© 2023 Gerling & Associates, Inc. 2
March 7, 2023
The Ramsey
/Washington Suburban Cable Commission
EFP Vehicle 2023-01
Proposal for Construction of
Gerling Transit Extended
Full Production Vehicle
Rack Ready Vehicle Point by Point Description

1.0 Overall Scale: Chassis and Operations Enclosure

1.1 Vehicle
Dimensions

1.2 Chassis Specifications

Ford 2023 Transit High Roof Cargo Van, DRW, 10,360 lbs. GVWR  3.7L Ti-VCT V6 Engine
 6-Speed automatic transmission
 GVWR 10,360 lbs.
 Tires: LT235/65R16, 6 each (Dual rear wheels)
 Wheels 16” Steel with black hubcaps
 Dual bucket seat
 Monotone paint application
 Color white
 Back up alarm
 Radio AM/FM/Bluetooth
 26 gallon fuel cell
267
© 2023 Gerling & Associates, Inc. 3

2.0 Chassis Weight and Axle Loading

Overall GVWR 10,360 LBS.

Body and chassis shall be in compliance with legal weight limits and transportation regulations on all public highways. No Commercial Driver’s License shall be required. No special permits shall be required for travel on any public highway.
 Estimated Delivered Weight with Equipment 9,400 LBS.

2.1 Internal Bulk Head
 Provide one (1) bulkhead between driver/passenger seating and production room
 Feather ply wall system
 Carpet trim group
268
© 2023 Gerling & Associates, Inc.

4 3.0 Exterior Doors

 Sliding personnel door (side entrance),
Dual Access Cargo Doors (rear)

3.1 Dual Stage I/O Door
 22” (19” internal) high
 Top door 12” high
 Lower door 4” high
 Securing FurgoCar latching
 Ice breaker operation

269
© 2023 Gerling & Associates, Inc.

5 4.0 Exterior Functional

4.1 Exterior Lighting

4.1.2 Clearance Lighting shall be provided and installed o All clearance lights as required by all road Regulation shall be supplied and installed for the Nation of usage
o Any required reflective strips shall be supplied

4.1.2 Operations Lighting

 Strike Lighting
o Provide and install th ree (3) 12v LED strike
lights
o Locate one (1) each side of Vehicle, one (1)
unit’s rear
o Lights charged by battery charger

4.2 Leveling Jacks

 Provide two (2) rear manual scissor jacks

4.3 Rooftop Platform & Ladder

 Provide and install one (1) 4x5 rooftop platform
 Ladder mounted to rear cargo door
 Collapsible roof safety railing system

270
© 2023 Gerling & Associates, Inc.

6 5.0 Interior Construction: Methods and Materials

General:

Layouts included in this proposal are representative of the scope of the production interior that is to be included in this package

Final layout and determination of production area to be designed by Client and Gerling & Associates upon engineering meetings to ensure that Client specifications and particular needs are met

5.1 Interior Frame Construction

 All interior construction shall be fastened to .125” T-6061 Aluminum Alloy joists and interior members

 Floor to be constructed of 3/4” Featherply

 Ceiling to be constructed of 3/8” Featherply

 Interior Sidewalls and Bulkheads to be
constructed of Featherply

 All freestanding interior walls to be constructed
of 3/8” Featherply

5.3 Operations Area Construction

Layouts included in this proposal are representative of the scope of the production interior that is to be included in this package

Final layout and determination of production area to be designed by Client and Gerling & Associates upon engineering meetings to ensure that Client specifications and particular needs are met

5.3.1 Supply and appoint main
Operations/Production Room

 One (1) Rack floor to ceiling with two (2) plug
strips
 Supply and install custom specified rack
 Custom manufacture main operations desk
surface console attached
 Four (4) seating positions, Director, Replay,
Graphics and Audio Mix

271
© 2023 Gerling & Associates, Inc.

7 Above to be configured in engineering meetings with Client

5.3.2 Fit and Finish

 All Custom Manufactured Furnishing will be custom milled, prepared, and finished in house

 Floors covering shall be Endura .125” r ubber panels, pattern and color to be determined by Client

 All exposed tabletops and console su rfaces covered with 3mm horizontal- grade Formica, color to be determined by Client

 Front edge of all consoles shall be fitted with edging consisting of oak bull nose

 Walls and ceiling shall be cover ed with Beulieu Mills “AutoTough” Auto/Marine carpeting

o Rubber-backed AutoTough carpet provides R1 increase in wall insulation
o AutoTough carpet will not “unravel ” in the manner of tightloop carpet o Color to be determined

5.3.3 Interior Lighting

 All lighting for operations shall consis t of dimmable, swivel eyeball task lights o Each bank of lights shall be on an individual, dimmable circuit o Lighting shall operate on ei ther DC via provided inverter, or shore AC. o Provide and install addi tional fluorescent lighting for rack maintenance

 LED lighting shall be provided for se tup purposes (12v DC), yet shall be available during operations 4 units
 LED ambient task lighting, dimmer controller

272
© 2023 Gerling & Associates, Inc.

8 6.0 Environmental Control

6.1 Insulation

 Insulation factor on walls of R14 in concert with forced-air Air-Conditioning system shall provide environmentally secure environment

 Provide and install full thermal in sulation on outer walls, floor, doors and ceiling
o Insulation to be Blue Dow 2” Owen Corning Polystyrene o Includes continuous vapor seal
o PolySeal foam to ensure vapor-tight insular seal

 Insulation factors as follows: R14 walls, R14 ceiling, R14 floors, R9 doors, and R2 door seals

6.2 Air Conditioning

 Supply and install one (1) 15,000 BTU, 120V Coleman Mach III Rooftop air conditioning unit

6.3 Heat

 Coleman Mach III unit shall cont ain one (1) “chill-chaser” heat strip

 Supply and install one (1) Pic-A-Watt heater

273
© 2023 Gerling & Associates, Inc.

9 7.0 Electrical System

7.1 Gerling Power System

7.1.1 Power Source

 50 amp Single Phase

 The Vehicle shall be powered by means of a 50A power source and shall be capable of being powered by means of:
o Shore power source
Or
o Optional generator with manual transfer switch

 System shall provide two completely separate legs of AC; o Technical, which shall be regulated and power all baseband and Television Production Equipment
o Environmental, which shall power all lighting, air conditioning, and heat

 One lot breaker system
o Potter Brumfield W91 series breaker for equipment
o Potter Brumfield W91 series one for each environmental system application
o Shall reside in custom alumi num panel, anodized black with laser etched labeling
o Integrated in G&A Power Kiosk design

7.1.2 Power Entrance and Monitoring

 Engineering with customer to develop power system to ensure the system’s compatibility with the required venues.

 Digital meters by Blue Sea shall be provided and installed on panel in vehicle interior, allowing monitoring during operations of:
o Amperage
o Voltage
o Cycle

 Supply and install one (1) 50' shore pow er cables, Type SOW, all connectors Hubbell / shore Inlets
o Supply and install Hubbell Tw ist-lock power input connectors

7.1.3 Transmission and Termination
274
© 2023 Gerling & Associates, Inc.

10  All Electrical wiring to utilize THHN insulated stranded copper wire o All Electrical wiring to be numbered ends and length in strict accordance to “as-built” drawings which shall be provided to the Client
o All Electrical wiring shall be dressed in accordance with highest industry standards
o All wire runs shall be routed through EMT and flexible conduit

 Provide and install Hubbell wall receptacles in Operations Interior o Receptacles powered by the Technical leg shall be white in color o Receptacles powered by the Environm ental leg shall be ivory in color o These outlets shall be located in areas specified by the Client in Engineering meetings with Gerling and Associates such that specific Client needs are met

 Provide and two (2) install Hubbell GF I protected weatherproof duplex outlets, location to be determined by the Client.

7.1.4 Grounding

 Grounding of the technical equipment within the vehicle shall follow standard grounding practices

7.1.5 Low Voltage System and Inverter/Charger

 A 12V DC system shall be provided and integrated
o Power Source for 12v DC shall be one (1) Group 27 deep cycle batteries to be housed in a vented, anti-corrosive enclosure. These batteries are in addition to and separate from the chassis batteries. o Provide one IntelliCharger 60 amp charger

o The DC distribution system will be fully fused and will power:

 Interior lighting, activated by a mechanical timer located at personnel door such that interior DC powered devices will not be unintentionally left running
 The strike or set-up lighting system

7.2 Night Service

 Charging system to recover battery group
 115V input

275
© 2023 Gerling & Associates, Inc. 11
Transit EFP Totals
Terms: 30% DOWN PAYMENT WITH ORDER; 30% DUE
UPON RECEIPT OF CHASSIS; BALANCE ACCEPTANCE

EX-WORKS G&A
Total
Base Unit $166,105.00
Delivery
to White Bear Lake, NM $3,635.00
TOTAL WITH DELIVERY $169,740.00
DELIVERY:
100 Days after receipt of chassis to Gerling and Associates OPTIONAL:

1. 12kVA Onan generator
o Gerling quiet pack
o Critical muffler system
o
Sound isolation Add $19,200.00
OR

2. MEPS 8.0kW Transit engine driven generator
o Fast idle 1100 RPM
o Full 8.0kW output Add $13,100.00
OR

3. Gerling ramp pack
o Honda 9kVA on wheels
o Secured in van for travel
o Light weight ramp door stored
o 6-hour fuel supply
o Extended quiet operation Add $10,900.00

4. Add second roof top 15,00 BTU Air conditioner with power upgrade to 100 w a t t s Add $6,587.00

5. 10’ exterior awning extended 6.5” with auto retract Add $6,900.00 276
© 2023 Gerling & Associates, Inc. 12
ADDITIONAL OPTION:

Upgrade to Gerling Nomad Series
o Ford E-450 chassis
o 14 ft. body, Scepter series smooth seamless auto look exterior (Drawing 1 & 2)
o Upgraded to 100 amp power system
o Full audio booth with overhead bridge
o Wall integrated interior with up to 5 person
Add $54,400.00
Nomad Options:

A. Over cab storage Add $2,200.00
B. Under unit storage System, 6 bays total Add $7,600.00 This proposal includes:

All Systems Schematics
Gerling & Associates, Inc. Full Service Warranty
All manufacturers warranties
Proposed b
y:___________________ / /23
Fred Gerling
Gerling & Associates, Inc.

Accepted by: ___________________ / /23
This C
onfidential Quotation is effective for 30 days.
277
278
279
© 2023 Gerling & Associates, Inc. 13
GERLING & ASSOCIATES, INC. ADDITIONAL TERMS/CONDITIONS
Deposit/Down Payment:

These deposits are required due to the highly customized nature of all projects manufactured by Gerling and Associates.

Upon request of the return of this deposit, the following terms shall govern that transaction  Gerling and Associates, Inc. will return the deposit as paid less the following expenses. o The cost of engineering invested in the project to the point of the order cancellation, provided construction has not commenced at a term of net 30 days.
o If construction is under way, the funds to be returned will be less the costs incurred to date of cancellation. o If construction is under way, the funds to be returned will be less the cost required to place the project, as is, with another client, including any and all remanufacturing costs associated with customizing the project to the requirements of the new customer.
o Funds required to market the project to be paid once the new owner is under contract.

Delivery:

If your purchase agreement with Gerling and Associates includes a delivery penalty; specifically, a credit to be issued against the final acceptance total, the following terms and conditions will apply:
 The day count is business days (6/week) and will begin on the day the full security deposit (30% of total transaction) arrives at Gerling and Associates. NO penalty fee will be charge for Sundays.  Gerling has the option to stop work if the second 30% down payment has not been received within 5 days of invoicing. The penalty date will be postponed one day for every day that the second deposit is delayed. All such postponements are cumulative
 A schedule of dates, delineating when milestone decisions by the client will be required, shall be forwarded to the client within 10 days of the security deposit being received by Gerling & Associates. This schedule will include milestone dates upon which the delivery schedule has been based, and will include dates where Gerling Engineering will require information from the client.

The penal
ty date will be postponed one day for every day that any of these client milestone dates are delayed. All such postponements are cumulative.

In the extremely unlikely event that an “act of God” (natural disaster, etc.) requires the construction facilities of Gerling and Associates to be closed will postpone the penalty date for every day the manufacturing facility is closed.

Completion Date:

The completion date quoted is the promised date upon which the unit will be completed to the specifications set forth per and described in the contract. This completion date represents the time at which the unit shall be ready for inspection and final payment by the client. This date is carefully formulated by the Gerling & Associates Production Department. It is based upon a milestone schedule composed of dates upon which a timetable of design and engineering decisions must be made in order meet the promised completion date. The completion date may be extended due to delays in engineering decisions.

This policy is in effect in order to ensure that Gerling & Associates can offer our clients the best possible pricing at the outset of each project.

Weight Commitments:

In regard to quoted weights, weight projections are a weight estimate based upon G&A’s experience and history of like product. All weights at project acceptance are to be weighed as built less all loose items. Should the contract stipulate weight guarantees, the guaranteed weight and any penalty attached will be clearly detailed in the body of the agreement.

Acceptance Location:

Unless otherwise specifically stated, the final acceptance shall take place at Gerling & Associates, Inc. Sunbury, Ohio Facility. The authorized representative’s signature at the final acceptance constitutes acknowledgment that items delivered comply with specification.

Latent or hidden defects are covered under Gerling & Associates, Inc. warranty statement.

Units not accepted within seven (7) business days of established completion date subject to carrying fee of .125% per day, for each day, until date of final unit acceptance and payment, inclusive.

Acceptance is finalized by either the customer’s signature of acceptance or the receipt of payment in full or both.

Taxes:

Prices quoted are exclusive of all applicable taxes, duties and insurance, titles and registration fees.

Subject:

SWRA East Pathway Phase II Project NOC
Date:

September 12, 2023
Submitted By:

Justin Nartker, Director of Public Services
Rick Lawrence, Public Services Manager
Department:

Public Services
Recommendation:

Adopt a Resolution of the City Council of the City of Rocklin Accepting the Additional Construction on the Public Work Known as SWRA East Pathway Phase II Project, Approving the Notice of Completion Thereof, and Authorizing and Directing the Execution and Recordation of Said Notice on Behalf of the City (Consolidated Engineering, Inc.).

Background:

The Sunset Blvd. Roadway Connection to South Whitney Recreation Area (SWRA) Trail project consisted of connecting Sunset Blvd. with the SWRA trail and included curb, gutter, sidewalk, and drainage improvements.

Around this same time the City Council awarded the contract for the SWRA East Pathway Phase II Project (Resolution No. 2022-165) to Consolidated Engineering, Inc. (Valley Springs, CA). The project consisted of removing dirt and broken asphalt pathways and repaving nature walking trails with accessibility upgrades at SWRA.

Due to the proximity and inclusion of the same construction items in the SWRA East Pathway Phase II Project, staff determined the additional work would be added to the contract with Consolidated Engineering, Inc.

Work progressed on Phase II of the pathway and completed in December, 2022; however, the start of the added connection was delayed due to inclement weather and scheduling delays. A Notice of Completion for Phase II was issued prior to the inclusion of the additional work which was completed June 30, 2023. This Notice of Completion is for the additional work that has been completed.

The total cost of this work was $84,884.85, and was funded using a Local Transportation Fund Grant of $70,000 (Bike/Ped Fund 212) and available remaining funds from the SWRA East Pathway Phase II Project (General Fund).

Item Number 2N.

281
Fiscal Impact:

There is no fiscal impact to the General Fund from the staff recommendation.

ATTACHMENTS:

1. Resolution - SWRA East Trail Phase II Notice of Completion 282
RESOLUTION NO. 2023-

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROCKLIN

ACCEPTING THE ADDITIONAL CONSTRUCTION ON THE PUBLIC WORK KNOWN AS SWRA EAST PATHWAY

PHASE II PROJECT, APPROVING THE NOTICE OF COMPLETION THEREOF, AND AUTHORIZING AND

DIRECTING THE EXECUTION AND RECORDATION OF SAID NOTICE ON BEHALF OF THE CITY (Consolidated Engineering, Inc.)
WHEREAS, Sunset Blvd. Roadway Connection to South Whitney Recreation Area (SWRA) Trail was included in the FY 2023-27 Capital Investment Plan and the Fiscal Year (FY) 2022/23 Annual Budget and consisted of connecting Sunset Blvd. with the SWRA trail at the access point area and included curb, gutter, sidewalk, and drainage improvements; and; and WHEREAS, at that time SWRA East Pathway Phase II Project (Reso. No. 2022-165) was awarded to Consolidated Engineering, Inc. and consisted of removing dirt and broken asphalt pathways and repaving nature walking trails with accessibility upgrades on the trail that would be connected to Sunset Blvd. with this additional work; and WHEREAS, due to the proximity and that the same construction items were included in the SWRA East Pathway Phase II Project, staff determined that the additional work would be added onto the contract with Consolidated Engineering, Inc.; and WHEREAS, a Notice of Completion Phase II was issued prior to the completion of the additional work, that was completed June 30, 2023, resulting in the issuance of this Notice of Completion for the additional work; and
WHEREAS, this work was completed on June 30, 2023, at a cost of $84,884.85 and was funded with a Local Transportation Fund Grant of $70,000 (Bike/Ped Fund 212) and available remaining funds from the SWRA East Pathway Phase II Project (General Fund 100).

NOW, THEREFORE, the City Council of the City of Rocklin does resolve as follows:

Section 1 The attached Notice of Completion relative to the public work known as SWRA East Pathway Phase II Project (Consolidated Engineering, Inc.) , is hereby approved and the public work accepted.

Section 2. The Director of Public Services is authorized and directed to execute said Notice on behalf of the City of Rocklin.
283

Page 2 of 2 ends

Resolution No. 2023-
Section 3. The City Clerk is authorized and directed to record said Notice in the Office of the Placer County Recorder when fully executed and notarized and within ten (10) days of Council approval.

PASSED AND ADOPTED this 12th day of September, 2023, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:

___________________________
Ken Broadway, Mayor
ATTEST:
__________________________
Haley Reid, Acting City Clerk
284
Attachment to
Reso. No. 2023-
Recording Requested by and Return to:

No Fee Per Gov’t Code §27383
City Clerk
City of Rocklin
3970 Rocklin Road
Rocklin, CA 95677

NOTICE OF COMPLETION
NOTICE IS HEREBY GIVEN that the public work known as SWRA East Pathway Phase II Project is complete. The location of said project is the Sunset Blvd. between Stanford Ranch Road and Fairway Drive. The owner of said project is the City of Rocklin. The date of completion was June 30, 2023. The contractor on the project was consolidated Engineering, Inc., and the surety on said project was Old Republic Surety Company.

I, Justin Nartker, being first duly sworn, depose and say: I am the Director of Public Services of the City of Rocklin, a general law city in the State of California, owner of the property described in the above Notice.

I am duly authorized to make this verification for and on behalf of the City of Rocklin. I have read the Notice of Completion, and know its contents and the facts stated therein are true.

ATTEST:
________________________
Haley Reid, Acting City Clerk
City of Rocklin
______________________________________________
Justin Nartker, Director of Public Services - City of Rocklin – 3970 Rocklin Road- Owner of the Public Work Improvement I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Date: Signature:__________________________________
Justin Nartker, Director of Public Services
Rocklin, California
285
Attachment to
Reso. No. 2023-
286
City Council
Staff Report

Subject:

Mountaingate Drive Roadway Replacement NOC
Date:

September 12, 2023
Submitted By:

Justin Narkter, Director of Public Services
Rick Lawrence, Public Services Manager
Department:

Public Services
Recommendation:

Adopt a Resolution of the City Council of the City of Rocklin Accepting the Public Work Known as the Mountaingate Drive Roadway Replacement, Approving the Notice of Completion Thereof, and Authorizing and Directing the Execution and Recordation of Said Notice on Behalf of the City (Central Valley Engineering and Asphalt, Inc.).

Background:

On November 8, 2022, the City Council adopted Resolution No. 2022-226, the Mountaingate Drive Roadway Replacement project. This project consisted of removing and replacing the roadway on Mountaingate Drive, Pebble Beach Road, Bradford Place, Saint Andrews Drive, and Knoll Court.

The City Council awarded the contract to Central Valley Engineering and Asphalt, Inc. in the amount of $1,094,820 (rounded) with a 15% contingency ($164,223). In addition, the city entered into a reimbursement agreement with South Placer Municipal Utility District (SPMUD) and with Placer County Water Agency (PCWA) to relocate their utilities during the project.

Two change orders were issued which increased the costs by $85,572 (rounded) bringing the project total to $1,180,392 (rounded). The SPMUD reimbursement amount comes to $58,400 and the amount for PCWA reimbursement is $56,100. Once the SPMUD and PCWA costs are deducted the City’s portion is $1,065,892 (rounded), which is under the budgeted amount of $1,094,820. The project was completed on June 29, 2023.

Fiscal Impact:

There is no direct fiscal impact associated with approving the Notice of Completion. The project was funded using the SB1 Road Maintenance and Rehabilitation Fund (SB1).

Item Number 2O.

ATTACHMENTS:

1. Resolution - Mountaingate NOC
287
RESOLUTION NO. 2023-

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROCKLIN

ACCEPTING THE PUBLIC WORK KNOWN AS THE MOUNTAINGATE DRIVE ROADWAY

REPLACEMENT, APPROVING THE NOTICE OF COMPLETION THEREOF, AND AUTHORIZING AND

DIRECTING THE EXECUTION AND RECORDATION OF SAID NOTICE ON BEHALF OF THE CITY (Central Valley Engineering and Asphalt, Inc.)
WHEREAS, on December 13, 2022, the City Council of the City of Rocklin adopted Resolution No. 2022-226 awarding the contract for the Mountaingate Drive Roadway Replacement to Central Valley Engineering and Asphalt, Inc. in the amount of $1,094,820; and WHEREAS, this project consisted of removing and replacing the roadway on Mountaingate Drive, Pebble Beach Road, Bradford Place, Saint Andrews Drive, Cypress Court, and Knoll Court; and
WHEREAS, the City entered into agreements with South Placer Municipal Utility District (SPMUD) and Placer County Water Agency (PCWA) for the relocation of portions of their respective utilities with the final costs coming in at $58,400 from SPMUD and $56,100 for PCWA; and
WHEREAS, Rocklin Municipal Code section 3.04.050 authorized a contingency amount of fifteen percent of the contract ($164,223) which was approved by the City Council of the City of Rocklin for a total authorized project cost of $1,259,043 (rounded); and WHEREAS, two change orders were issued increasing the cost by $85,572 (rounded) bringing the project total to $1,180,392 (rounded) and the City’s portion of the total project cost was $1,065,892 which is under the budgeted amount; and
WHEREAS, the project was completed on June 29, 2023, and funded by the SB1 Road Maintenance and Rehab (SB1) Fund (205).

NOW, THEREFORE, the City Council of the City of Rocklin does resolve as follows:

Section 1 The attached Notice of Completion relative to the public work known as Mountaingate Drive Roadway Replacement (Central Valley Engineering and Asphalt, Inc.), is hereby approved and the public work accepted.

Section 2. The Director of Public Services is authorized and directed to execute said Notice on behalf of the City of Rocklin.

Section 3. The City Clerk is authorized and directed to record said Notice in the Office of the Placer County Recorder when fully executed and notarized and within ten (10) days of Council approval.
288

Page 2 of 2 ends

Resolution No. 2023-

PASSED AND ADOPTED this 12th day of September, 2023, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:

___________________________
Ken Broadway, Mayor
ATTEST:
__________________________
Haley Reid, Acting City Clerk
289
Attachment to
Reso. No. 2023-
Recording Requested by and Return to:

No Fee Per Gov’t Code §27383
City Clerk
City of Rocklin
3970 Rocklin Road
Rocklin, CA 95677

NOTICE OF COMPLETION
NOTICE IS HEREBY GIVEN that the public work known as Mountaingate Drive Roadway Replacement is complete. The locations of said project are Mountaingate Drive, Pebble Beach Road, Bradford Place, Saint Andrews Drive, and Knoll Court. The owner of said project is the City of Rocklin. The date of completion was June 29, 2023. The contractor on the project was Central Valley Engineering and Asphalt, Inc., and the surety on said project was Everest Reinsurance Company.

I am duly authorized to make this verification for and on behalf of the City of Rocklin. I have read the Notice of Completion, and know its contents and the facts stated therein are true.

Date: Signature:__________________________________
Justin Nartker, Director of Public Services
Rocklin, California
290
Attachment to
Reso. No. 2023-
291
City Council
Staff Report

Subject:

Cooperative Purchase Agreements
Date:

September 12, 2023
Submitted By:

Justin Nartker, Director of Public Services
Department:

Public Services
Recommendation:

Adopt a Resolution of the City Council of the City of Rocklin Authorizing the City Manager to Purchase Goods and Services through Cooperative Purchase Agreements for Fiscal Year 2023/24.

Background:

Throughout the year, City departments have a need for ongoing purchasing of goods and services for departmental operations. These purchases are necessary to ensure the continued delivery of programs and services citywide. Staff reviewed Fiscal Year (FY) 2021/22 and FY 2022/23 citywide expenditures for vendors associated with cooperative purchasing programs and estimated the anticipated costs for goods and services for FY 2023/24.

The City has arrangements/memberships with a number of cooperative purchasing programs which allow member public agencies to aggregate individual purchasing power and achieve greater volume discounts. Public agencies competitively solicit and award agreements which are then made available to other member agencies and nonprofit organizations. By using this process, local government agencies can achieve better pricing and streamline purchases by removing repetitive, resource intensive, and costly bid procedures associated with routine purchases.

Rocklin Municipal Code sections 3.04.090 (C) and (D) specifically allow for the use of cooperative purchasing programs utilizing purchasing agreements maintained by other governmental agencies. City Council approval is required for purchase amounts more than $50,000.

The following are vendors with anticipated costs exceeding $50,000 that are anticipated in the FY 2023/24 Operating Budget, reflected in Exhibit A to the Resolution. The total not-to-exceed amount for all vendors is $880,000.

Hunt & Sons, Inc.: This vendor has been awarded the contract to provide fuel to participating agencies in the Sacramento Area. The selection was made through a Item Number 2P.

292
competitive solicitation process conducted by the Sacramento Area Council of Governments. This process aimed to secure the best pricing available for local participating agencies. The recommended not-to-exceed amount is $400,000.

Tesco Controls, Inc.: This vendor supplies traffic signal cabinets and accessories through the General Services Administration (GSA) Advantage cooperative purchase agreements program. The City has standardized its traffic signal cabinets and accessories, which are proprietary and not offered by other vendors. The use of the GSA Advantage program ensures that the City benefits from the best pricing available. The recommended not-to-exceed amount is $80,000.

Tree Pro Services, Inc./Ross Tree Expert Company (Tree Pro): This vendor is a participating vendor in the California Multiple Award Schedule program, offering Arborist/Tree Services. Tree Pro is equipped to work both street and open spaces environments, necessitating distinct equipment and expertise for each area.

Furthermore, the vendor employs a certified arborist, is highly responsive to the City's requirements, and provides on-call and stand-by services. The recommended not-to- exceed amount is $400,000.

Staff recommends that the City Council authorize the City Manager to make purchases of goods and services through cooperative purchasing programs as outlined in Exhibit A to the Resolution. This will allow department operations to make ongoing purchases at competitively bid prices.

Fiscal Impact:

There is no direct fiscal impact to the staff recommendation Purchasing through these cooperative agreements are made on an as-needed basis and charged to various departments and funds, provided sufficient funds are available in those respective departments/funds in the FY 2023/24 Annual Budget.

ATTACHMENTS:

1. Resolution
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Reso. No. 2023-
RESOLUTION NO. 2023-

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROCKLIN

AUTHORIZING THE CITY MANAGER TO PURCHASE

GOODS AND SERVICES THROUGH COOPERATIVE
PURCHASE AGREEMENTS FOR FISCAL YEAR 2023/24
WHEREAS, the City of Rocklin has arrangements/memberships with a number of cooperative purchasing programs that allow member agencies to aggregate individual purchasing power and achieve greater volume discounts than what would be available as a stand-alone agency; and
WHEREAS, using this process, local government agencies can achieve better pricing and streamline purchases by removing repetitive, resource intensive, and costly bid procedures associated with routine purchases; and
WHEREAS, Rocklin Municipal Code Section 3.04.090 (C) and (D) allows for the City to enter into cooperative purchasing arrangements and piggyback contracts provided those contracts have been awarded through a competitive process by other agency within the past twelve months; for purchases in an amount more than fifty thousand dollars, the determination shall be made by the City Council; and
WHEREAS, staff reviewed historical citywide expenditures for vendors of goods and services associated with cooperative purchasing programs, and identified vendors with anticipated costs greater than $50,000 in Fiscal Year (FY) 2023/24 (Exhibit A); and WHEREAS, in order to increase efficiency and streamline the purchasing process, staff is requesting Council approve and authorize the City Manager to purchase goods and supplies through cooperative purchase agreements, in an amount not to exceed $880,000 for FY2023/24; and
NOW, THEREFORE, the City Council of the City of Rocklin does resolve as follows:

Section 1. The above recital is true and correct.

Section 2. The City Council hereby approves and authorizes the City Manager to utilize cooperative purchase agreements to purchase goods and services through other government agency competitively bid contracts and their associated not-to-exceed amounts set forth in Exhibit “A,” attached hereto.
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Reso. No. 2023-
PASSED AND ADOPTED this 12th day of September, 2023, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:

Ken Broadway, Mayor
ATTEST:

Haley Reid, Acting City Clerk
295
Exhibit A of
Reso. No. 2023-
Exhibit A
Cooperative Purchase Agreements by Vendor and Amount for FY 2023/24 Vendor Name
Not-to-
Exceed -
Amount
Cooperative Purchase
Agreement Description
Hunt & Sons, Inc. $400,000 SACOG #1920029 Fuel
Tesco Controls, Inc. $80,000 GSA Advantage
#GS-07F-0513X
Traffic Signal
Cabinets and
Accessories
Tree Pro Tree Service Inc./Ross
Tree Expert Company
$400,000 CMAS #4-09-03-0378A Arborist services
296
City Council
Staff Report

Subject:

Whitney Ranch Community Park Cell Tower Project
Date:

September 12, 2023
Submitted By:

Jeff Scanlon, Administrative Analyst
Department:

Parks and Recreation
Recommendation:

A
.

Adopt a Resolution of the City Council of the City of Rocklin Approving a Notice of Exemption (AT&T - Whitney Ranch Community Park Cell Tower Project).

B
.

Adopt a Resolution of the City Council of the City of Rocklin Approving and Authorizing the City Manager to Execute an Option and Tower Structure License Agreement (AT&T - Whitney Ranch Community Park Cell Tower Project).

Background:

Consistent with the City of Rocklin Zoning Ordinance, Rocklin Municipal Code Title 17, staff has negotiated with AT&T for the installation of a new cellular tower located at Whitney Ranch Community Park. Whitney Ranch Community Park is located at Whitney Ranch Parkway and Wildcat Boulevard and currently has two existing cell towers. Staff and AT&T have prepared an Option and Tower Structure License Agreement (Attachment 3) and Site Plans (Attachment 4) for City Council approval. The terms of the agreement include the following:

Remove an existing 69’8’’ tall City stadium light pole and install a new 89’0’’ tall standard monopole tower, wireless antennas, remote radio units and associated telecommunications equipment.

Reinstall relocated lights from the existing pole and work with MUSCO to maintain current lighting standards and specifications.

Install a new 11’6’’ x 38’10’’ equipment shelter (446 sq. ft.), which matches existing park aesthetics and designs. The City will have access to the equipment shelter for storage.

Provide own utilities (underground).

Initial term of five years, with the option of four additional five-year extensions. $3,000 monthly lease payment with a three percent (3%) annual lease increase. $20,000 “one-time” capital improvement fee.

The City’s Environmental Coordinator has reviewed the proposed project and has determined it is exempt from review under the California Environmental Act (CEQA), pursuant to California Code of Regulations Section 15303 – New Construction or Conversion of Small Structures.

The Notice of Exemption and accompanying Resolution are also attached to this Staff Report Item Number 2Q.

297
for approval (Attachment 1).

The proposed project will increase City revenue and could provide funding for future park enhancements.

Fiscal Impact:

In year one, the City will receive a $20,000, one-time payment with an annual lease payment of $36,000, totaling $56,000. The annual lease payment will increase 3% each year thereafter.

The estimated revenue for the first five-year term is $211,130.

ATTACHMENTS:

1. Resolution A - Notice of Exemption

2. Resolution B - Structure License Agreement

3. Option and Tower Structure License Agreement

4. Site Plans
298
RESOLUTION NO. 2023 -

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROCKLIN

APPROVING A NOTICE OF EXEMPTION
(AT&T – Whitney Ranch Community Park Cell Tower Project) WHEREAS, the City of Rocklin’s Environmental Coordinator has reviewed the AT&T – Whitney Ranch Community Park Cell Tower Project (“Project”) and determined that it is exempt from review under the California Environmental Quality Act pursuant to California Code of Regulations Section 15303 – New Construction or Conversion of Small Structures; and
WHEREAS, a Notice of Exemption has been prepared for the Project.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Rocklin as follows:

Section 1. Based on the review and determination of the Environmental Coordinator, the City Council of the City of Rocklin finds that the Project is exempt from review under the California Environmental Quality Act.

Section 2. A Notice of Exemption is approved for the Project.

Section 3. Upon approval of the Project by the City Council, the Environmental Coordinator may file the Notice of Exemption with the County Clerk of Placer County and, if the Project requires a discretionary approval from any state agency, with the State Office of Planning and Research, pursuant to the provisions of Section 2115(b) of the Public Resources Code and the State EIR Guidelines adopted pursuant thereto.

PASSED AND ADOPTED this 12th day of September, 2023, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
________________________________
Ken Broadway, Mayor
ATTEST:
_________________________
Haley Reid, Acting City Clerk
299

NOTICE OF EXEMPTION
TO: County Clerk, County of Placer FROM: City of Rocklin 2954 Richardson Blvd. Parks and Recreation Dept.

Auburn, CA 95604-5228 5460 5th Street
Rocklin, CA 95677
Project Title: AT&T – Whitney Ranch Community Park Cell Tower Project Project Location - Specific: The subject property is located at Whitney Ranch Community Park, 1801 Whitney Ranch Parkway. APN: 017-175-019 Project Location - City: Rocklin, CA; County: Placer
Description of Nature, Purpose and Beneficiaries of Project: The project consists of the installation of a new 89’0’’ tall standard monopole, twelve (12) new AT&T panel antennas, fifteen (15) new AT&T remote radio units (RRU), associated equipment and telecommunications infrastructure, and four hundred forty-six (446) square feet of ground space leased area on City owned property.

Name of Public Agency Approving Project:

City of Rocklin City Council
Name of Person or Agency Carrying Out Project
The applicant is New Cingular Wireless PCS, LLC, Attn: Network Real Estate Administration, 1025 Lenox Park Blvd NE, 3rd Floor, Atlanta, GA 30319 Exempt Status (Check one)
_x_ Categorical Exemption (Sec. 15300 et seq.): Section 15303 – New Construction or Conversion of Small Structures.

Reasons why the project is exempt. The project consists of the installation of a 89’0’’ tall monopole cellular communications tower and associated equipment and infrastructure as described above. Class 3 exemptions consist of the construction and location of limited numbers of new, small facilities or structures, including accessory structures. The project, as proposed, is consistent with the exemption class description noted above and is exempt pursuant to Class 3 of the CEQA Guidelines. The project will result in emissions of radio frequency electromagnetic radiation (RF). The applicant provided an analysis of the risk from such radiation (Waterford Consultants, LLC, August 18, 2022). The conclusion of the study was that the proposed wireless communications tower and associated equipment would comply with the FCC’s current prevailing standard for limiting human exposure to RF energy. Due to the mounting method utilized, the general public would not normally be able to approach the antennas; therefore, significant impact on the general public is not expected. The calculated electromagnetic field strength level in publicly 300
accessible areas is less than the existing standard allows for exposure of unlimited duration. Based on worst-case predictive modeling, there are no modeled areas on any accessible ground-level walking/working surface related to the proposed AT&T antennas that exceed the FCC’s occupational or general public exposure limits at this site. The public exposure limit is based on a standard published by the American National Standards Institute (ANSI) and the Institute of Electrical and Electronics Engineers (IEEE). The Federal Communications Commission (FCC) has adopted these exposure limits as standards and is the agency charged with their regulation and enforcement.

Contact Person: Kevin Huntzinger, Parks and Recreation Director Date received for Filing: ______________ ____________________________ Signature: Kevin Huntzinger
Parks and Recreation Director
301
RESOLUTION NO. 2023 -

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROCKLIN

APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE AN

OPTION AND TOWER STRUCTURE LICENSE AGREEMENT
(AT&T - Whitney Ranch Community Park Cell Tower Project) NOW THEREFORE, BE IT RESOLVED by the City Council of the City of Rocklin as follows:

Section 1. The City Council of the City of Rocklin finds and determines that the installation of a communications facility in the City of Rocklin (APN: 017-175-019) is consistent with the City of Rocklin Zoning Ordinance, Rocklin Municipal Code Title 17.

Section 2. The City Council has approved a Notice of Exemption for the Project by Resolution No. 2023 - _______.

Section 3. The City Council hereby approves and authorizes the City Manager to execute an Option and Tower Structure License Agreement (AT&T - Whitney Ranch Community Park Cell Tower Project), in a form substantially similar to Exhibit “A”, attached hereto and incorporated herein.

Section 4. The City Clerk is hereby directed to record or have recorded the Memorandum of License in a form substantially similar attached hereto as Exhibit “24(b)” to the Option and Tower Structure License Agreement, once it is fully executed and notarized, in the Office of the Placer County Recorder.

PASSED AND ADOPTED this 12th day of September 2023, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
__________________________________
Mayor, Ken Broadway
ATTEST:
____________________________
Haley Reid, Acting City Clerk
302
Option and Tower Structure License Agreement 4.5.2023. Final Executable

Market: Northern California
Cell Site Number: CVL05848
Cell Site Name: Whitney Park
Search Ring Name: CVL05848_SR
Fixed Asset Number: 15532178

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 Rocklin, a municipal corporation, having a mailing address of 3970 Rocklin Road, Rocklin, CA 95677 (“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 1801 Whitney Ranch Pkwy, City of Rocklin, in the County of Placer, State of California [APN: 017-175-019] (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 forty-six (446) 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 twelve (12) contiguous vertical feet of space within which any portio n 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 12-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- 303
2 Option and Tower Structure License Agreement 4.5.2023. Final Executable

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 304
3 Option and Tower Structure License Agreement 4.5.2023. Final Executable

“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 equipment 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 s igns 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 exam ple, increasing the number 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) ann iversary 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 par ty 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.
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4 Option and Tower Structure License Agreement 4.5.2023. Final Executable

(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. (e) Within forty-five (45) business days after the Rent Commencement Date, Licensee shall pay to Licensor a “one-time” capital improvement fee of Twenty Thousand and No/100 Dollars ($20,000.00).

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 commitm ent 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. 306
5 Option and Tower Structure License Agreement 4.5.2023. Final Executable

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, bodi ly injury and personal & advertising injury with limits of $2,000,000 per occurrence and $4,000,000 general aggregate. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit
(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 provid ed 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 c ombination 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. 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 deductibles and 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, 307
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including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances, 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 us e 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 was prejudiced by the delay; and (2) the indemnifying party shall not be liable for any settlement or litigation e xpenses 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 308
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applicable, to enter into this Agreement and bind itself hereto through the party or individual set forth as signatory for the party below.
(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 S ection 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 o r 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 309
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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 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/Licensee shall be responsible for the costs of all structural modifications to the Tower, 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 Commu nication Facilities within the Additional RAD 310
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Space will require structural modifications 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 bil ling 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 311
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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. 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: (a) an Affiliate of Licensee, or (b) 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 leasin g 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 Agr eement. 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 #: CVL05848; Cell Site Name: Whitney Park (CA) Fixed Asset #: 15532178
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 #: CVL05848; Cell Site Name: Whitney Park (CA) Fixed Asset #: 15532178
208 S. Akard Street
Dallas, TX 75202-4206

If to Licensor: City of Rocklin
Parks and Recreation Dept.
312
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5460 5th Street
Rocklin, CA 95677

And a copy to: City of Rocklin
City Attorney’s Office
3970 Rocklin Road
Rocklin, CA 95677

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 determinatio n, 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 tim e 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 portion 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, 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, 313
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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 attributable 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 r ight 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 take 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 t ax 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.

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 314
13 Option and Tower Structure License Agreement 4.5.2023. Final Executable

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 determin ed 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 propagation 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.
(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.
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14 Option and Tower Structure License Agreement 4.5.2023. Final Executable

(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 accou ntants) 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 iss ue 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 indirec tly) to direct the 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 the prevailing party, including reasonable attorneys ’ 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. 316
15 Option and Tower Structure License Agreement 4.5.2023. Final Executable

(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]

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16 Option and Tower Structure License Agreement 4.5.2023. Final Executable

IN WITNESS WHEREOF, the parties have caused this Agreement to be effective as of the Effective Date.

“ LICENSOR”

City of Rocklin, a m unicipal corporation

By:

Print Name: _______________________

Its: ______________________________

Date:_____________________________

“ LICENSEE”

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

By: AT&T Mobility Corporation
Its: Manager

By:

Print Name: _______________________

Its: ______________________________

Date:_____________________________

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Option and Tower Structure License Agreement 4.5.2023. Final Executable

EXHIBIT 1

DESCRIPTION OF PROPERTY AND PREMISES

Page 1 of 17 ends

to the Option and Tower Structure License Agreement dated _____________, 2023, by and between City of Rocklin, a municipal corporation, as Licensor, and New Cingular Wireless PCS, LLC, a Delaware limited liability company, as Licensee.

The Property is legally described as follows:

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Option and Tower Structure License Agreement 4.5.2023. Final Executable

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Option and Tower Structure License Agreement 4.5.2023. Final Executable

The Premises are described and/or depicted as follows:

[100% Drawings Dated December 21, 2022, Prepared by Delta Groups Engineer, Inc Consisting of fourteen (14) 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.

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Option and Tower Structure License Agreement 4.5.2023. Final Executable

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.

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Option and Tower Structure License Agreement 4.5.2023. Final Executable

EXHIBIT 12

STANDARD ACCESS LETTER

[FOLLOWS ON NEXT PAGE]
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Option and Tower Structure License Agreement 4.5.2023. Final Executable

{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 telecommu nications 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

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Option and Tower Structure License Agreement 4.5.2023. Final Executable

EXHIBIT 24(b)

MEMORANDUM OF LICENSE

[FOLLOWS ON NEXT PAGE]
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Option and Tower Structure License Agreement 4.5.2023. Final Executable

Recording Requested By
& When Recorded Return To:

New Cingular Wireless PCS, LLC
Attn: Tower Asset Group - Lease Administration
1025 Lenox Park Blvd NE, 3rd Floor
Atlanta, GA 30319

(Space Above This Line For Recorder’s Use Only)
APN: 017-175-019

Cell Site No.: CVL05848
Search Ring Name: CVL05848_SR
Cell Site Name: Whitney Park
Fixed Asset No.: 15532178
State: California
County: Placer

MEMORANDUM
OF

LICENSE

This Memorandum of License is entered into on this ____ day of ____________, 2023, by and between City of Rocklin, a m unicipal corporation, having its principal office at 3970 Rocklin Road , Rocklin, CA 95677 (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___________, 2023, 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, successors, and assigns, subject to the provisions of the Agreement.

326

Option and Tower Structure License Agreement 4.5.2023. Final Executable 9 IN WITNESS WHEREOF, the parties have executed this Memorandum of License as of the day and year first above written.

LICENSOR:

City of Rocklin, a municipal corporation

By:

Name:

Its:

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]

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Option and Tower Structure License Agreement 4.5.2023. Final Executable

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.
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Option and Tower Structure License Agreement 4.5.2023. Final Executable

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)

Option and Tower Structure License Agreement 4.5.2023. Final Executable

EXHIBIT 1 TO MEMORANDUM OF LICENSE

DESCRIPTION OF PROPERTY AND PREMISES

Page 1 of 4 ends

to the Memorandum of License dated ______________, 2023, by and between City of Rocklin, a municipal corporation, as Licensor, and New Cingular Wireless PCS, LLC, a Delaware limited liability company, as Licensee.

The Property is legally described as follows:

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Option and Tower Structure License Agreement 4.5.2023. Final Executable

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Option and Tower Structure License Agreement 4.5.2023. Final Executable

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]

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Option and Tower Structure License Agreement 4.5.2023. Final Executable

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]

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Option and Tower Structure License Agreement 4.5.2023. Final Executable

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Option and Tower Structure License Agreement 4.5.2023. Final Executable

335

SHEET TITLE
DGE NO.

REV.DATEDESCRIPTIONBYCHK

WHITNEY PARK
CVL05848
1801 WHITNEY RANCH PARKWAY
ROCKLIN, CA 95765
SHEET

SITE NAME
5001 EXECUTIVE PARKWAY, 4W750D
SAN RAMON, CA 94583
605 COOLIDGE DRIVE, SUITE 100
FOLSOM, CA 95630
T1

TITLE SHEET
SHEET 1 T1 TITLE SHEET
SHEET 2 C1 SURVEY
SHEET 3 C2 SURVEY
SHEET 4 GN1 BATTERY SPECIFICATIONS
SHEET 5 GN1.1 BATTERY SPECIFICATIONS
SHEET 6 GN1.2 BATTERY SPECIFICATIONS
SHEET 7 GN1.3 BATTERY SPECIFICATIONS
SHEET 8 A1 OVERALL SITE PLAN
SHEET 9 A2 ENLARGED SITE PLAN, EQUIPMENT LAYOUT
SHEET 10 A2.1 ANTENNA LAYOUT, & ANTENNA EQUIPMENT SQUEDULE SHEET 11 A3 EQUIPMENT AREA ELEVATIONS
SHEET 12 A3.1 EXISTING & NEW NORTH & SOUTH ANTENNA AREA ELEVATIONS SHEET 13 A3.2 EXISTING & NEW EAST & WEST ANTENNA AREA ELEVATIONS SHEET 14 E1 SINGLE LINE DIAGRAM & PANEL SCHEDULE

WHITNEY PARK
CVL05848
1801 WHITNEY RANCH PARKWAY
ROCKLIN, CA 95765

PROJECT REFERENCE NUMBERS
SITE I.D.: CVL05848
US I.D.:315496
FA NO.: 15532178
ORACLE NO.: 3701A0YEEC
PACE NO.: MRSFR077685
PROGRAM: NSB

SHEET INDEX PROJECT INFORMATION PROJECT DESCRIPTIONPROJECT TEAM

DIRECTIONS FROM AT&T

APPROVALS

CODE COMPLIANCEVICINITY MAP

RF DATA SHEET

PROJECT AREA
APPLICANT/LESSEE:

RF ENGINEER:

ARCHITECT:

CONSTRUCTION MANAGER:

LEASING MANAGER:

CIVIL VENDOR:
336
337
338

SHEET TITLE
DGE NO.

REV.DATEDESCRIPTIONBYCHK

WHITNEY PARK
CVL05848
1801 WHITNEY RANCH PARKWAY
ROCKLIN, CA 95765
SHEET

SITE NAME
5001 EXECUTIVE PARKWAY, 4W750D
SAN RAMON, CA 94583
605 COOLIDGE DRIVE, SUITE 100
FOLSOM, CA 95630

BATTERY SPECIFICATIONS
1 BATTERY SPECIFICATIONS
GN3.1
339

SHEET TITLE
DGE NO.

REV.DATEDESCRIPTIONBYCHK

WHITNEY PARK
CVL05848
1801 WHITNEY RANCH PARKWAY
ROCKLIN, CA 95765
SHEET

SITE NAME
5001 EXECUTIVE PARKWAY, 4W750D
SAN RAMON, CA 94583
605 COOLIDGE DRIVE, SUITE 100
FOLSOM, CA 95630

BATTERY SPECIFICATIONS
GN1.1
1 BATTERY SPECIFICATIONS
340

SHEET TITLE
DGE NO.

REV.DATEDESCRIPTIONBYCHK

WHITNEY PARK
CVL05848
1801 WHITNEY RANCH PARKWAY
ROCKLIN, CA 95765
SHEET

SITE NAME
5001 EXECUTIVE PARKWAY, 4W750D
SAN RAMON, CA 94583
605 COOLIDGE DRIVE, SUITE 100
FOLSOM, CA 95630

BATTERY SPECIFICATIONS
GN1.2
1 BATTERY SPECIFICATIONS
341

SHEET TITLE
DGE NO.

REV.DATEDESCRIPTIONBYCHK

WHITNEY PARK
CVL05848
1801 WHITNEY RANCH PARKWAY
ROCKLIN, CA 95765
SHEET

SITE NAME
5001 EXECUTIVE PARKWAY, 4W750D
SAN RAMON, CA 94583
605 COOLIDGE DRIVE, SUITE 100
FOLSOM, CA 95630

BATTERY SPECIFICATIONS
GN1.3
1 BATTERY SPECIFICATIONS
342

SHEET TITLE
DGE NO.

REV.DATEDESCRIPTIONBYCHK

WHITNEY PARK
CVL05848
1801 WHITNEY RANCH PARKWAY
ROCKLIN, CA 95765
SHEET

SITE NAME
5001 EXECUTIVE PARKWAY, 4W750D
SAN RAMON, CA 94583
605 COOLIDGE DRIVE, SUITE 100
FOLSOM, CA 95630
80'
SCALE:
1 inch = 80 ft80 0'160'

OVERALL SITE PLAN
1 A1

WILDCAT

OVERALL SITE PLAN

WHITNEY RANCH PARKWAY
343

SHEET TITLE
DGE NO.

REV.DATEDESCRIPTIONBYCHK

WHITNEY PARK
CVL05848
1801 WHITNEY RANCH PARKWAY
ROCKLIN, CA 95765
SHEET

SITE NAME
5001 EXECUTIVE PARKWAY, 4W750D
SAN RAMON, CA 94583
605 COOLIDGE DRIVE, SUITE 100
FOLSOM, CA 95630
A2

ENLARGED SITE PLAN, & EQUIPMENT LAYOUT
1 ENLARGED SITE PLAN EQUIPMENT LAYOUT2

PARKS DEPARTMENT

STORAGE ROOM

AT&T BACK-UP

GENERATOR ROOM

AT&T EQUIPMENT
AREA
0' 8'
SCALE:
1/8 inch = 1 ft8'16'
SCALE:
3/8 inch = 1 ft3'0'3'6'
344

SHEET TITLE
DGE NO.

REV.DATEDESCRIPTIONBYCHK

WHITNEY PARK
CVL05848
1801 WHITNEY RANCH PARKWAY
ROCKLIN, CA 95765
SHEET

SITE NAME
5001 EXECUTIVE PARKWAY, 4W750D
SAN RAMON, CA 94583
605 COOLIDGE DRIVE, SUITE 100
FOLSOM, CA 95630
A2.1

ANTENNA LAYOUT & ANTENNA EQUIPMENT SCHEDULE
2 UNUSEDANTENNA LAYOUT.1
SCALE:
3/8 inch = 1 ft3'0'3'6'
ANTENNA EQUIPMENT SCHEDULE UNUSED.
345

SHEET TITLE
DGE NO.

REV.DATEDESCRIPTIONBYCHK

WHITNEY PARK
CVL05848
1801 WHITNEY RANCH PARKWAY
ROCKLIN, CA 95765
SHEET

SITE NAME
5001 EXECUTIVE PARKWAY, 4W750D
SAN RAMON, CA 94583
605 COOLIDGE DRIVE, SUITE 100
FOLSOM, CA 95630

EQUIPMENT AREA ELEVATIONS
1 A3

EQUIPMENT AREA NORTH ELEVATION
EQUIPMENT AREA SOUTH ELEVATION2
SCALE:
3/16 inch = 1 ft6'0'6'12'
SCALE:
3/16 inch = 1 ft6'0'6'12' 3 EQUIPMENT AREA EAST ELEVATIONSCALE:
3/16 inch = 1 ft6'0'6'12'
EQUIPMENT AREA WEST ELEVATION2
SCALE:
3/16 inch = 1 ft6'0'6'12'
346

SHEET TITLE
DGE NO.

REV.DATEDESCRIPTIONBYCHK

WHITNEY PARK
CVL05848
1801 WHITNEY RANCH PARKWAY
ROCKLIN, CA 95765
SHEET

SITE NAME
5001 EXECUTIVE PARKWAY, 4W750D
SAN RAMON, CA 94583
605 COOLIDGE DRIVE, SUITE 100
FOLSOM, CA 95630

EXISTING & NEW NORTH & SOUTH ANTENNA AREA

ELEVATIONS
1 A3.1
3(N) ANTENNA NORTH ELEVATION (N) ANTENNA SOUTH ELEVATION2 4 SCALE:
3/16 inch = 1 ft
SCALE:
3/16 inch = 1 ft
SCALE:
3/16 inch = 1 ft
SCALE:
3/16 inch = 1 ft (E) ANTENNA NORTH ELEVATION (E) ANTENNA SOUTH ELEVATION 347

SHEET TITLE
DGE NO.

REV.DATEDESCRIPTIONBYCHK

WHITNEY PARK
CVL05848
1801 WHITNEY RANCH PARKWAY
ROCKLIN, CA 95765
SHEET

SITE NAME
5001 EXECUTIVE PARKWAY, 4W750D
SAN RAMON, CA 94583
605 COOLIDGE DRIVE, SUITE 100
FOLSOM, CA 95630

EXISTING & NEW EAST & WEST ANTENNA AREA

ELEVATIONS
1 A3.2
3(N) ANTENNA EAST ELEVATION (N) ANTENNA WEST ELEVATION2 4 SCALE:
3/16 inch = 1 ft
SCALE:
3/16 inch = 1 ft
SCALE:
3/16 inch = 1 ft
SCALE:
3/16 inch = 1 ft (E) ANTENNA EAST ELEVATION (E) ANTENNA WEST ELEVATION 348

SHEET TITLE
DGE NO.

REV.DATEDESCRIPTIONBYCHK

WHITNEY PARK
CVL05848
1801 WHITNEY RANCH PARKWAY
ROCKLIN, CA 95765
SHEET

SITE NAME
5001 EXECUTIVE PARKWAY, 4W750D
SAN RAMON, CA 94583
605 COOLIDGE DRIVE, SUITE 100
FOLSOM, CA 95630
E1

ELECTRICAL ONE-LINE DIAGRAM & PANEL

SCHEDULE
1 ELECTRICAL ONE-LINE DIAGRAM
2 PANEL SCHEDULE
UNUSED
349
City Council
Staff Report

Subject:

Johnson-Springview Park Cell Tower Project
Date:

September 12, 2023
Submitted By:

Jeff Scanlon, Administrative Analyst
Department:

Parks and Recreation
Recommendation:

A
.

Adopt a Resolution of the City Council of the City of Rocklin Approving a Notice of Exemption (AT&T - Johnson-Springview Park Cell Tower Project).

B
.

Adopt a Resolution of the City Council of the City of Rocklin Approving and Authorizing the City Manager to Execute an Option and Tower Structure License Agreement (AT&T - Johnson-Springview Park Cell Tower Project).

Background:

Consistent with the City of Rocklin Zoning Ordinance, Rocklin Municipal Code Title 17, staff has negotiated with AT&T for the installation of a new cellular tower located at Johnson- Springview Park. Johnson-Springview Park is located at 3rd Street and 5th Street. The park currently has two existing cell towers and one vacant cell tower and equipment building. The new cell tower will be placed on the vacated cell tower monopole, re-using the existing infrastructure and building. Staff and AT&T have prepared an Option and Tower Structure License Agreement (Attachment 3) and Site Plans (Attachment 4) for City Council approval.

The terms of the agreement include the following:

Install wireless antennas, remote radio units and associated telecommunications equipment on the existing 79'0" tall standard monopole.

Lease existing 240 sq. ft. equipment shelter.

Provide own utilities (underground).

The City’s Environmental Coordinator has reviewed the proposed project and has determined it is exempt from review under the California Environmental Act (CEQA), pursuant to California Code of Regulations Section 15301 – Existing Facilities. The Notice of Exemption and accompanying Resolution are also attached to this Staff Report for approval (Attachment 1).

Item Number 2R.

350
The proposed project will increase City revenue and could provide funding for future park enhancements.

Fiscal Impact:

In year one, the City will receive a $20,000, one-time payment with an annual lease payment of $36,000, totaling $56,000. The annual lease payment will increase 3% each year thereafter.

The estimated revenue for the first five-year term is approximately $211,130.

ATTACHMENTS:

1. Resolution A - Notice of Exemption

2. Resolution B - Structure License Agreement

3. Option and Tower Structure License Agreement

4. Site Plans
351
RESOLUTION NO. 2023 -

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROCKLIN

APPROVING A NOTICE OF EXEMPTION
(AT&T – Johnson-Springview Park Cell Tower Project)
WHEREAS, the City of Rocklin’s Environmental Coordinator has reviewed the AT&T – Johnson-Springview Park Cell Tower project (“Project”) and determined that it is exempt from review under the California Environmental Quality Act pursuant to California Code of Regulations Section 15301 – Existing Facilities; and
WHEREAS, a Notice of Exemption has been prepared for the Project.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Rocklin as follows:

Section 2. A Notice of Exemption is approved for the Project.

PASSED AND ADOPTED this 12th day of September, 2023, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
__________________________
Ken Broadway, Mayor
ATTEST:
_________________________
Haley Reid, Acting City Clerk
352

NOTICE OF EXEMPTION
TO: County Clerk, County of Placer FROM: City of Rocklin 2954 Richardson Blvd. Parks and Recreation Dept.

Auburn, CA 95604-5228 5460 5th Street
Rocklin, CA 95677
Project Title: AT&T - Johnson-Springview Park, AT&T Cell Tower Project Project Location - Specific: The subject property is located at Johnson- Springview Park, 5540 3rd Street, Rocklin, CA 95677. APN 010-191-070 Project Location - City: Rocklin, CA; County: Placer
Description of Nature, Purpose and Beneficiaries of Project: The project consists of the installation of twelve (12) new AT&T panel antennas and fifteen (15) new AT&T remote radio units (RRU) to an existing 79’3’’ tall monopole cellular communications tower, with associated equipment and telecommunications infrastructure, and two hundred forty (240) square feet of ground space lease area on City owned property.

Name of Public Agency Approving Project:

City of Rocklin City Council
Name of Person or Agency Carrying Out Project
The applicant is New Cingular Wireless PCS, LLC., Attn: Network Real Estate Administration, 1025 Lenox Park Blvd NE, 3rd Floor, Atlanta, GA 30319.

Exempt Status (Check one)
_x_ Categorical Exemption (Sec. 15300 et seq.): Section 15301 – Existing Facilities.

Reasons why the project is exempt. The project consists of the installation of new panel antennas and remote radio units to an existing cellular communications tower and installation of associated equipment and infrastructure as described above. Class 1 exemptions consist of the minor alteration of existing public or private structures, involving negligible or no expansion of use beyond that existing at the time of the lead agency’s determination. The project as proposed is consistent with the exemption class descriptions noted above and is exempt pursuant to Class 1 of the CEQA Guidelines. The modification and operation of an existing cellular communications tower at an existing community park is consistent with the exemption class descriptions noted above and is exempt pursuant to Class 1 of the CEQA Guidelines. The project will result in emissions of radio frequency electromagnetic radiation (RF). The applicant provided an analysis of the risk from such radiation (Waterford Consultants, LLC, August 12, 2022). The 353
conclusion of the study was that the proposed wireless communications tower and associated equipment would comply with the FCC’s current prevailing standard for limiting human exposure to RF energy. Due to the mounting method utilized, the general public would not normally be able to approach the antennas; therefore, significant impact on the general public is not expected. The calculated electromagnetic field strength level in publicly accessible areas is less than the existing standard allows for exposure of unlimited duration. Based on worst-case predictive modeling, there are no modeled areas on any accessible ground-level walking/working surface related to the proposed AT&T antennas that exceed the FCC’s occupational or general public exposure limits at this site. The public exposure limit is based on a standard published by the American National Standards Institute (ANSI) and the Institute of Electrical and Electronics Engineers (IEEE). The Federal Communications Commission (FCC) has adopted these exposure limits as standards and is the agency charged with their regulation and enforcement.

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROCKLIN

APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE AN

OPTION AND TOWER STRUCTURE LICENSE AGREEMENT
(AT&T – Johnson-Springview Park Cell Tower Project)
NOW THEREFORE, BE IT RESOLVED by the City Council of the City of Rocklin as follows:

Section 1. The City Council of the City of Rocklin finds and determines that the installation of a communications facility in the City of Rocklin (APN: 010-191-070) is consistent with the City of Rocklin Zoning Ordinance, Rocklin Municipal Code Title 17.

Section 2. The City Council has approved a Notice of Exemption for the Project by Resolution No. 2023 - ___________.

Section 3. The City Council has hereby approves and authorizes the City Manager to execute an Option and Tower Structure License Agreement (AT&T – Johnson-Springview Park Cell Tower Project), in a form substantially similar to Exhibit “A”, attached hereto and incorporated herein.

PASSED AND ADOPTED this 12th day of September 2023, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
__________________________________
Mayor, Ken Broadway
ATTEST:
____________________________
Haley Reid, Acting City Clerk
355
Option and Tower Structure License Agreement 8.28.2023.Final Executable

Market: Northern California
Cell Site Number: CVL05851
Cell Site Name: Tri City
Search Ring Name: CVL05851_SR
Fixed Asset Number: 15532181

OPTION AND TOWER STRUCTURE LICENSE AGREEMENT

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, located at 5540 3rd Street, Rocklin, in the County of Placer, State of California 95677 [APN: 010-191-070] (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 two hundred forty (240) 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 twelve (12) 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 12-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- 356
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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 357
3 Option and Tower Structure License Agreement 8.28.2023. Final Executable

“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 equipment 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 number 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 Terms shall be equal to the Rent 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 Terms, 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.
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4 Option and Tower Structure License Agreement 8.28.2023. Final Executable

(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 (5th) 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(c) 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 Three 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. (e) Within forty-five (45) business days after the Rent Commencement Date, Licensee shall pay to Licensor a “one-time” capital improvement fee of Twenty Thousand and No/100 Dollars ($20,000.00).

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. 359
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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. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit
(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) Primary 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) Umbrella 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) Notice 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) Waiver of Subrogation. 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) Self-Insured Retentions. Any and all deductibles and 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) Acceptability 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) Verification 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) Special 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, 360
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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 was 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 361
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applicable, to enter into this Agreement and bind itself hereto through the party or individual set forth as signatory for the party below.
(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 362
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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 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.

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/Licensee shall be responsible for the costs of all structural modifications to the Tower, 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 363
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Space will require structural modifications 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 364
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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: (a) an Affiliate of Licensee, or (b) 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 sublicense any portion of the 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.

If to Licensee: New Cingular Wireless PCS, LLC
Attn: Network Real Estate Administration
Re: Cell Site #: CVL05851; Cell Site Name: Tri City (CA) Fixed Asset #: 15532181
1025 Lenox Park Blvd NE, 3rd Floor
Atlanta, GA 30319

With a copy to: New Cingular Wireless PCS, LLC
Attn.: Legal Dept – Network Operations
Re: Cell Site #: CVL05851; Cell Site Name: Tri City (CA) Fixed Asset #: 15532181
208 S. Akard Street
Dallas, TX 75202-4206

If to Licensor: City of Rocklin
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Parks and Recreation Dept.
5460 5th Street
Rocklin, CA 95677

And a copy to: City of Rocklin
City Attorney’s Office
3970 Rocklin Road
Rocklin, CA 95677

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.

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.

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, gross receipts, registration, real estate transfer, conveyance, excise, recording, and other similar taxes and fees imposed in 366
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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 attributable 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 take 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.

22. SALE OF PROPERTY.
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(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.

(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 propagation 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.
(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. 368
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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 the 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 the prevailing party, including reasonable attorneys’ fees and expenses. Prevailing party means the party determined by the court to have most nearly prevailed even 369
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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

[SIGNATURES APPEAR ON NEXT PAGE]

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IN WITNESS WHEREOF, the parties have caused this Agreement to be effective as of the Effective Date.

“ LICENSOR”

City of Rocklin, a municipal corporation

By:

Print Name: _______________________

Its: ______________________________

Date:_____________________________

“ LICENSEE”

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

By: AT&T Mobility Corporation
Its: Manager

By:

Print Name: _______________________

Its: ______________________________

Date:_____________________________

371
Option and Tower Structure License Agreement 8.28.2023. Final Executable EXHIBIT 1

DESCRIPTION OF PROPERTY AND PREMISES

Page 1 of 22 ends

The Property is legally described as follows:

Remainder Parcel (+/- 13.02 Acres) as is shown on that certain Parcel Map filed for record at Book 35 of Parcel Maps at Page 91, Official Records of Placer County

APN: 010-191-070

The Premises are described and/or depicted as follows:

[100% Drawings Dated December 21,2022, Prepared by Delta Groups Engineer, Inc Consisting of twenty one (21) 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.

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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.
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EXHIBIT 12 STANDARD ACCESS LETTER [FOLLOWS ON NEXT PAGE] 374
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{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 375
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EXHIBIT 24(b) MEMORANDUM OF LICENSE [FOLLOWS ON NEXT PAGE] 376
Option and CVL05851.Tri City.Option.and.Tower.Structure.Draft.License.8.28.23.Final ExecutableFinal Executable

Recording Requested By
& When Recorded Return To:

New Cingular Wireless PCS, LLC
Attn: Tower Asset Group - Lease Administration
1025 Lenox Park Blvd NE, 3rd Floor
Atlanta, GA 30319

(Space Above This Line For Recorder’s Use Only)

APN: 010-191-070

Cell Site No.: CVL05851
Search Ring Name: CVL05851_SR
Cell Site Name: Tri City
Fixed Asset No.: 15532181
State: California
County: Placer

MEMORANDUM OF LICENSE
This Memorandum of License is entered into on this ____ day of ____________, 2023, by and between City of Rocklin, a municipal corporation, having its principal office at 3970 Rocklin Road, Rocklin, CA 95677 (hereinafter called “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”). 1. Licensor and Licensee entered into a certain Option and Tower Structure License Agreement (“Agreement”) on the ___ day of___________, 2023, 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, successors, and assigns, subject to the provisions of the Agreement.

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Option and Tower Structure License Agreement 8.28.2023. Final Executable 7 IN WITNESS WHEREOF, the parties have executed this Memorandum of License as of the day and year first above written.

LICENSOR:

City of Rocklin, a municipal corporation

By:

Name:

Its:

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]
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Option and Tower Structure License Agreement 8.28.2023. Final Executable

LICENSOR 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)

Option and Tower Structure License Agreement 8.28.2023. Final Executable

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)

Option and Tower Structure License Agreement 8.28.2023. Final Executable

EXHIBIT 1 TO MEMORANDUM OF LICENSE DESCRIPTION OF PROPERTY AND PREMISES Page 1 of 2 to the Memorandum of License dated ______________, 2023, by and between City of Rocklin, a municipal corporation, as Licensor, and New Cingular Wireless PCS, LLC, a Delaware limited liability company, as Licensee. The Property is legally described as follows:

Remainder Parcel (+/- 13.02 Acres) as is shown on that certain Parcel Map filed for record at Book 35 of Parcel Maps at Page 91, Official Records of Placer County

APN: 010-191-070 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]

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Option and Tower Structure License Agreement 8.28.2023. Final Executable

EXHIBIT 24(k)
IRS FORM W-9 & CA FTB FORM 590

Page 1 of 3 ends

Rocklin City CouncilSeptember 12, 2023

Rocklin City Council
September 12, 2023