GROUND LICENSE AGREEMENT BETWEEN THE CITY OF SANTA ANA
AND
CCTM1 LLC FOR WIRELESS TELECOMMUNICATIONS FACILITIES
AT JEROME PARK
This Ground License Agreement (“Agreement”) made this 18th day of March, 2025, is entered into by and between the CITY OF SANTA ANA, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California, hereinafter designated as “LICENSOR” and CCTM1 LLC, a Delaware limited liability company, hereinafter designated “LICENSEE.” LICENSOR and LICENSEE are at times collectively referred to hereinafter as the “Parties.”
A Ground License for Wireless Telecommunications Facilities allows the City of Santa Ana to make certain properties available for the construction of new telecommunications facilities or the renewal of existing telecommunications facility agreements on the property. This will be a license for the use of the real estate as specified in the Agreement.
1. PROPERTY. LICENSOR is the owner of that certain real property located at 2115 W.
McFadden Avenue, Santa Ana, CA 92704, commonly known as Jerome Park (the entirety of LICENSOR’s property is referred to hereinafter as the “Property” and a legal description of the Property is attached hereto as Exhibit A).
2. PREMISES. LICENSOR hereby licenses to LICENSEE a portion of that Property for Site for Business Unit Number 828436 and being described as approximately four hundred fifty- four (454) square feet for LICENSEE’s wireless telecommunications facilities as defined in Section 11 of this Agreement, consisting of (i) an existing three hundred eighty-eight (388) square foot parcel which LICENSEE was granted a lease for in the Original Agreement (as defined in Section 3, below, and further described in Exhibit B, attached hereto for reference) and (ii) an additional sixty-six (66) square foot parcel (the “First Additional Premises”). The licensed area of the Property, referred to hereinafter as the “Premises,” is substantially described in Exhibit C attached hereto and incorporated fully.
3. PRIOR AGREEMENT. The Parties acknowledge that if the Parties had a prior lease agreement, or license agreement that upon its Effective Date (as defined below), this Agreement shall replace and supersede any prior lease agreement or license agreement (the “Original Agreement”) between the Parties.
4. TERM. The Effective Date of this Agreement shall be April 1, 2025 and shall remain in effect for a period of ten (10) years (the “Initial Term”).
5. EXTENSIONS. This Agreement may be extended for up to three (3) additional five (5) year terms (each a “Renewal Term”) (the Initial Term and each Renewal Term are collectively referred to as the “Term”). Each Renewal Term shall be subject to the terms and conditions as set forth herein as follows:
A. If LICENSOR, in its reasonable discretion determines that LICENSEE’s continued use of the Premises is not in conformity with LICENSOR’s intended EXHIBIT 3
use of the Property, LICENSOR shall provide written notice to LICENSEE that the Agreement will not be extended at least six (6) months prior to the expiration of the initial term. If no such notice is provided, the Agreement automatically extends for the first Renewal Term.
B. Thereafter, each subsequent renewal shall be subject to the following procedure:
If LICENSEE determines that it desires to extend the term, LICENSEE shall provide written notice six (6) months prior to the end of then-current term.
Within sixty (60) days of receipt of LICENSEE’s notice, LICENSOR shall determine whether such extension is in LICENSOR’s best interest and, if not in LICENSOR’s best interest, LICENSOR may deny such extension request, at its sole discretion.
C. In the absence of a Renewal Term, the Agreement shall continue on a month-to- month basis. The License Fee for these month-to-month periods will be the amount of the last month Renewal Term License Fee plus four percent (4.0%), and subject to a Holding Over Fee as described in Section 6 below.
6. HOLDING OVER. Should LICENSEE continue to hold the Premises after the termination of the Agreement, whether the termination occurs by lapse of time or otherwise, such holding over shall, unless otherwise agreed to by LICENSOR in writing, constitute and be construed as a tenancy at will with an annual rent equal to the current annual License fee plus an additional annual License Fee equal to eighteen percent (18.0%) of the current annual License Fee, subject to all of the other terms set forth herein including the annual percentage License Fee increase.
7. ADDITIONAL PAYMENT. This Agreement, and any subsequent documents requiring approval including assignments and sublicenses, including colocations, require the Licensee to pay a non-refundable additional payment in the amount of Three Thousand Five Hundred and 00/100 Dollars ($3,500.00). The additional payment is due and payable to the City upon the Effective Date of this Agreement.
8. LICENSE FEES.
A. The License Fee for the first year shall be an annual amount of Forty-Nine- Thousand, Thirty and 32/100 Dollars ($49,030.32) based on a monthly amount of Four Thousand Eighty-Five and 86/100 Dollars ($4,085.86) to be paid annually in full on the first day of the year, in advance, to LICENSOR or to such other person, firm or place as LICENSOR may, from time to time, designate in writing at least thirty (30) days in advance of any License Fee payment date.
B. If License Fee is not paid within fifteen (15) days after the due date and provided LICENSOR has complied with all applicable notice and cure provisions herein, LICENSEE agrees to pay a late charge equal to six percent (6%) of the then- current License Fee.
C. License Fee amounts attributable to partial months shall be prorated on a daily basis.
D. The License Fee shall be subject to an annual increase of four percent (4%) per year, to be increased on each anniversary of the Effective Date.
E. LICENSEE agrees to pay to LICENSOR an Additional License Fee, as set forth in Section 28A(1) of this Agreement, in the amount of Five Hundred and 00/100 Dollars ($500.00) per month, beginning upon the first day of the first full month following commencement of construction activities within the Premises by the DISH Colocator, defined in Section 11 below (the “DISH Colocation Effective Date”), and each subsequent payment shall be due and payable on the first day of each month thereafter until the earlier of (i) the expiration of the Term, or (ii) the expiration or termination of the DISH colocation. On the anniversary of the DISH Colocation Effective Date and on each anniversary of that date thereafter (each an “Additional License Fee Adjustment Date”), the Additional License Fee shall not escalate at a fixed amount, however, such fee will be calculated pursuant to Section 28(a)(1) of this Agreement. If the DISH colocation expires or terminates for any reason, LICENSEE shall no longer be obligated to pay the Additional License Fee for the DISH colocation.
F. Pursuant to Section 28A(4) of this Agreement, LICENSEE agrees to pay to LICENSOR a fee for the First Additional Premises set forth in Section 2 of this Agreement (the “First Additional Premises Fee”) in the amount of Four Hundred and 00/100 Dollars ($400.00) per month as consideration for the First Additional Premises, beginning upon the commencement of installation of improvements within the First Additional Premises (the “First Additional Premises Effective Date”) and continuing thereafter until the earlier of (i) the expiration of the Term; or (ii) termination of the First Additional Premises by LICENSEE, in its sole and absolute discretion, upon thirty (30) days’ written notice to LICENSOR. Termination for the First Additional Premises shall be effective upon the removal of all improvements made by the LICENSEE and the restoration of the First Additional Premises to the condition it was in as of the First Additional Premises Effective Date, ordinary wear and tear excepted. On the anniversary of the First Additional Premises Effective Date and on each anniversary of that date thereafter (each a “First Additional Premises Fee Adjustment Date”), the First Additional Premises Fee shall increase by an amount equal to four percent (4%) of the First Additional Premises Fee in effect for the month immediately preceding the applicable First Additional Premises Fee Adjustment Date for so long as such First Additional Premises Fee is payable to LICENSOR as set forth herein.
9. GOVERNMENTAL APPROVALS.
A. It is understood and agreed that LICENSEE’s ability to use the Premises is contingent upon its obtaining all of the certificates, permits and other approvals,
including without limitation those by the City acting in its regulatory authority (collectively the “Governmental Approvals”), that may be required by a Federal, State or local authority as well as satisfactory soil boring tests, which will permit LICENSEE’s use of the Premises as set forth herein.
B. Prior to the Effective Date, LICENSEE shall have the right (but not the obligation) to enter the Premises for the purpose of making necessary inspections and engineering surveys (and soil tests where applicable) and other reasonably necessary tests (collectively “Tests”) to determine the suitability of the Premises for LICENSEE’s Facilities (defined below). In the event that any of such applications for such Governmental Approvals should be finally rejected or any Governmental Approval issued to LICENSEE is canceled, expires, lapses, or is otherwise withdrawn or terminated by the governmental authority or soil boring tests are found to be unsatisfactory so that LICENSEE will be unable to use the Premises for its intended purposes or LICENSEE determines that the Premises is no longer technically compatible for its intended use, LICENSEE shall have the right to terminate this Agreement. Notice of LICENSEE’s exercise of its right to terminate shall be given to LICENSOR in writing by certified mail, return receipt requested, and shall be effective upon the mailing of such notice by LICENSEE.
All License Fees and Administrative Fees paid to said termination date shall be retained by LICENSOR.
10. APPROVAL OF PLANS. Prior to commencing construction of LICENSEE’s Facilities (described in Exhibit B), LICENSEE shall obtain LICENSOR’s approval of LICENSEE’s work plans, which approval shall not be unreasonably withheld, conditioned, or delayed; such approval shall be issued by the City Manager or his/her designee. LICENSOR shall give such approval or provide LICENSEE with its requests for changes, which changes must comply with all applicable building codes, in writing within thirty (30) working days of LICENSOR’s receipt of LICENSEE’s work plans. If LICENSEE does not receive such approval or request for changes in writing within such thirty (30) working day period, LICENSOR shall be deemed to have approved the plans. LICENSOR shall not be entitled to receive any additional consideration in exchange for giving its approval of LICENSEE’s plans.
11. USE/MAINTENANCE.
A. LICENSEE shall have the right to construct, maintain, install, repair, and operate, on the Premises, two separate communications towers and equipment rooms, including but not limited to, radio frequency transmitting and receiving equipment, batteries, utility lines, transmission lines, radio frequency transmitting and receiving antennas and supporting structures and improvements (“LICENSEE’s Facilities”) as authorized and delineated in the plans and survey attached as Exhibit D, as may be modified from time to time in accordance with this Agreement. These two separate communications towers shall be identified as “Tower 1” and “Tower 2”. LICENSOR hereby consents to modifications at the Premises by DISH Wireless L.L.C. or its affiliate (the “DISH Colocator”) as more fully described in the drawings attached hereto as Exhibit D. All improvements shall be at LICENSEE’s sole expense and the installation of all
improvements shall be at the discretion and option of LICENSEE, with LICENSOR approval, which approval shall not be unreasonably withheld, delayed or conditioned. Said approval shall be obtained from LICENSOR prior to commencement of any construction, alterations, modifications or improvements pursuant to Section 10 above, and LICENSEE agrees to submit architectural and engineering drawings (“Plans”) and artistic renderings of the equipment to be installed.
B. LICENSEE agrees that the installation and maintenance of LICENSEE’s Facilities shall be effected with all reasonable diligence and precaution to avoid damage to the land, property or personnel. Notwithstanding the foregoing, once the initial improvements are installed, LICENSEE may replace, substitute, upgrade and expand its equipment, cables and antennas which comprise the LICENSEE’s Facilities for the purpose of repairing or upgrading the telecommunications capabilities of LICENSEE’s Facilities, with notice to LICENSOR, so long as the equipment, cables, or antennas remain within the original physical parameters of the Premises.
C. LICENSEE shall not make any physical and/or aesthetic changes to the Premises that are substantial in the sole view of LICENSOR without the prior approval of LICENSOR, which shall not be unreasonably withheld, conditioned or delayed. Any such changes are subject to the provisions of Section 10 contained herein.
D. LICENSEE shall be responsible for the cost of any and all damage to the Property including but not limited to concrete and/or asphalt, buildings and/or appurtenances caused by LICENSEE. LICENSOR at its discretion may require LICENSEE to repair and/or replace said damages or contract for said services and bill LICENSEE. LICENSEE shall have the right to install any warning signs on or about the Premises required by federal, state or local law.
E. LICENSEE’s Facilities shall be constructed and maintained in a manner and with materials that are consistent with the approved plans for the project. The materials actually used must match up with the proposed materials and artistic renderings. LICENSOR shall provide LICENSEE, LICENSEE’s employees, agents, contractors, subcontractors and assigns with access to the Premises twenty-four (24) hours a day, seven (7) days a week, at no charge to LICENSEE. LICENSOR shall, at its sole expense, maintain all access roadways from the nearest public roadway to the Premises in a manner sufficient to allow reasonable access to the Premises by LICENSEE. Except in cases of emergency, LICENSEE agrees to provide twenty-four (24) hours’ notice to LICENSOR before any installation, maintenance, replacement or repair is to take place on the Premises. In the event that maintenance is required, such as the repainting of LICENSEE’s Facilities, such maintenance must be completed by LICENSEE within thirty (30) calendar days of notice by LICENSOR, if given, or the beginning of work by LICENSEE, whichever occurs first.
F. LICENSEE hereby accepts the Premises in the condition existing as of the date of the execution hereof, subject to all applicable zoning, municipal, county, state, and federal laws, ordinances and regulations governing and regulating the use of the Premises, and terms, covenants and conditions of this Agreement. LICENSEE acknowledges that neither LICENSOR, nor any agent of LICENSOR, has made any representation or warranty with respect to the condition of the Premises or the suitability thereof for the conduct of LICENSEE. Further, LICENSOR has not agreed to undertake any modification, alteration or improvement to the Premises except as provided in this Agreement.
G. Except as may be otherwise expressly provided in this Agreement, the taking of possession of the Premises by LICENSEE shall in itself constitute acknowledgement that the Premises are in good condition and repair and in useable condition, and LICENSEE agrees to accept the Premises in its presently existing “as is” “where is” condition, and that LICENSOR shall not be obligated to make any improvements, modifications or repairs thereto except to the extent that may otherwise be expressly provided in this Agreement.
H. LICENSEE represents and warrants that it has made a sufficient investigation of the conditions of the Premises existing immediately prior to the execution of this Agreement, including but not limited to investigation of the surface, subsurface, and groundwater for contamination and hazardous materials and is satisfied that the Premises will safely support the project type to be constructed by LICENSEE upon the Premises, that the Premises is otherwise fully fit (physically and lawfully) for the uses required and permitted by this Agreement and that LICENSEE accepts all risks, losses and expenses associated the foregoing provisions.
I. LICENSEE acknowledges that (1) LICENSOR has informed LICENSEE prior to the commencement of the term of this Agreement that LICENSOR does not know of any release of any hazardous material that has come to be located on or beneath the Premises; (2) prior to the commencement of the term of this Agreement, LICENSOR has made available to LICENSEE, for review and inspection, records in the possession or control of LICENSOR which might reflect the potential existence of hazardous materials on or beneath the Premises; (3) LICENSOR has provided LICENSEE access to the Premises for a reasonable time and upon reasonable terms and conditions for purposes of providing to LICENSEE the opportunity to investigate, sample, and analyze the soil and groundwater on the Premises for the presence of hazardous materials; (4) by signing this Agreement, LICENSEE represents and warrants to LICENSOR that LICENSEE does not know nor has reasonable cause to believe that any release of hazardous material has come to be located on or beneath the Premises; and (5) with respect to any hazardous material which LICENSEE knows or has reasonable cause to believe has come or will come to be located on or beneath the Premises, LICENSEE agrees to promptly commence and complete the removal of the hazardous material at no cost or expense to LICENSOR and in full compliance with all applicable laws, regulations,
permits, approvals, and authorizations. The phrase "hazardous material," as used herein, has the same meaning as that phrase has in Section 14 of this Agreement.
J. In the event LICENSEE breaches any of the provisions of this Section, this Agreement may be terminated by LICENSOR subject to any applicable cure periods.
K. LICENSEE agrees that, except as otherwise expressly provided in this Agreement, LICENSEE is solely responsible, without any cost or expense to LICENSOR, to take all actions necessary to continuously use the Premises as provided by this Agreement and in compliance with all applicable laws and regulations during LICENSEE’s period of use at no cost or expense to LICENSOR and in full compliance with all applicable laws, regulations, permits, approvals, and authorizations.
12. COMPLIANCE WITH LAW. LICENSEE shall not use the Premises or permit anything to be done in or about the Premises which will in any way conflict with any law, statute, zoning restriction, ordinance, or governmental rule or regulation or requirements of duly constituted public authorities now in force or which may hereafter be in force, or with the requirements of the State Fire Marshal or other similar body now or hereafter constituted, relating to or affecting the condition, use or occupancy of the Premises. LICENSEE shall not allow the Premises to be used for any unlawful purpose, nor shall LICENSEE cause, maintain or permit any nuisance in, on or about the Premises. LICENSEE shall not commit or suffer to be committed any waste in or upon the Premises.
13. EXPLOSIVES AND FLAMMABLE MATERIALS. The Premises shall not be used for the storage of flammable materials, explosives, or other materials or other purposes deemed by LICENSOR to be a potential fire or other hazard to the Premises, except those permitted in Section 14 below. The operation and maintenance of the Premises shall be subject to regulation by LICENSOR so as to protect against fire or other hazard impairing the use, safety and/or appearance of the Premises and telecommunications facility. The occupancy and use of the Premises by LICENSEE shall not be such as will permit hazardous or unreasonably objectionable smoke, fumes, vapors or odors to rise above the surface of the Premises.
14. HAZARDOUS MATERIALS.
A. LICENSEE shall at all times and in all respects comply with all federal, state, and local laws, ordinances and regulations, including, but not limited to, the Federal Water Pollution Control Act (33 U.S.C. section 1251, et seq.), Resource Conservation and Recovery Act (42 U.S.C. section 6901, et seq.), Safe Drinking Water Act (42 U.S.C. section 300f, et seq.), Toxic Substances Control Act (15 U.S.C. section 2601, et seq.), Clean Air Act (42 U.S.C. section 7401, et seq.) Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. section 9601, et seq.), Safe Drinking Water and Toxic Enforcement Act (California Health and Safety 9 Amended 2018 MLA: CTC Approved May18-
19, 2022 Code section 25249.5, et seq.), other applicable provisions of the California Health and Safety Code (section 25100, et seq., and section 39000, et seq.), California Water Code (section 13000, et seq.), and other comparable state laws, regulations, and local ordinances relating to industrial hygiene, environmental protection or the use, analysis, generation, manufacture, storage, disposal, or transportation of any oil, flammable explosives, asbestos, urea, formaldehyde, radioactive materials, or waste, or other hazardous, toxic, contaminated or polluting materials, substances or wastes, including, without limitation, any "hazardous substances" under any such laws, ordinances or regulations (collectively "Hazardous Materials Laws").
B. As used in the provisions of this Agreement, "hazardous materials" include any "hazardous substance" as that term is defined in section 25316 of the California Health and Safety Code and any other material or substance listed or regulated by any Hazardous Materials Law or posing a hazard to health or the environment.
Except as otherwise expressly permitted in this Agreement, LICENSEE shall not use, create, store or allow any hazardous materials on the Premises, except fuel properly stored for back-up generators and the storage of fuel for such generators shall only be allowed if provided in a particular Premises License under the conditions of that Premises License or in a specific encroachment permit.
C. LICENSEE acknowledges that (1) prior to the commencement of the term of this Agreement, LICENSOR will make available upon request to LICENSEE, for review and inspection, records in the possession or control of LICENSOR which might reflect the potential existence of hazardous materials on or beneath the Premises; (2) LICENSOR has provided LICENSEE access to the Premises for a reasonable time and upon reasonable terms and conditions for purposes of providing to LICENSEE the opportunity to investigate, sample, and analyze the soil and groundwater on the Premises for the presence of hazardous materials; (3) by signing this Agreement, LICENSEE represents and warrants to LICENSOR that LICENSEE does not know nor has reasonable cause to believe that any release of hazardous material has come to be located on or beneath the Premises; and (4) with respect to any hazardous material which LICENSEE knows or has reasonable cause to believe has come or will come to be located on or beneath the Premises, LICENSEE agrees to promptly commence and complete the removal of the hazardous material at no cost or expense to LICENSOR and in full compliance with all applicable laws, regulations, permits, approvals, and authorizations. The phrase "hazardous material", as used herein, has the same meaning as that phrase has in Section 14 B. of this Agreement.
D. No permanent underground or above ground storage tanks shall be installed on Premises. Only temporary fuel tanks with secondary containment, for the sole purpose of storing fuel for the backup generators, are allowed.
E. In no case shall LICENSEE cause or allow the deposit or disposal of any hazardous materials of any kind on the Property, in any manner prohibited by law. LICENSOR, or its agents or contractors, shall upon seventy-two hours’ prior
notice to LICENSEE and accompanied by an escort designated by LICENSEE, have the right to go upon and inspect the Premises and the operations thereon to assure compliance with the requirements herein stated. In the event of emergency, where LICENSOR cannot reasonably comply with the foregoing notice requirement, LICENSOR shall have the right to access the Premises and LICENSOR shall, within forty-eight (48) hours following actual notice of emergency access, inform LICENSEE of (i) the date and time of emergency access and (ii) the nature of the event requiring emergency access. This inspection may include taking samples of substances and materials present for testing, and/or the testing of surface soils and sub-surface soils. In the event LICENSEE breaches any of the provisions of this Section, this Agreement may be terminated by LICENSOR, subject to any applicable cure periods.
F. LICENSEE shall, within twenty-four (24) hours of the discovery on the Premises of the presence of, or believed presence of, a Hazardous Substance as defined herein, give written notice to City. The failure to disclose in a timely manner the release of a Hazardous Substance by LICENSEE, including but not limited to, an amount which is required to be reported to a state or local agency pursuant to law shall be grounds for termination of this Agreement by City in addition to actual damages and other remedies provided by law. LICENSEE shall immediately clean up and completely remove all Hazardous Substances placed by LICENSEE on, under, about or within the Premises, in a manner that is in all respects safe and in accordance with all applicable laws, rules and regulations.
G. LICENSEE shall be responsible for and bear the entire cost of removal and disposal of any and all hazardous materials introduced to the Premises during LICENSEE's period of use of the Premises, regardless of whether such hazardous material is introduced by LICENSEE or by any other person acting under LICENSEE. LICENSEE shall also be responsible for any clean-up and decontamination on or off the Premises necessitated by the introduction of such hazardous materials within the Premises or any surface below the Property.
LICENSEE shall not be responsible for or bear the cost of removal or disposal of hazardous materials introduced to the Property by any party other than LICENSEE during any period prior to commencement of LICENSEE's period of use of the Premises.
H. LICENSEE shall further defend, indemnify, and hold harmless LICENSOR, and LICENSOR’s directors, officers, and employees, from any and all responsibilities, liabilities, penalties, and claims for damages resulting from the presence or use of hazardous materials within the Premises arising from LICENSEE’s use of the Premises.
I. Breach of any of the covenants, terms, and conditions in this Section shall give City the authority to either immediately terminate this Agreement or to shut down LICENSEE’s operations thereon, at the sole discretion of City. In either case, LICENSEE will continue to be liable under this Agreement to remove and mitigate all Hazardous Substances placed by LICENSEE on, under, about or within the
Premises. LICENSEE shall be responsible for, and bear the entire cost of removal and disposal of, all Hazardous Substances introduced to the Premises by LICENSEE during LICENSEE’s period of use and possession of the Premises.
Upon termination of this Agreement, LICENSEE shall, in accordance with all laws, remove from the Premises any equipment or improvements placed on the Premises by LICENSEE that may be contaminated by Hazardous Substances.
15. INDEMNIFICATION. To the furthest extent allowed by law, LICENSEE shall indemnify, hold harmless and defend LICENSOR and its officers, officials, employees, agents and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict liability, including but not limited to personal injury, death at any time and property damage, including damage by fire or other casualty) incurred by LICENSOR, LICENSEE, or any other person, and from any and all claims, demands and actions in law or equity (including attorney's fees and litigation expenses), arising or alleged to have arisen directly or indirectly out of LICENSEE’s: (i) occupancy, maintenance and/or use of the Premises and/or LICENSEE’S Facilities; or (ii) performance of, or failure to perform, this Agreement. LICENSEE’s obligations under the preceding sentence shall apply to any negligence of LICENSOR, but shall not apply to any loss, liability, fines, penalties, forfeitures, costs or damages caused solely by the gross negligence, or by the willful misconduct, of LICENSOR or its officers, officials, employees, agents or volunteers.
16. INSURANCE. LICENSEE shall carry and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder and the results of that work performed by the LICENSEE or on LICENSEE’s behalf by its agents, representatives, employees or subcontractors as specified in Exhibit E.
17. INTERFERENCE.
A. LICENSEE’s Facilities shall not disturb the communications configurations, equipment, and frequency, which exist on the Property on the date the Original Agreement was fully executed (“Pre-Existing Communications”), or public safety communications operations, as may be upgraded periodically, and LICENSEE’s Facilities shall comply with all non-interference rules of the Federal Communications Commission (“FCC”). LICENSOR shall not use, or permit the use of, any portion of the Property in any way, which interferes with LICENSEE’s use of the Premises or encroaches upon the Premises.
Notwithstanding the foregoing, Pre-Existing Communications operating in the same manner as on the date this Agreement is fully executed shall not be deemed interference. LICENSOR shall require any future tenants, assignees, licensees, or occupants using any portion of the Property for the operation of mobile/wireless or radio communications facilities to comply with the provisions of this Section and shall obtain LICENSEE’s written consent prior to allowing such use of the Property, which such consent shall not be unreasonably withheld, conditioned, or delayed, provided that LICENSEE’s consent may be withheld if interference with LICENSEE’s transmissions, receptions, operations, or use of frequency will result due to such use. The City Manager or his/her designee shall determine whether
consent is unreasonably withheld and may require LICENSEE to consent subject to the above conditions.
In the event of any interference with LICENSOR’s public safety communications operations, LICENSEE shall have twenty-four (24) hours after receipt of notice to cure the interference, and if LICENSEE fails to do so, LICENSOR has the right to require that LICENSEE cease operating LICENSEE’s Facilities (except for intermittent testing to determine the source of the interference) until LICENSEE is able to recommence operations without causing such interference. If LICENSEE’s Facilities interfere with LICENSOR’s public safety communications operations during an emergency, LICENSOR may require that LICENSEE immediately cease operating LICENSEE’s Facilities and if LICENSEE fails to do so, LICENSOR has the right to shut down the electricity supply to LICENSEE’s Facilities. LICENSEE shall reimburse LICENSOR for any actual, reasonable costs that LICENSOR incurs to cure any interference with LICENSOR’s public safety communications operations caused by LICENSEE’s Facilities.
18. REMOVAL UPON TERMINATION. LICENSEE, upon expiration or earlier termination of the Agreement, shall, within ninety (90) days, remove all of LICENSEE’s fixtures and all personal property and otherwise restore the Premises substantially to its original condition, at LICENSEE’s sole expense, reasonable wear and tear, and casualty excepted, including but not limited to, removing of any foundations to a depth of four (4) feet. LICENSOR agrees and acknowledges that all of the equipment, fixtures and personal property of LICENSEE shall remain the personal property of LICENSEE and LICENSEE shall have the right to remove the same, whether or not said items are considered fixtures and attachments to real property under applicable law. Antenna support structure, all utilities, cabling, wiring, underground conduits, foundations and equipment/storage buildings may remain at LICENSOR’s sole option.
19. QUIET ENJOYMENT. LICENSOR covenants that LICENSEE, on paying the License Fee and performing the covenants shall peaceably and quietly have, hold and enjoy the Premises, provided however, that LICENSOR shall have the right and privilege to conduct City Business on the Property, as necessary. “City Business” shall include, but not be limited to the following: minor maintenance, minor landscaping, minor construction, concessionaires, and City-sponsored events, located near the Premises, so long as the City Business does not interfere with or impair the operation of LICENSEE’s Facilities.
20. TITLE. LICENSOR covenants that LICENSOR possesses good and sufficient title and interest to the Property and has full authority to enter into and execute this Agreement.
LICENSOR further covenants that there are no other liens, judgments or impediments of title on the Property or affecting LICENSOR’s title to the same and that there are no covenants, easements or restrictions that prevent the use of the Premises by LICENSEE as set forth above.
21. NO LIENS. LICENSEE shall not permit any mechanics’ or materialmen’s liens on the Property for any labor or material furnished to LICENSEE in connection with work performed. LICENSEE shall have the right to contest the validity, nature, or amount of any
such lien but, upon the final determination of such questions, shall immediately pay any adverse judgment rendered with all proper costs and charges and have the lien released at its own expense. If LICENSEE desires to contest any such lien, then prior to commencing such contest, it will post a bond, where necessary, to release the lien.
22. OTHER LICENSEE RESPONSIBILITIES. LICENSEE shall comply with all present and future laws, orders and regulations relating to Maximum Permissible Exposure (“MPE”) and other related health issues directly applicable to its operation of LICENSEE’s Facilities, as well as the American National Standards Institute (ANSI) standards. Without limiting the provisions of LICENSEE’s indemnity contained herein, LICENSEE, on behalf of itself and its successors and assigns, shall indemnify LICENSOR from and against all claims or personal injuries due to violation of MPE to the extent such personal injuries are actually caused by LICENSEE’s Facilities on the Premises.
A. LICENSEE shall maintain LICENSEE’s Facilities and shall make all repairs to the Premises necessary to keep the Premises safe. LICENSOR may require LICENSEE to make repairs to and/or replace damaged equipment of LICENSEE’s Facilities and/or any parts thereto regardless of fault including, but not limited to, damage caused by vandalism or acts of God, not later than seven (7) days after said damage is reported to LICENSEE, except for damage caused by LICENSOR. This time period may be extended with written authorization from the City Manager. In the event such authorization is not given, and repairs are not made in seven (7) days, LICENSOR may cause such repairs to be made, including making said repairs and/or hiring a contractor to make said repairs.
LICENSOR may charge LICENSEE for the cost of said services. Damage caused by graffiti shall be removed within forty-eight (48) hours notification to LICENSEE by LICENSOR. If said graffiti is not removed within the 48-hour period, City may remove said graffiti and bill LICENSEE for the cost of services.
B. LICENSOR grants LICENSEE the right to obtain utilities for the operation of LICENSEE’s Facilities. LICENSEE shall be responsible directly to the servicing entities for any and all utilities required by LICENSEE for its use of the Premises.
LICENSOR shall cooperate with LICENSEE in its efforts to obtain utilities from any location provided by LICENSOR or the servicing utility, including signing any easement or other instrument reasonably required by the utility company.
C. LICENSEE shall have the right to replace or repair its equipment or any portion thereof during the term of this Agreement. LICENSEE shall maintain the Premises in a good condition, reasonable wear and tear excepted.
23. EMERGENCY USE OF PREMISES. LICENSEE shall make available to police, fire, and emergency services of the City of Santa Ana space on its communications tower at no cost to LICENSEE or said entities, subject to structural analysis, provided LICENSEE’S antenna structure and license area can accommodate LICENSOR’s proposed equipment and space is available, which determination shall be made by LICENSEE in its reasonable and good faith discretion. If the City of Santa Ana exercises its right to collocate pursuant to this Section, LICENSOR shall negotiate, in good faith, a tower license agreement (“Tower License
Agreement”) with terms mutually agreed upon by LICENSOR and LICENSEE at that time. LICENSEE agrees that LICENSOR shall be entitled to utilize LICENSEE’S Facilities without paying the Basic Monthly Consideration as defined in the Tower License Agreement. The City of Santa Ana is responsible for maintaining its own equipment. The space to be made available will not create interference with LICENSEE’s communications operations. As to any future colocations, their respective installations will be permitted only at such locations that will not cause interference with LICENSEE or LICENSOR and the City of Santa Ana’s operations. The City entities will be afforded 24-hour access to its equipment at the Property. In addition, the City will be provided “power backup” by LICENSEE, if available at the Premises.
24. INTEGRATION. It is agreed and understood that this Agreement and its Exhibits contain all agreements, promises and understandings between LICENSOR and LICENSEE and that no verbal or oral agreements, promises or understandings shall be binding upon either LICENSOR or LICENSEE in any dispute, controversy or proceeding at law, and any addition, variation or modification to this Agreement shall be void and ineffective unless made in writing and signed by the Parties. In the event any provision of the Agreement is found to be invalid or unenforceable, such finding shall not affect the validity and enforceability of the remaining provisions of this Agreement. The failure of either Party to insist upon strict performance of any of the terms or conditions of this Agreement or to exercise any of its rights under the Agreement shall not waive such rights and such Party shall have the right to enforce such rights at any time and take such action as may be lawful and authorized under this Agreement, either in law or in equity.
25. GOVERNING LAW. This Agreement and the performance thereof shall be governed, interpreted, construed, and regulated by the laws of the State of California, with venue in Orange County.
26. ATTORNEY’S FEES. The prevailing party in any legal action or lawsuit arising hereunder shall be entitled to its reasonable attorneys’ fees and court costs, including appeals, if any.
27. ASSIGNMENT. LICENSEE shall not assign or transfer this Agreement without the prior written consent of LICENSOR, which consent solely at LICENSOR’S discretion. Subsequent documents requiring approval including assignments, and sublicenses require an Administrative Fee as prescribed in Section 7 to cover cost of review. Provided, however, that LICENSEE shall have the right to assign its rights under this Agreement, to any of LICENSEE’s (i) partners, parents, subsidiaries, affiliates, or successor legal entities, (ii) in connection with the sale, exchange, or other transfer of LICENSEE’s FCC authorization for the geographic area in which the Premises are located or of majority of LICENSEE’s network assets in the geographic area where the Premises are located, or (iii) in connection with any financing, loan, security interest, pledge, or mortgage of LICENSEE’s property with written notice to LICENSOR as prescribed in Section 29 of this Agreement. Such notice shall be given thirty (30) days prior to any assignment. No Administrative Fee is required for assignments between parties listed in (i-iii) above.
28. COLOCATION. LICENSEE acknowledges and agrees that the City policy is to provide for colocation on telecommunications tower facilities and will reasonably facilitate any colocation
subject to the conditions outlined in this Agreement. LICENSEE further agrees that LICENSOR shall retain ownership of any further lease rights with respect to space for additional telecommunications facilities on the Property, other than the Premises which is already licensed to LICENSEE.
A. LICENSEE – COLOCATOR Colocation Agreement: LICENSEE shall enter into a sublicense, or similar form of occupancy, subject to all permits and approvals from all governmental agencies having jurisdiction, with a future tower colocation user who wishes to collocate/sublease space on LICENSEE’s tower, subject to:
1) LICENSOR shall receive a fee of fifty percent (50%) of the Tower Rent, as defined below, received by LICENSEE (the “Additional License Fee”). a. LICENSEE is required to self-report to LICENSOR when their Tower Rent from any source increases.
b. To ensure accurate calculation and payment of the Additional License Fee, once per calendar year, LICENSOR may submit a written request to LICENSEE for a business summary report pertaining to LICENSEE’s sublicensee rent obligations for the cellular tower (“Tower Rent”) that is the subject of this Agreement for the prior twelve (12) month period, and LICENSEE shall provide such written report to LICENSOR within sixty (60) days after LICENSEE’s receipt of such written request. LICENSOR shall send such written request to the Notice address set forth in Section 29 of this Agreement.
c. In the event that LICENSEE does not provide a business summary, as described in Section 28(a)(1), within sixty (60) days, or such business summary is not satisfactory in the LICENSOR’s reasonable discretion, LICENSOR shall have the right to:
i. Upon reasonable notice, review LICENSEE’s records related to Tower Rent, including but not limited to, invoices, contracts, and any other documentation supporting the amount of Tower Rent received by LICENSEE;
ii. Conduct an audit: LICENSOR may, at its own expense and upon reasonable notice to LICENSEE, conduct an audit of LICENSEE’s books and records related to the Tower Rent to verify the accuracy of the reported amounts.
d. LICENSEE shall cooperate fully with LICENSOR’s reasonable requests for information and access to records in connection with the verification of the Additional License Fee.
2) LICENSEE shall obtain LICENSOR’s consent on any sublicense, or similar form of occupancy, or colocation agreement, and affidavits stating the colocation rent.
3) Each colocatee shall have a separate agreement with the term(s) running coterminous (all starting and expiring on the same date) with the primary or original LICENSEE Agreement.
4) In the event LICENSEE does not have adequate ground space for colocatee; LICENSEE and LICENSOR shall amend the Agreement to include the additional required ground space for the colocatee. The Amendment to the Agreement shall specify the monthly amount that LICENSEE shall pay LICENSOR for the additional ground space required. That amount shall be determined by the additional required ground space as specified below:
Additional Space Required Amount due Licensor per Month Up to 100 ft2 $400.00
100 to 200 ft2 $600.00
200 to 300 ft2 $900.00
Over 300 ft2 $1,250.00
The License Fee for the additional ground space in this Section shall be subject to an annual increase of four percent (4%) per year, to be increased on each anniversary of the Effective Date of the Amendment to the Agreement.
B. COLOCATION ADDITIONAL PAYMENT: A colocation non-refundable additional payment is payable to LICENSOR by LICENSEE for colocations as prescribed in Section 7 of this Agreement; and LICENSOR’s review/approval cannot be unreasonably withheld, conditioned or delayed. However, if the colocation is submitted as one proposal with LICENSEE’s submission, or as multiple colocatees, only one colocation non-refundable additional payment shall be required.
29. NOTICES. All notices hereunder must be in writing and shall be deemed validly given if sent by certified mail, return receipt requested or by commercial courier, provided the courier’s regular business is delivery services and provided further that it guarantees delivery to the addressee by the end of the next business day following the courier’s receipt from the sender, addressed as follows:
LICENSOR:
City Clerk
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, CA 92702
With Copies To:
Public Works Agency
20 Civic Center Plaza (M-21)
P.O. Box 1988
Santa Ana, CA 92702
LICENSEE:
CCTM1 LLC
c/o Crown Castle USA Inc.
Attn: Legal - Real Estate Department
2000 Corporate Drive
Canonsburg, PA 15317
A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. For purposes of calculating these timeframes, weekends, federal, state, County or City holidays shall be excluded.
30. SUCCESSORS. This Agreement shall extend to and bind the heirs, personal representatives, successors, administrators and permitted assigns of the Parties hereto.
31. RELOCATION RIGHT.
A. Anytime within the Initial Term, LICENSOR shall have the right to cause LICENSEE to relocate LICENSEE’s Facilities to alternate space on the Property; provided however, that such relocation shall (1) be at LICENSEE’s cost and expense which shall be limited to reasonable expenses of moving and re-installing the tower structure and accompanying equipment, including the cost of City permits and fees which LICENSEE may legally pay, (2) be performed by LICENSEE or its agents, (3) not result in any interruption of the communications services provided by LICENSEE on the property, (4) not impair, or in any manner alter, the quality of communications services provided by LICENSEE on or from the Property, and (5) be done in accordance with subsections B and C below.
Upon relocation of LICENSEE’s Facilities, the access and utility rights of way will be relocated as required, in the sole discretion of LICENSOR, to operate and maintain LICENSEE’s Facilities.
B. LICENSOR shall exercise its relocation right under subsection A above by delivering written notice (the “Notice”) to LICENSEE. In the Notice, LICENSOR shall propose an alternate location to which LICENSEE may relocate LICENSEE’s Facilities. LICENSEE shall have sixty (60) days from the date it receives the Notice to evaluate LICENSOR’s proposed relocation site, during which period LICENSEE shall have the right to conduct tests to determine the technological feasibility of the proposed relocation site. If LICENSEE fails to disapprove of such proposed relocation Premises in writing within the sixty (60)-day period, LICENSEE shall be deemed to have approved such proposed relocation site. If LICENSEE disapproves such relocation site,
then LICENSOR may thereafter propose another relocation Premises by Notice to LICENSEE in the manner set forth above. Any relocation Premises which LICENSOR and LICENSEE agree upon in writing shall be referred to as the “Relocation Site.” LICENSEE shall have up to twelve (12) months after execution of a written agreement between the parties concerning the location and dimensions of the Relocation Premises to relocate LICENSEE’s Facilities to the Relocation Site.
Upon relocation of LICENSEE’s Facilities to the Relocation Site, all references to the Premises herein shall be deemed to be references to the Relocation Site.
LICENSOR and LICENSEE agree that the Relocation Premises (including the access and utility right of way) may be surveyed by a licensed surveyor at the sole cost of LICENSEE, and such survey will then replace Exhibit C and become a part hereof and will control or describe the Premises. Except as expressly provided, LICENSOR and LICENSEE hereby agree that in no event will the relocation of LICENSEE’s Facilities, or any part thereof, under subsection A above, affect, alter, modify or otherwise change any of the terms and conditions of this Agreement.
32. DEFAULT. In the event there is a default by either party with respect to any of the provisions of this Agreement or its obligations under it, including the payment of the License Fee, the non-defaulting party shall give the defaulting party written notice of such default. After receipt of such written notice, the defaulting party shall have fifteen (15) days in which to cure any monetary default and thirty (30) days in which to cure any non- monetary default, provided the defaulting party shall have such extended period as may be required beyond the thirty (30) days if the nature of the cure is such that it reasonably requires more than thirty (30) days and the defaulting party commences the cure within the thirty (30) day period and thereafter continuously and diligently pursues the cure to completion. The non-defaulting party may not maintain any action or affect any remedies for default against the defaulting party unless and until the defaulting party has failed to cure the same within the time periods provided in this Section.
33. CASUALTY. In the event of damage by fire or other casualty to the Premises that cannot reasonably be expected to be repaired within sixty (60) days following same or, if the Property is damaged by fire or other casualty so that such damage may reasonably be expected to disrupt LICENSEE’s operations at the Premises for more than sixty (60) days, then LICENSEE may at any time following such fire or other casualty, provided LICENSOR has not commenced the restoration required to permit LICENSEE to resume its operation at the Premises, terminate this Agreement upon twenty (20) days written notice to LICENSOR. Any such notice of termination shall cause this Agreement to expire with the same force and effect as though the date set forth in such notice were the date originally set as the expiration date of this Agreement and the parties shall make an appropriate adjustment, as of such termination date, with respect to payments due to the other under this Agreement. If LICENSEE decides not to terminate this Agreement, the License Fee shall be abated proportionally to the reduction of use.
34. CONDEMNATION. In the event of any condemnation of the Premises, LICENSEE may terminate this Agreement upon fifteen (15) days written notice to LICENSOR. LICENSEE
may on its own behalf make a claim in any condemnation proceeding involving the Premises for losses related to the antennas, equipment, its relocation costs and its damages and losses, and any other amount recoverable by LICENSEE under condemnation law (but not for the loss of its leasehold interest). Any such notice of termination shall cause this Agreement to expire with the same force and effect as though the date set forth in such notice were the date originally set as the expiration date of this Agreement and the parties shall make an appropriate adjustment as of such termination date with respect to payments due to the other under this Agreement.
35. SUBMISSION OF AGREEMENT. The submission of this Agreement for examination does not constitute an offer to lease the Premises and this Agreement becomes effective only upon the full execution of this Agreement by the Parties
36. SURVIVAL. The provisions of the Agreement relating to indemnification from one Party to the other Party shall survive any termination or expiration of this Agreement. Additionally, any provisions of this Agreement, which require performance subsequent to the termination or expiration of this Agreement shall also survive such termination or expiration.
37. CAPTIONS. The captions contained in this Agreement are inserted for convenience only and are not intended to be part of the Agreement. They shall not affect or be utilized in the construction or interpretation of the Agreement.
38. TERMINATION.
A. Compelled Termination: If, during the Term, there is a determination made pursuant to an unappealable order of a county, state, or national governmental health agency having proper jurisdiction over LICENSEE’s operations that LICENSEE’s use of the Premises poses a human health hazard that cannot be remedied and that LICENSEE must cease all operations on the Premises, then LICENSEE shall immediately cease all operations on the Premises and this Agreement shall terminate as of the date of such order. In the event the Federal Communications Commission, or any successor agency, makes a determination that is final and non-appealable, or which is affirmed and becomes final after the exhaustion of all available appeals, concluding that LICENSEE’s use as set forth in this Agreement presents a material risk to the public health or safety and that LICENSEE must cease all operations on the Premises, LICENSOR may terminate this Agreement upon fourteen (14) days’ notice to LICENSEE.
B. Termination by LICENSEE: LICENSEE may terminate this Agreement by written notice to LICENSOR if (i) LICENSEE does not obtain all permits, consents, easements, non-disturbance agreements or other approvals (collectively “Approvals”) reasonably desired by LICENSEE or required from any governmental authority or any third party related to or reasonably necessary to operate, install, maintain, replace, or remove LICENSEE’s Facilities, or if any such approval is canceled, expires or is withdrawn or terminated without any fault of LICENSEE, or (ii) LICENSOR fails to have proper ownership of the Premises or the authority to enter into this Agreement, or (iii) LICENSOR fails to cure a default
pursuant to Section 32. Upon termination, all prepaid License Fees shall be retained by LICENSOR, unless termination is pursuant to (ii) above or (iii) above.
C. Termination by LICENSOR: LICENSOR may terminate this Agreement by written notice to LICENSEE if LICENSEE fails to cure a default pursuant to Section 32. Upon termination for this reason, all prepaid License Fees shall be retained by LICENSOR.
39. MISCELLANEOUS PROVISIONS.
A. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective Parties to the terms of this Agreement, and each Party shall indemnify the other fully, including reasonable costs and attorney’s fees, for any injuries or damages incurred in the event that such authority or power is not, in act, held by the signatory or is withdrawn.
B. The Parties agree that LICENSOR has entered into this Agreement in its proprietary capacity as owner of the Premises and not in any regulatory capacity.
C. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement.
D. In the event of any conflict of inconsistency between the terms and condition in this Agreement and any terms or conditions set forth in any Exhibit, purchase order, or other document relating to the transactions contemplated by this Agreement, the terms and conditions set forth in this Agreement shall prevail. [Signature Page Follows]
Nabil Saba
Digitally signed by
Nabil Saba
Date: 2025.03.03
17:14:39 -08'00'
EXHIBIT A
Legal Description of the Property
SANTA ANA ACRES LOT 32 AND POR OF LOT 31 AND POR ABAND STR (CENTER STREET) ADJOINING THE WEST LINE OF LOT 32 TR 696
EXHIBIT B
Original Agreement
EXHIBIT C
Legal Description and Survey of the Premises
PROPERTY OWNER
THE CITY OF SANTA ANA, A MUNICIPAL CORPORATION
PROPERTY ADDRESS
2115 W. McFadden Avenue, Santa Ana, CA 92704
PARCEL NUMBER
109-050-30
TOWER LICENSE 1
A PORTION OF PART OF LOTS 13 & 14, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA AS SHOWN ON THAT RECORD OF SURVEY 27-44, REPLAT OF SANTA ANA ACRES, IN BOOK OF MAPS 47, PAGE 37 IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, FURTHER DESCRIBED AS FOLLOWS:
COMMENCE AT THE FOUND NAIL AND TAG AT THE CENTERLINE INTERSECTION OF
WEST MCFADDEN STREET AND SOUTH CENTER STREET (NOW ABANDONED) AS SHOWN ON SAID RECORD OF SURVEY;
THENCE ALONG THE CENTERLINE OF SAID ABANDONED SOUTH CENTER STREET NORTH 0°35'17" EAST, 42.00 FEET;
THENCE NORTH 0°35'17" EAST, 491.60 FEET;
THENCE DEPARTING THE CENTERLINE OF SAID ABANDONED SOUTH CENTER STREET SOUTH 89°24'43" EAST, 74.30 FEET TO THE SOUTHWEST CORNER OF THE EXISTING EQUIPMENT SHELTER;
THENCE ALONG THE WESTERLY LINE OF SAID SHELTER NORTH 0°35'17" EAST, 24.00 FEET TO THE NORTHWEST CORNER OF SAID SHELTER;
THENCE DEPARTING THE WESTERLY LINE OF SAID SHELTER NORTH 2°41'45" EAST,
0.97 FEET TO THE TRUE POINT OF BEGINNING;
THENCE NORTH 89°24'43" WEST, 7.07 FEET;
THENCE NORTH 0°35'17" EAST, 7.07 FEET;
THENCE SOUTH 89°24'43" EAST, 7.07 FEET;
THENCE SOUTH 0°35'17" WEST, 7.07 FEET TO THE TRUE POINT OF BEGINNING.
TOGETHER WITH AND RESERVING NON-EXCLUSIVE RIGHTS OF ACCESS AND FOR
UTILITIES TO AND FROM THE SURVEYED PROPERTY TO THE PUBLIC RIGHT-OF- WAY.
CONTAINING 50 SQUARE FEET, OR 0.0011 ACRES, MORE OR LESS.
OWNER:
CITY OF SANTA ANA,
FINANCE & ACCOUNTING
P.O. BOX 1988
SANTA ANA, CALIFORNIA 92703
TOWER LICENSE 2
A PORTION OF PART OF LOTS 13 & 14, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA AS SHOWN ON THAT RECORD OF SURVEY 27-44, REPLAT OF SANTA ANA ACRES, IN BOOK OF MAPS 47, PAGE 37 IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, FURTHER DESCRIBED AS FOLLOWS:
COMMENCE AT THE FOUND NAIL AND TAG AT THE CENTERLINE INTERSECTION OF
WEST MCFADDEN STREET AND SOUTH CENTER STREET (NOW ABANDONED) AS SHOWN ON SAID RECORD OF SURVEY;
THENCE ALONG THE CENTERLINE OF SAID ABANDONED SOUTH CENTER STREET NORTH 0°35'17" EAST, 42.00 FEET;
THENCE NORTH 0°35'17" EAST, 491.60 FEET;
THENCE DEPARTING THE CENTERLINE OF SAID ABANDONED SOUTH CENTER STREET SOUTH 89°24'43" EAST, 74.30 FEET TO THE SOUTHWEST CORNER OF THE EXISTING EQUIPMENT SHELTER;
THENCE ALONG THE WESTERLY LINE OF THE EXISTING EQUIPMENT SHELTER NORTH 0°35'17" EAST, 24.00 FEET TO THE NORTHWEST CORNER OF THE EXISTING EQUIPMENT SHELTER;
THENCE DEPARTING THE WESTERLY LINE AND ALONG THE NORTHERLY LINE OF SAID SHELTER SOUTH 89°24'43" EAST, 12.00 FEET TO THE NORTHEAST CORNER OF SAID SHELTER;
THENCE DEPARTING THE NORTHERLY LINE OF SAID SHELTER NORTH 51°26'04" WEST, 1.57 FEET TO THE TRUE POINT OF BEGINNING;
THENCE NORTH 0°35'17" EAST, 7.07 FEET;
THENCE SOUTH 89°24'43" EAST, 7.07 FEET;
THENCE SOUTH 0°35'17" WEST, 7.07 FEET;
THENCE NORTH 89°24'43" WEST, 7.07 FEET TO THE TRUE POINT OF BEGINNING.
TOGETHER WITH AND RESERVING NON-EXCLUSIVE RIGHTS OF ACCESS AND FOR
UTILITIES TO AND FROM THE SURVEYED PROPERTY TO THE PUBLIC RIGHT-OF- WAY.
CONTAINING 50 SQUARE FEET, OR 0.0011 ACRES, MORE OR LESS.
OWNER:
CITY OF SANTA ANA,
FINANCE & ACCOUNTING
P.O. BOX 1988
SANTA ANA, CALIFORNIA 92703
FIRST ADDITIONAL PREMISES LICENSE
A PORTION OF PART OF LOTS 13 & 14, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA AS SHOWN ON THAT RECORD OF SURVEY 27-44, REPLAT OF SANTA ANA ACRES, IN BOOK OF MAPS 47, PAGE 37 IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, FURTHER DESCRIBED AS FOLLOWS:
COMMENCE AT THE FOUND NAIL AND TAG AT THE CENTERLINE INTERSECTION OF
WEST MCFADDEN STREET AND SOUTH CENTER STREET (NOW ABANDONED) AS SHOWN ON SAID RECORD OF SURVEY;
THENCE ALONG THE CENTERLINE OF SAID ABANDONED SOUTH CENTER STREET NORTH 0°35'17" EAST, 42.00 FEET;
THENCE NORTH 0°35'17" EAST, 491.60 FEET;
THENCE DEPARTING THE CENTERLINE OF SAID ABANDONED SOUTH CENTER STREET SOUTH 89°24'43" EAST, 74.30 FEET TO THE SOUTHWEST CORNER OF THE EXISTING EQUIPMENT SHELTER, THE TRUE POINT OF BEGINNING;
THENCE SOUTH 0°35'17" WEST, 9.00 FEET;
THENCE NORTH 89°24'43" WEST, 7.33 FEET;
THENCE NORTH 0°35'17" EAST, 9.00 FEET;
THENCE SOUTH 89°24'43" EAST, 7.33 FEET TO THE TRUE POINT OF BEGINNING.
TOGETHER WITH AND RESERVING NON-EXCLUSIVE RIGHTS OF ACCESS AND FOR
UTILITIES TO AND FROM THE SURVEYED PROPERTY TO THE PUBLIC RIGHT-OF- WAY.
CONTAINING 66 SQUARE FEET, OR 0.0015 ACRES, MORE OR LESS.
OWNER:
CITY OF SANTA ANA,
FINANCE & ACCOUNTING
P.O. BOX 1988
SANTA ANA, CALIFORNIA 92703
EQUIPMENT LEASE
A PORTION OF PART OF LOTS 13 & 14, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA AS SHOWN ON THAT RECORD OF SURVEY 27-44, REPLAT OF SANTA ANA ACRES, IN BOOK OF MAPS 47, PAGE 37 IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, FURTHER DESCRIBED AS FOLLOWS:
COMMENCE AT THE FOUND NAIL AND TAG AT THE CENTERLINE INTERSECTION OF
WEST MCFADDEN STREET AND SOUTH CENTER STREET (NOW ABANDONED) AS SHOWN ON SAID RECORD OF SURVEY;
THENCE ALONG THE CENTERLINE OF SAID ABANDONED SOUTH CENTER STREET NORTH 0°35'17" EAST, 42.00 FEET;
THENCE NORTH 0°35'17" EAST, 491.60 FEET;
THENCE DEPARTING THE CENTERLINE OF SAID ABANDONED SOUTH CENTER STREET SOUTH 89°24'43" EAST, 74.30 FEET TO THE SOUTHWEST CORNER OF THE EXISTING EQUIPMENT SHELTER, THE TRUE POINT OF BEGINNING;
THENCE ALONG THE WESTERLY LINE OF SAID SHELTER NORTH 0°35'17" EAST, 24.00 FEET TO THE NORTHWEST CORNER OF THE EXISTING EQUIPMENT SHELTER;
THENCE DEPARTING THE WESTERLY LINE AND ALONG THE NORTHERLY LINE OF SAID SHELTER SOUTH 89°24'43" EAST, 12.00 FEET TO THE NORTHEAST CORNER OF SAID SHELTER;
THENCE DEPARTING THE NORTHERLY LINE AND ALONG THE EASTERLY LINE OF SAID SHELTER SOUTH 0°35'17" WEST, 24.00 FEET TO THE SOUTHEAST CORNER OF SAID SHELTER;
THENCE DEPARTING THE EASTERLY LINE AND ALONG THE SOUTHERLY LINE OF SAID SHELTER NORTH 89°24'43" WEST, 12.00 FEET TO THE TRUE POINT OF BEGINNING.
TOGETHER WITH AND RESERVING NON-EXCLUSIVE RIGHTS OF ACCESS AND FOR
UTILITIES TO AND FROM THE SURVEYED PROPERTY TO THE PUBLIC RIGHT-OF- WAY.
CONTAINING 288 SQUARE FEET, OR 0.0066 ACRES, MORE OR LESS.
OWNER:
CITY OF SANTA ANA,
FINANCE & ACCOUNTING
P.O. BOX 1988
SANTA ANA, CALIFORNIA 92703
[Land Survey Follows]
EXHIBIT D
Licensee’s Facilities
THE LICENSEE’S WIRELESS TELECOMMUNICATIONS FACILITIES INCLUDING BUT
NOT LIMITED TO, RADIO FREQUENCY TRANSMITTING AND RECEIVING
EQUIPMENT, BATTERIES, UTILITY LINES, TRANSMISSION LINES, RADIO
FREQUENCY TRANSMITTING AND RECEIVING ANTENNAS AND SUPPORTING
STRUCTURES AND IMPROVEMENTS, AS AUTHORIZED UNDER THE AGREEMENT, ARE DESCRIBED AS FOLLOWS:
EXHIBIT E
Minimum Scope and Limit of Insurance
LICENSEE shall carry and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work performed by LICENSEE or on LICENSEE’s behalf by its agents, representatives, employees or subcontractors.
MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:
• 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 no less than $1,000,000 per occurrence. 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.
• Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if LICENSEE has no owned autos, hired, (Code 8) and non -owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage. (Not required if LICENSEE will not be using vehicles).
• Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.
Other Insurance Provisions
The commercial general liability and automobile liability insurance policies are to contain, or be endorsed to contain, the following provisions:
Additional Insured Status
LICENSOR, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of LICENSEE including materials, parts, or equipme nt furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to LICENSEE ’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used).
Primary Coverage
For any claims related to this contract, LICENSEE ’s insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects LICENSOR, its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained b y LICENSOR, its officers, officials, employees, or volunteers shall be in excess of LICENSEE ’s insurance and shall not contribute with it.
Notice of Cancellation
Each insurance policy required above shall provide that coverage shall provide thirty (30) days’ prior written notice of cancellation, except for non-payment of premium in which a ten (10) day notice shall apply to LICENSOR.
Waiver of Subrogation
LICENSEE hereby grants to LICENSOR a waiver of any right to subrogation which the insurers for the policies required above of said LICENSEE may acquire against LICENSOR by virtue of the payment of any loss under such insurance. LICENSEE agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not LICENSOR has received a waiver of subrogation endorsement from the insurer.
Self-Insured Retentions
Self-insured retentions must be declared to by LICENSOR. LICENSOR may require LICENSEE to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or LICENSOR.
Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M.
Best’s rating of no less than A:VII, unless otherwise acceptable to LICENSOR.
Verification of Coverage
LICENSEE shall furnish LICENSOR with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to LICENSOR before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive LICENSEE ’s obligation to provide them.
LICENSOR reserves the right to review complete, copies of all required insurance policies, including endorsements required by these specifications upon request and at a mutually agreeable location.
Special Risks or Circumstances
LICENSOR reserves the right to modify these requirements once per renewal term period, including limits, based on the nature of risk, prior experience, insurer, coverage, or other special circumstances.