A2492.SR.MG
C
ITY OF SIMI VALLEY
MEMORANDUM
Oc
tober 21, 2024
T
O: Board of Directors, Ventura County Waterworks District No. 8 F
ROM: Department of Public Works
S
UBJECT: APPROVAL OF A LEASE AGREEMENT WITH STC ONE LLC, A
DELAWARE LIMITED LIABILITY COMPANY , BY GLOBAL SIGNAL
ACQUISITIONS II, A DELAWARE LIMITED LIABILITY COMPANY, ITS
ATTORNEY IN FACT, TO USE THE FIRST STREET WATER TANK SITE
FOR A WIRELESS TELECOMMUNICATIONS FACILITY
STAFF RECOMMENDATION
I
t is recommended that the Ventura County Waterworks District No. 8 (District) Board of Directors approve the attached Lease Agreement with STC One LLC, A Delaware Limited Liability Company, by Global Signal Acquisitions II, its Attorney in Fact (hereinafter “STC”) to use District property for a telecommunications facility.
BACKGROUND AND OVERVIEW
T
he District received a request from STC, to lease a portion of the District’s property located at the First Street water tank site (APN: 629-0- 011-195) depicted on the attached vicinity map (Attachment A, page 36) . The tank site is located within the City of Simi Valley. On December 16, 2002, Sprint PCS Assets, LLC, a Delaware Limited Partnership, entered into a License Agreement with the District for the construction and operation of a communications facility at the property. On January 27, 2006, Sprint PCS Asset LLC entered into a Master Lease and Sublease agreement with STC One LLC and Global Signal, Inc., as a Party Collectively. The existing facility structures are depicted in Exhibits “C -1 through “C -6”,” of the Lease Agreement. As the terms of the original License Agreement (“Original Agreement”) have expired, STC is requesting a new lease agreement for continued use of the existing 46- foot-high telecommunication antenna and equipment cabinets at the site. Staff recommends that the Ventura County Waterworks District No. 8 (District) Board of Directors approve the attached Lease Agreement with STC to use District property for the continued operation of a telecommunications facility.
AGENDA ITEM NO.
Consent (3)
A2492.SR.MG
FINDINGS AND ALTERNATIVES
The District owns the tank site property where the existing telecommunications antenna pole and equipment are located. The term of the Lease Agreement is from October 21, 2024, to December 31, 2024, and will continue for another five years from January 1, 2025, through December 31, 2029, (“Initial Term”). STC has the option to extend the lease for one (1) additional five-year term under the same terms and conditions in the Lease Agreement and subject to rate increases.
The Lease Agreement provides for an annual Lease Fee beginning January 1, 2025, in the amount of $64,726.62 and thereafter the Lease Fee will automatically increase annually by five (5) percent per year. The proposed annual Lease Fee is comparable to the market rates that wireless service providers pay the District for water tank site usage.
Additionally, the Lessee is to provide a $50,000 security deposit, submit a $30,000 removal bond, and provide insurance satisfactory to the District during the term of the Lease Agreement.
While the Original Agreement with STC expired on December 31, 2023, STC has continued paying fees for its use of the District property. Consequently, the District has already been paid $61,644.40 for the period from January 1, 2024, to December 31, 2024, and $64,726.62 covering the period from January 1, 2025, to December 31, 2025; all of which was negotiated between the District and STC and reflected in the Lease Agreement. In addition, an audit of the Original Agreement fees paid by Lessee resulted in a credit due to the Lessee in the amount of $5,946.29. Therefore, this remaining credit will be applied to the January 2026 Lease Fee requiring a reduced payment due to the District in the amount of $62,016.66, on January 1, 2026.
The following alternatives are available to the Board of Directors:
1. Approve the attached Lease Agreement with STC One LLC, A Delaware Limited Liability Company, by and through its Attorney in Fact, Global Signal Acquisitions II LLC, to use District property for a telecommunications facility;
2. Do not approve the Agreement;
3. Provide staff with further direction.
Staff recommends Alternative No. 1.
SUGGESTED BOARD MOTION
I move to approve the Lease Agreement with STC One, LLC to use District property for an existing telecommunications facility from October 21, 2024, through December 31, 2029, and providing STC the option of one (1) additional five-year term extension subject to rate increases as contained in the Lease Agreement.
2 A2492.SR.MG
SUMMARY
STC One, LLC, A Delaware Limited Liability Company, by and through its Attorney in Fact, Global Signal Acquisitions II LLC, requests to lease a portion of District property with an existing antenna and equipment located at the First Street water tank site shown on the attached vicinity map (Attachment A, page 36). The proposed $64,726.62 annual lease rate is comparable to the market rates that wireless service providers pay the District for water tank site usage and will increase by five (5) percent per year. Staff recommends that the District Board approve a Lease Agreement with STC One, LLC to use District property for a wireless telecommunications facility, and authorize the District Chair to execute the agreement.
____________________________________
Ronald K. Fuchiwaki
Public Works Director
Prepared by: Todd Militello, Management Analyst
INDEX Page
Lease Agreement ............................................................................. 4 Attachment A – Vicinity Map .......................................................... 36 3 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
VR54XC413 / 881035
LEASE AGREEMENT BETWEEN VENTURA COUNTY
WATERWORKS DISTRICT NO. 8 AND STC ONE LLC, A
DELAWARE LIMITED LIABILITY COMPANY, BY GLOBAL
SIGNAL ACQUISITIONS II, A DELAWARE LIMITED LIABILITY
COMPANY, ITS ATTORNEY IN FACT, FOR A WIRELESS
COMMUNICATIONS SITE
THIS SITE LEASE AGREEMENT ("Lease") is entered into this day October 21, 2024, (the "Lease Effective Date"), between the Ventura County Waterworks District No. 8 ("District"), a special district organized in accordance with California law, and STC One LLC, a Delaware limited liability company, registered in California as TOWER COMPANY ONE LLC , by and through its Attorney in Fact, Global Signal Acquisitions II LLC, a Delaware limited liability company (“Lessee”) (each, a “Party,” and collectively, “Parties”). The Parties agree as follows:
RECITALS
1. District is the owner of land located on Mellow Lane in the City of Simi Valley, in the County of Ventura and State of California, commonly known as the First Street water tank site, and more completely described in attached Exhibit “A,” which is incorporated by reference (Assessor's Parcel Number 629-0-011-195) being the location of District's property (“Property”). The primary purpose of the Property is for the storage of potable water that serves the community of Simi Valley (the “Primary Purpose”).
2. Sprint PCS Asset LLC, a Delaware Limited Liability Company (“Sprint”) and District entered into an agreement dated December 16, 2002, a memorandum of which was recorded on December 23, 2002, as Document No. 2002- 0327323-00 (“Original Agreement”) for the construction and operation of a communications facility at the Property.
3. Lessee is in the business of wireless telecommunications and desires to install, maintain, operate and control a communications facility (“Facility /(ies)”) including receiving and transmitting equipment to provide cell coverage and capacity (collectively, “Facility Operations”). Lessee acquired equipment and facility structures from Sprint as set forth further below.
4. Effective January 27, 2006, Sprint entered into a Master Lease and Sublease agreement amendment with STC One LLC, and Global Signal, Inc., as a Party collectively.
5. The term of the Original Agreement expired and District desires to enter into a new Lease agreement with Lessee pursuant to the terms and conditions set herein this Lease.
6. District agrees to lease to Lessee and Lessee agrees to lease from District, that portion of the Property set forth in Exhibit “B” (the “Leased Area”) and with the Facility Structures as defined and described in Exhibits “C -1 through “C -6”,” attached hereto and made a part hereof this Lease.
4 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
1. Leased Area.
a. Subject to the following terms and conditions, District leases to Lessee on a non-exclusive basis the Leased Area for the placement of the Facility Structures for Facility Operations, which the District represents and warrants that it owns in fee simple or easement.
b. Except as otherwise provided, this Lease is irrevocable during the entire Term of this Lease. Lessee’s site identification number for this location is VR54XC 413, Crown Castle file number: 881035, also known by District as the Stearns Street water tank site. c. Lessee acknowledges that the Primary Purpose is a paramount governmental use to any use of the Leased Area or Facility Operations by Lessee.
2. Term.
a. This Lease commences on the Lease Effective Date to December 31, 2024, and continues for an additional five (5) calendar years beginning January 1, 2025, and ending December 31, 2029 (the “Initial Term”).
b. Lessee may extend this Lease for up to one additional five-year term (the "Renewal Term") on the same terms and conditions under the renewal procedures set forth in Sections 2 and 3 of this Lease. The Initial Term and any subsequent Renewal Term are collectively referred to herein as the “Term.” This Lease automatically renews for the Renewal Term unless Lessee notifies District, in writing, of Lessee’s intention not to renew this Lease, at least ninety (90) days before expiration of the Initial Term.
c. If Lessee remains in possession of the Leased Area at the expiration of the Renewal Term, such tenancy constitutes a month-to-month tenancy under the same terms and conditions of this Lease except that the monthly rent (“Fee(s)”) is based on the amount set forth in Exhibit “D” Schedule of Fees in effect at the expiration of this Lease or earlier termination. Nothing contained herein grants Lessee the right to holdover after the Term of this Lease (including the Renewal Term, if any) expires. Month-to-month continuing use (a “Holdover Term”) may be terminated by either District or Lessee upon 60 days written notice to the other party except that if the Lessee remains in possession of the Leased Area 180 days beyond the expiration of this Lease or earlier termination, the month-to-month tenancy automatically terminates, without notice.
3. Fees, Security Deposit and Removal Bond.
a. Initial Fee. The Parties acknowledge that Lessee has paid the District an Initial Fee in the amount of $6 1,644.40 (“Initial Fee”), covering the period from J anuary 1, 2024 , to December 31, 2024.
b. Fee Increases and Credits Applied. Beginning January 1, 2025, the Fee for the Leased Area is $64,726.62.
5 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
i. The Parties acknowledge that Lessee has a remaining credit due to Lessee from the Original Agreement in the amount of $70,672.91 (“Credit Balance”).
ii. On January 1, 2025, District will apply the Credit Balance to the January 2025 Fee leaving Lessee with a remaining credit in the amount of $5,946.29 which will be applied to the January 2026 Fee.
iii. Effective every January 1st thereafter, the Fee automatically increases by an amount equal to 5% per annum above the amount of the Fee in effect immediately before such increase, for every year during this Initial Term. c. Renewal Term. Beginning on January 1st of the commencement of the Renewal Term, the Fee increases by 10% above the amount of the Fee of the last year of the Initial Term in the amount of $86,543.17. Effective every January 1
st thereafter, the Fee automatically
increases by an amount equal to 5% per annum above the amount of the Fee in effect immediately before such increase, for every year during the Renewal Term. d. Payments Due.
i. The Fee will be due and payable on January 1st annually in advance without offset or deduction, except as provided herein, and in receipt by District no later than January 10th at the following address:
Accounting Division
Department of Administrative Service
City of Simi Valley
2929 Tapo Canyon Road
Simi Valley, CA 93063.
Payment must include Lessee’s site number and site name and reference to this Lease.
Payments of other fees due to District on any other agreements, bills, or any other matter not related to this Lease, may not be combined.
ii. If, at any time, Lessee fails to make a timely Fee payment or other payment due to District within 10 calendar days after the due date, a late payment fee (“Late Payment Fee”) equal to 10% of the overdue payment is due and payable, and in addition thereafter interest accrues on the past due amount at the rate of 10% per annum on the overdue amount until all amounts owing to District are paid in full. iii. Upon Lessee’s default in timely payment of Late Payment Fee, District has the same rights and remedies as for failure to pay Fees (without prejudice to any other right or remedy available). This right is in addition to all rights of District to terminate t his Lease pursuant to Section 11. If this Lease is terminated for any reason (other than a default by Lessee) at a time other than on the last day of the calendar year, the Fee is prorated as of the date of vacating the Property which includes the removal of all structures 6 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
and equipment owned by Lessee (the “Fee Remainder”). Should Lessee leave the Leased Area in disrepair, District may use the Fee Remainder to bring the Leased Area back in good working order (reasonable wear and tear excepted) and return the balance of the Fee Remainder to Lessee, along with an accounting of any expenses or repairs. If necessary, District may use the whole of the Fee Remainder, the Security Deposit, and Removal Bond to return the Leased Area to their prior condition. e. Security Deposit and Removal Bond. Lessee must pay District a security deposit (“Security Deposit”) in the amount of $50,000 and post a removal bond (“Removal Bond”) in the amount of $30,000 upon the execution of this Lease.
i. The Security Deposit may be applied by District to an outstanding Fee payment due and owing to District by Lessee (either partial or full payment). The Security Deposit, the Removal Bond or both may also be applied by District for the cost of repair, replacement or removal of a facility which is in disrepair, or to return Leased Area to their prior condition, (replacement of trees, shrubs and plants and reasonable wear and tear excepted).
ii. Before applying the Security Deposit or the Removal Bond, the District must first provide 30 days notice to Lessee of the amount and intended action to which the Security Deposit and/or Removal Bond will be applied. If Lessee does not cure the condition requiring the intended action of the District in a timely fashion and in accordance with Section 11, District may, in accordance with the terms of the notice provided to Lessee, use the Security Deposit and/or Removal Bond to fulfill part, or all of Lessee’s obligations in addition to any other remedy to which the District may be entitled by law. iii. Lessee must replenish the Security Deposit and/or re- post the Removal Bond not later than 60 days from the date of receipt of Notice from the District of the amount required to maintain the Security Deposit balance at $50,000, and/or the Removal Bond balance at $30,000. The Security Deposit must be maintained at $50,000 during the entire Term of this Lease as well as the Removal Bond in the amount of $30,000. f. Prior Approvals and Lessee Delinquencies. Lessee acknowledges that before District conducts any review and/or approval process requested of the District for any modifications, improvements, maintenance, or repairs to the Facilities proposed by Lessee, Lessee must (1) pay all amounts due, including delinquencies if any, under this Lease, which may include but are not limited to Fees, the Removal Bond and Security Deposits; and (2) cure any defaults under this Lease such as securing necessary valid easements, if applicable. Failure to do so will result in District placing any review and/or approval process of Lessee’s matter in abeyance until any such delinquencies or defaults are cured.
4. Facility Operations.
The Leased Area may be used for Facility Operations, which includes the transmission, amplification and reception of communication signals within the frequency bands duly licensed 7 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
by the Federal Communications Commission (“FCC”) to Lessee; and the installation, construction, maintenance, repair, replacement, upgrade, operation and removal of equipment shelters and/or cabinets, antennas, other electronic and related equipment, cables , conduits, batteries and ancillary equipment, and activities related to the foregoing; provided however, that none of the activities described in this Section 4 require any physical expansion or relocation of any portion of the Leased Area as contained in Exhibit “B” and “C-1 to C-6” or violate Lessee 's duties of non-interference set forth herein.
5. Business Tax Receipt and Other Taxes.
a. Lessee, including without limitation Lessee’s contractors and/or representatives who perform any work at the Leased Area on behalf of Lessee, must obtain an appropriate Business Tax Receipt before performing any services permitted by this Lease, and mainta in such Tax Receipt in force at all times subsequent during the Term of this Lease and any month -to-month tenancy thereafter. Lessee must obtain and maintain in force such Business Tax Receipt during the Term hereof.
b. Lessee must pay any personal property taxes assessed on, or any portion of such taxes attributable to, the Facilities. Lessee must pay, as an additional Fee, any increase in real property taxes levied against the Leased Area and all use and occupancy taxes, if any, which are directly attributable to Lessee's use of the Leased Area, and District agrees to furnish written documentation of such increase and taxes to Lessee, which written documentation must be provided to Lessee by District. Payment by Lessee will be due to District 45 days from receipt of such Notice from District under this Section 5.
6. Maintenance Terms.
a. At the District’s request and Lessee’s sole expense, not more than once every five years or at any time as a condition of District granting Lessee’s request to modify this Lease, Lessee, as directed by District, must at Lessee’s sole cost repaint all or a portion of Lessee's Facilities installed on the Leased Area. Lessee must provide District with painting specifications including, without limitation, as to the paint type, color, and application techniques for District’s approval, which approval will not be unreasonably withheld, conditioned or delayed, before proceeding with any maintenance to the Facilities under this Section 6. b. Lessee must maintain the Leased Area and Facilities in good condition and repair, reasonable wear and tear excepted, both as to operation and as to aesthetic issues, at all times, and at all times keep its Leased Area neat and free of refuse, at Lessee’s sole cost and expense.
Should any of Lessee’s activities affect the Property in a manner requiring maintenance or repair, Lessee will be further responsible for such maintenance or repair of the Property at its sole cost and expense.
A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
7. Non-Interference.
a. Lessee may not operate its Facilities in any manner that causes harmful interference with the use or enjoyment of the Property by District or by other lessees or licensees on the Property as of the effective date of the Original Agreement.
b. All operations of Lessee must be lawful and in compliance with all applicable law including, without limitation, the FCC or the Federal Aviation Administration (“FAA”), having jurisdiction over the Property or the Leased Area, and any future updates or modifications thereto (“Governmental Requirements”).
c. Lessee is responsible for all reasonable costs associated with any tests reasonably deemed necessary to resolve any and all interference caused by Lessee. If interference caused by Lessee's failure to comply with FCC or FAA rules and regulations was not corrected within the required period specified by the FCC or FAA after Lessee receives notice thereof, District may require Lessee to power down the specific items causing such interference to a level where the interference is abated to be at a non-harmful level subject to limited re-powering during off peak business hours aimed at identifying and/or abating the prohibited interference. Such repowering will be noticed in advance to District and scheduled at a mutually agreeable time. d. District acknowledges that in the event of any interference with Facility Operations as a result of the transmission or reception (or both) of radio, microwave or other telecommunications signals by Future Carriers, Lessee's rights to conduct Facility Operations is and remains superior to the rights of any such Future Carriers. Lessee must promptly notify District of any actual or suspected interference with Facility Operations by Existing or Future Carriers, and provide evidence to District, at Lessee’s sole cost and expense, of the extent and type of such interference.
e. Subject to the terms of this Lease, District may lease other portions of the Property to other parties at any time, including without limitation during the Term of this Lease and any month- to- month tenancy thereafter.
f. Interference by either Party prohibited by this Section 7 (“Prohibited Interference”) constitutes a material breach by the interfering Party, who must, upon written notice, terminate such Prohibited Interference within its direct or contractual control. Should any such Prohibited Interference does not promptly cease, the Parties acknowledge that continuing Prohibited Interference may cause irreparable injury and, therefore, the non-interfering Party may, in addition to any other rights that it may have at l aw or in equity, to bring a court action to enjoin such Prohibited Interference or to terminate this Lease immediately upon written notice.
8. Improvements; Utilities.
a. Before installing or allowing the initial installation of its Facilities in or on the Leased Area, and to performing any improvements to the Leased Area or any future modifications thereto, Lessee must submit detailed engineering plans and specifications of the planned installation to District for District's written approval, such approval not to be unreasonably withheld, conditioned 9 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
or delayed. District's review of Lessee's plans may include a review of the appearance of the Facilities. In all cases, the Facilities to be installed must comply with all applicable laws including, without limitation, the Simi Valley Municipal Code, and must adhere to all technical standards and interference prohibitions set forth in this Lease. District's approval of any installation is not a representation that such installation of the Facilities complies with all applicable laws or that such Facilities will not cause interference with other communications systems, if any, then in operation on the Property, or that Lessee is able to obtain any or all permits required by the City of Simi Valley or any other government agency.
b. Lessee may, at Lessee's sole expense, install, repair, replace or maintain utilities within the Leased Area and install or improve telephone and commercial electrical power utilities to and on the Property in support of its operations as permitted herein a nd as shown in Exhibit “B” and “C-1 to C-6.” All utility routes must be approved by District before construction. Lessee agrees to have a separate power meter or unmetered service installed for Lessee's electrical power consumption, and Lessee must pay the power utility directly for such usage at th e rate charged by the servicing utility provider.
c. Lessee is not authorized to contract for or on behalf of District for any matter including, without limitation, any work on, or the furnishing of materials to the Leased Area or any other part of the Property. Lessee must actively prevent the attachment of any liens against the Facilities, the Leased Area and the Property and keep said assets free from any liens, charges or encumbrances arising out of any work performed, materials furnished or obligations incurred by Lessee. Lessee must also discharge all l iens, charges or encumbrances of record by payment, bond or otherwise, within 60 business days after the date of Lessee’s receipt of notice thereof from District, as well as discharge any mechanic's, laborer's or similar lien filed against the Leased Area or the Property for work or materials furnished at the instance of Lessee. The Facilities remain the exclusive personal property of Lessee during the Term of this Lease including any Holdover Term, and Lessee may remove all or any portion of the Facilities at any time during the Term of this Lease or following the term of this Lease as hereinafter provided.
Lessee must obtain all necessary permits including, without limitation, an encroachment permit, from the City of Simi Valley before proceeding with any removal under this Section 8. d. Lessee must notify District before commencing Lessee's initial installation work on the Leased Area, and any subsequent work of improvement thereafter on the Leased Area. Before commencing such installation, Lessee will at its own cost and expense deliver to District a certificate of insurance confirming that commercial general liability insurance as required under Section 15 of this Lease, insuring the risk during the course of performance of Lessee's installation was obtained and is in place, which policy as endorsed will protect District Releasees with respect to the Property against any insured claim or liability arising out of the installation.
Lessee's contractor must name District's Releasees as additional insured under Lessee’s insurance policies. Be fore Lessee's commencement of the installation of the Facilities, Lessee must, upon request, provide District with copies of any governmental approvals obtained by Lessee with respect to this Lease.
A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
e. All installation and other work to be performed by Lessee hereunder will be done in such a manner so as not to materially interfere with, delay or impose any additional expense upon District’s use or maintenance of the Property. In no event is District required to consent to any installation or other work by Lessee which would physically affect any part of the Property outside the Leased Area unless otherwise set forth herein.
f. Any damage caused by Lessee to District’s Property or water tank and related facilities must be disclosed immediately to District by telephonic notice to:
(805) 504-2708 or (805) 583-6469 (the “Emergency Notification Line”).
District may change the Emergency Notification Line information by tendering Lessee with written notice of such change to the address(s) shown in Section 16. g. Lessee, at Lessee’s sole expense, must promptly and effectively repair any damage caused by Lessee to District's Property as directed by District. In the event of damage of District’s water tank or related facilities, District at District’s sole election and Lessee’s sole cost may repair any damage caused by Lessee or its agents or contractors. h. At any time before this Lease expires, Lessee may, or within 90 days following any termination of this Lease, Lessee must, remove all of its Facilities from the Leased Area. In performing such removal, Lessee must restore the Leased Area to the same condit ion as it existed at the time of execution of this Lease, reasonable wear and tear, foliage, trees, and other plants, and casualty damage not caused by Lessee excepted. If Lessee fails to remove such Facilities within 90 days after the termination of this Lease, District at District’s sole option may (i) remove and dispose of the Facilities, and Lessee must reimburse District for the reasonable costs actually incurred for such removal and restoration of the Leased Area after Lessee’s receipt of an invoice and supporting documentation for such costs; or (ii) District may deem the Equipment abandoned, whereupon the Equipment immediately becomes District's sole property, and District has all rights to the Equipment including without limitation, the right to use, reuse, sale, lease, or dispose of the Equipment.
i. All construction and maintenance work by Lessee on the Leased Area must be performed in compliance with applicable law, and pursuant to this Lease. Lessee and its contractors and subcontractors are solely responsible for the transportation, storage and safekeeping of materials and equipment used in the performance of any work on behalf of Lessee, for the removal of waste and debris resulting from such work on Lessee's behalf must occur on a daily basis, and for any damage to any party caused by Lessee, its contractor or subcontractors to any installations or work performed on Lessee’s behalf.
j. Upon termination of this Lease for any reason, Lessee must immediately cease all radio frequency transmissions from the Facilities.
k. Lessee must at all times maintain and provide to District a 24- hour emergency telephone number which at the time of this Lease is executed is the following:
11 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
(866) 482-8890 (“Lessee’s Emergency Notification Line”). Lessee may change this information with written notice pursuant to Section 16 herein.
l. Lessee acknowledges proceeding under this Section 8 is subject to compliance with Section
3.f. of this Lease including, without limitation, the curing of any existing defaults or delinquent payments.
9. District Technical Standards.
a. In addition to other standards and requirements set forth in this Lease, Lessee agrees to comply with the District technical standards (“District Technical Standards” or “DTS”), which are attached as Exhibit “E,” and incorporated by reference. The DTS may be updated when required pursuant to law or safety requirements and will be distributed to Lessee when updated. b. If any new necessary technical standards are established by District and set forth in an updated DTS sent to Lessee require that Lessee modify or revise the then existing installation, operation or maintenance of its Facilities, Lessee must make such modifications or revisions at Lessee’s sole expense within 30 days after Lessee receives written notice of such new DTS, which 30 day period may be extended as long as Lessee commences the modification or revision within such 30 day period and thereafter diligently prosecutes the modification on revision to completion provided doing so does not conflict with the rights and privileges otherwise granted herein to Lessee or interfere with its operation of its Facilities. c. If any other applicable governmental laws and regulations established by government agencies other than the District require that Lessee modify or revise the then existing installation, operation or maintenance of Lessee's Facilities, Lessee must apply to the District for such modifications or revisions at Lessee’s sole expense within 30 days after receiving written notice from District, and District will not unreasonably deny such modifications or revisions to the existing Leased Area.
d. Notwithstanding Sections 9.b and 9.c above, Lessee acknowledges, that any activity by Lessee under Sections 9.b and 9.c are subject to Section 3.f of this Lease, and District is under no obligation whatsoever to 1) approve any modification or revision to the Leased Area if Lessee is in default of this Lease; 2) lease any additional physical space to Lessee at any time or for any purpose; or 3) consent to any future use of the Leased Area or Property by Lessee that would in any way be inconsistent with the Primary Purpose of the Property as reasonably determined by District.
10. Access.
a. If the Property is immediately adjacent to one or more public rights of way, Lessee and its Authorized Personnel are entitled to 24 hour, seven days per week access to the Leased Area across the Property from the nearest public right of way subject to the conditions contained herein. “Authorized Personnel” is defined as authorized employees, engineers, technicians, or authorized contractors or subcontractors of Lessee or persons under Lessee’s direct supervision.
Access to the Leased Area by Lessee may not unreasonably interfere with District’s use of the 12 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
Property. The District may impose temporary emergency or urgent restrictions on such visits as necessary for the protection or maintenance of the public water system consistent with the Primary Purpose of the Property.
b. If the Property is not immediately adjacent to a public right of way, Lessee is solely responsible for obtaining any easements necessary to access the Property. The District will not provide access to the Property through easements the District may possess over property owned by third parties (“District Third -Party Easements”) or through the District’s own intervening property. Upon the execution of this Lease, Lessee must provide written copies of the necessary easements to District before accessing the Property. At any time, District may request that Lessee provide District a copy of such written easements before Lessee performing any work or future improvements on the Leased Area.
c. Lessee will be provided with any keys and/or combination to locks as necessary to obtain access across or through the Property to the Leased Area. Lessee is prohibited from making copies of the keys assigned to it, and must report the loss of such keys to District, and fully reimburse District’s costs to replace keys and/or locks as may be determined by District. Lessee may place and maintain a secure key safe at the District’s property at a mutually agreeable location shown on Exhibit “C.” Lessee is responsible for any damage to the extent directly caused by its failure to do so or to securely re-lock any such access following its use thereof. d. All access to the Leased Area by Lessee is subject in each instance to the reasonable security requirements, rules and regulations from time to time in effect at the Property. Lessee must notify District on a District-designated telephone number before each site visit to the Leased Area, describing the nature, purpose, and date(s) of the site visit. In the event of an emergency when the Lessee cannot provide advance notice, Lessee may access the Leased Property to the extent necessary provided Lessee provid es District notice of such emergency access as soon thereafter as is reasonably practicable.
11. Event of Default.
An Event of Default occurs if any one or more of the following events happens:
a. Lessee defaults in paying any Lease Fees when due or other sum of money specified to be paid by Lessee, and Lessee does not remedy such default within 10 business days after written notice from District is received by Lessee; or
b. District or Lessee defaults in the performance of any other of the terms, conditions or covenants contained in this Lease to be performed or observed by such party, including Lessee’s obligations other than those specified in (a) above and the interference provisions herein, and Lessee does not remedy such default within 30 days after written notice thereof is received by Lessee or, if such default cannot be remedied in such period, Lessee does not, within 20 days after receipt of such notice from District, commence with its best efforts or acts as are necessary to remedy the default and continue to prosecute such efforts and/or acts to completion with its best efforts.
A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
c. Upon the occurrence of an Event of Default, after Lessee's receipt of written notice from District regarding such default and an opportunity to cure as provided above, District may pursue all rights and remedies permitted by applicable law including, without limitation, the following:
i. upon three days notice to Lessee, declare to be immediately due and payable all Lease Fees and other charges, payments, costs and expenses due from Lessee to District and in arrears at the time of the Event of Default. ii. whether or not District elects to recover the sum set forth in Subsection i. above, District may terminate this Lease on at least 30 days notice to Lessee and, on the date specified in such notice, this Lease terminates, and Lessee must thereupon quit and surrender possession of the Leased Area to District in the condition elsewhere herein required.
12. Termination by Lessee.
a. In addition to as otherwise provided, but provided that no Event of Default exists at the time of issuance of Lessee’s written notice, this Lease may be terminated by Lessee only in the following circumstances and by the following means:
i. Upon 30 days prior written notice and without penalty or further liability except as provided herein, if Lessee is unable to obtain, maintain or reinstate within 30 days any easement, lease, permit or governmental approval necessary for the construction or operation of the Facilities in accordance with Facility Operations. Lessee must use its diligent efforts in good faith to obtain and maintain any government approvals if it desires to terminate pursuant to this section; or ii. Upon 60 days prior written notice, accompanied by a payment to District of an early termination fee as liquidated damages and not as a Lease Fee equal to three times the then currently annual Lease Fee.
b. Upon Lessee’s termination in accordance with this Section 12, Lessee must surrender and vacate the Leased Area and deliver possession thereof to District on or before the termination date in the physical condition required under this Lease for surrender of the Leased Area.
13. Casualty and Condemnation.
a. If at any time during the term of this Lease all or substantially all of the Facilities upon the Leased Area are damaged and/or destroyed by fire or other casualty, then Lessee may terminate this Lease by providing written notice to District, which termination is effective as of the date of such damage and/or destruction, and Lessee is entitled to the reimbursement of any prepaid Lease Fee, to be apportioned as of the termination date. b. If all or part of the Property is acquired by eminent domain or purchase in lieu thereof, Lessee acknowledges that it has no claim to any compensation awarded for the taking of the Property or any portion thereof or for loss of or damage to Lessee’s improvements.
14 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
14. Indemnity and Hold Harmless.
a. District is not liable to Lessee, or any of Lessee’s agents, representatives, or employees for, any liability for personal injury, consequential damages, loss of income, loss of use of any personal or real property, or interruption of business in or about the Leased Area or the Property, even if advised of the possibility of such damages, whether under theory of contract, tort (including negligence), strict liability or otherwise, unless caused by the negligent acts or omissions of District or its agents.
b. Lessee agrees to indemnify, defend and hold District, City of Simi Valley, and their respective employees, agents, volunteers, contractors, attorneys, officers, and elected and appointed officials, past, present and future (collectively, the “District Releasees”) harmless from and against injury, loss, damage or liability (or any claims in respect of the foregoing), costs or expenses (including reasonable attorneys' fees and court costs) which may be imposed upon or incurred by or asserted against District's Releasees occurring during the Term of this Lease, extent proximately or directly caused by:
i. any work or act done in, on or about the Leased Area or any part thereof at the direction of Lessee, its agents, contractors, subcontractors, servants, employees, Lessee or invitees on behalf of Lessee including, without limitation, the installation, maintenance, repair or removal of the Facilities, or any action, claim or lawsuit involving Hazardous Materials placed, created or taken to the site by Lessee; ii. any negligence or other wrongful act or omission on the part of Lessee or any of its agents, contractors, subcontractors, servants, employees, or invitees;
iii. any accident, injury or damage to any person or property occurring in, on or about the Leased Area or any part thereof, except to the extent caused by the negligence or willful misconduct of District, its employees or agents, volunteers, officers or offici als; iv. any claim based on intellectual property infringement, including patents, copyrights, trademarks or trade secrets of or by Lessee; and
v. any default on the part of Lessee with respect to the covenants, agreements, terms, provisions, conditions or limitations contained in this Lease on its part to be performed or complied with, including without limitation, and by way of example, the requirements of Section 7 of this Lease or disputes over access or easements with third parties.
c. Other than the District or the City of Simi Valley as public entities, no District Releasee is personally liable for any default or liability under this Lease. d. The absence of District’s indemnity to Lessee under this Lease may not be construed to limit or waive any statutory or legal rights to Lessee in equity or at law.
15. Insurance.
15 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
a. Lessee must, at Lessee’s sole cost and expense, carry and continue in force during the Term of this Lease and any month-to-month tenancy thereafter:
i. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of not less than the statutory requirement for bodily injury or disease. Lessee certifies that it is aware of the provisions of Labor Code Section 3700, et seq., which requires every employer to be insured against liability for Workers' Compensation.
ii. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Lessee 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. iii. 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 not less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit applies separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit must be twice the required occurrence limit. Lessee must hold harmless, indemnify and defend (providing legal representation with attorney(s) reasonably acceptable to District and the City of Simi Valley), District and City of Simi Valley, its elected officials, employees, agents, volunteers and officers from and against any and all damages or claims for damages to the extent caused by its negligent use of the Leased Area or to the extent caused by the act or omission of Lessee, its agents, employees, and subcontractors of any tier and employees thereof in connection with the performance or nonperformance of this Lease, except loss or damage solely arising from any negligent, reckless or intentional act or omission by District or any of its agents or employees; and iv. “Umbrella insurance policy” in the amount of $5 M illion insuring the Facility.
Lessee may use Umbrella or Excess Policies to provide the liability limits as required in this Lease. 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, without limitation, primary and non- contributory, additional insured, Self -Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies must be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.
b. All policies specified in this Section 15 must be written by an insurer with an A.M. Best rating of not less than A - VII licensed or authorized to do business within the State of California and shall provide for a mandatory 30 day notice of cancellation t o District (10 days due to 16 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
nonpayment). Each insurance policy required above must provide that coverage may not be canceled, except with notice to the District.
c. The District, its boards, 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 the Lessee including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Lessee’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).
d. For any claims related to this contract, the Lessee’s insurance coverage is primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the District, its boards, officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the District, its boards, officers, officials, employees, or volunteers shall be excess of the Lessee’s insurance and may not contribute with it. This requirement also applies to any Excess or Umbrella liability policies.
e. Lessee must require that its contractors (and any subcontractors), doing work under this Lease, obtain and produce, before commencing any installation, repair, or maintenance work on the Leased Area, and maintain substantially the same insurance as required of Lessee with limits commensurate with the work or service to be provided and provide the District with a certificate of insurance evidencing such coverage. If such contractor maintains broader coverage and/or higher limits than the minimums shown above, District requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to District. Su ch contractor shall furnish District with original Certificates of Insurance including all required amendatory and Additional Insured endorsements (or copies of the applicable policy language affecting coverage required by this clause) and a copy of the Declarations and Endorsement Pages of the CGL and any excess/umbrella policies listing all policy endorsements upon request. District reserves the right to require full -certified copies of all Insurance policy coverage and endorsements.
f. The minimum insurance limits set out in this Section 15 do not in any way act to limit Lessee’s liability.
g. The failure of Lessee to maintain insurance as set out in this Section 15 may at the District’s option be deemed to be a material breach of this Lease. h. Lessee grants to District a waiver of any right to subrogation which any insurer of said Lessee for the policies required hereunder may acquire against the District by virtue of the payment of any loss under such insurance. Lessee agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the District has received a waiver of subrogation endorsement from the insurer.
16. Notices.
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a. All notices, requests, demands and other communications hereunder must be in writing and be personally delivered or sent via e- mail, facsimile, or mailed via certified mail, or sent via a nationally recognized overnight carrier requiring a delivery signature to the following addresses:
DISTRICT:
Ventura County Waterworks District No. 8
Attention: Director of Public Works
Re APN: 629-0-011-195
2929 Tapo Canyon Road
Simi Valley, CA 93063
with a true and complete copy simultaneously delivered to:
City Attorney
City of Simi Valley
Re APN: 629-0-011-195
2929 Tapo Canyon Road
Simi Valley, CA 93063
Lessee:
STC One LLC
Attn: Legal – Real Estate Department
2000 Corporate Drive
Canonsburg, PA 15317
b. Notice may also be given to such other address as each party may designate for itself by like notice given in accordance with this Section 16 at least 20 days in advance of the effective date of such change of address.
c. Notices is deemed to have been delivered upon the earlier of either actual receipt or rejection as shown on the receipt obtained pursuant to the foregoing. d. Failure by Lessee to provide those notices as required by this Lease or to maintain current contact information as required by this Section 16 may at the District’s option be deemed to be a material breach of this Lease.
17. Authority to Grant Lease.
District covenants and warrants that (i) it has full right, power and authority to execute this Lease and has the power to grant all rights hereunder; (ii) it has good and marketable title to the Leased Area free and clear of any liens, mortgages, restrictions or other encumbrances that 18 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
would interfere with Facility Operations on the Leased Area; (iii) its execution and performance of this Lease will not violate any laws, ordinances, covenants, or the provisions of any mortgage, lease, license or other agreement binding on District; and (iv) other than as permitted by this Lease, Lessee shall have the quiet enjoyment of the Leased Area, and Lessee shall not be disturbed as long as Lessee is not in default beyond any applicable grace or cure period.
18. Hazardous Material.
a. Lessee agrees that it will not use, generate, store or dispose of any Hazardous Material on, under, about or within the Leased Area in violation of any applicable federal, state, or local law or regulation.
b. As used in this section, “Hazardous Material” means hazardous or radioactive material, polychlorinated biphenyls, friable asbestos or other hazardous or medical waste substances as defined by the Comprehensive Environmental Response, Compensation and Liabi lity Act, as amended, or by any other federal, state or local law, statute, rule, regulation or order (including any Governmental Requirements) concerning environmental matters, or any matter which would trigger any employee or community “right -to-know” requirements adopted by any such body, or for which any such body has adopted any requirements for the preparation or distribution of a material safety data sheet.
19. Assignment and Subletting.
a. Lessee may not assign this Lease without District’s consent, which consent will not be unreasonably withheld. Any assignment consented to by District in its sole discretion does not operate to release the assigning Lessee from its liabilities or obligations arising hereunder.
Notwithstanding the invalidity of any purported assignment of this Lease performed without the consent and/or the knowledge of District, should a third- party contact District purporting to be a valid assignee, District may, at its sole discretion, consent to such assignment provided that the Lessee, the new third party, and any intervening parties as necessary sign a valid assignment document approved by District. Without such consent and approval by District with respect to a purported third-party assignee, such assignee can has no rights and can take no action under this Lease.
b. No sublicensing, subleasing, subletting, or any other co-occupancy or site equipment use agreement between Lessee and any related or unrelated entity is permitted. By signing this Lease, Lessee acknowledges and agrees that Lessee will not be permitted or entitled to add any additional equipment, included without limitation, antennas, power sources, cabinets, or other items or lease or license such location to any other provider or party that would enable such provider or party to add additional equipment on the location as specified in this Lease.
c. This Lease is binding upon and inure to the benefit of the parties, their respective successors, personal representatives and valid assignees.
20. Relocation.
19 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
a. Lessee’s use of the Property and Leased Area is in all respects secondary to the Primary Purpose. Accordingly, District may require Lessee to relocate its equipment and property to another location on District’s Property if:
i. In District's reasonable discretion, a portion or all of Lessee’s Leased Area is required for District’s Primary Purpose, and no reasonably feasible alternatives at equal or lesser ultimate cost to District exist; and
ii. Such other location on the Property is, in District’s judgment, available and appropriate for the proposed use; and
iii. District provided Lessee a written notice not less than 12 months before the requested date of relocation, with a map and description of the proposed relocation site (the “Relocation Leased Area”); and
iv. The Relocation Leased Area is similar to Lessee's existing location in size and is compatible for Lessee's use, in Lessee's reasonable discretion.
b. All Parties must cooperate to carry out the relocation in an expeditious and efficient manner and Lessee's use permitted by this Lease may not be unreasonably interrupted or diminished during the relocation. If necessary to prevent disruption in the continuous operation of Lessee’s Facilities in the area served by Lessee’s facility at the Leased Area, Lessee may designate a temporary site on District’s Property which Lessee and District find suitable to operate a temporary facility (including without limitation the right to use a cell -on-wheels or “COW”) during the process of relocation and Lessee may operate its facility thereon. c. If Lessee gives written approval of the Relocation Leased Area, then District and Lessee shall appropriately amend this Lease, but in no event will the Lease Fee increase or decrease by reason of any relocation so long as Relocation Leased Area are of the same or reasonably similar (but not smaller) square footage as the Leased Area.
d. Lessee is solely responsible for all out -of-pocket costs and expenses Lessee incurs in connection with the relocation; provided, however, District will waive all of District’s fees and charges in connection with Lessee obtaining District’s approval. e. Should District requires Lessee to relocate its Leased Area pursuant to this Section 20 and in Lessee’s reasonable discretion such relocation to the proposed Relocation Leased Area is not feasible, Lessee or District may terminate this Lease upon 12 months’ notice to the other, in which case such termination is treated as an expiration of this Lease.
21. Compliance with Laws.
District and Lessee must comply with all applicable federal, state and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts or administrative bodies or tribunals in any manner affecting the performance of this Lease, including without 20 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
limitation laws requiring licensing and non-discrimination in employment because of race, creed, color, sex, age, marital status, physical or mental disability, national origin or other prohibited bases.
22. Non-Confidentiality.
District is a special district under the laws of the State of California. District and Lessee acknowledge that this Lease is subject to public disclosure as specified by California Government Code § 7920.000, et seq.
23. Applicable Law.
In case of any dispute, California law applies. Jurisdiction is in the State of California and venue lies in Ventura County.
24. Severability.
If any provision of this Lease is held to be invalid or unenforceable by a court of competent jurisdiction with respect to any party, the remainder of this Lease or the application of such provision to persons other than those as to whom it is held invalid or unenforceable shall not be affected, each provision of this Lease is valid and enforceable to the fullest extent permitted by law, and the parties will negotiate in good faith to amend this Lease to retain the economic effect of the invalid or unenforceable provisions.
25. Survival.
Sections 2 (“Term”), 3 (“Fees, Security Deposit and Removal Bond”), 10 (“Access”), 11 (“Event of Default”), 12(b) (“Termination by Lessee”), 14 (“Indemnity and Hold Harmless”),16 (“Notices”), 18 (“Hazardous Material”), 21 (“Compliance with Laws”), 22 (“Non- Confidentiality”), 23 (“Applicable Law”), 24 (“Severability”), 25 (“Survival”) and 26 (“Miscellaneous”) survive termination of this Lease.
26. Miscellaneous.
a. Bankruptcy. In the event of any insolvency or bankruptcy action by Lessee, this Lease may not be treated as an asset of Lessee to the extent permitted by applicable law. In such event this Lease automatically terminates.
b. Binding Effect. Each party represents and warrants that said party has full power and authority, and the person(s) executing this Lease have full power and authority, to execute and deliver this Lease, and that this Lease constitutes a valid and binding obligation of each party, enforceable in accordance with its terms.
c. Waivers. No provision of this Lease may be deemed to have been waived by a party unless the waiver is in writing and signed by the party against whom enforcement of the waiver is attempted. The receipt of any sum paid by Lessee to District after a breach of this Lease shall not be deemed a waiver of such breach unless expressly set forth in writing by District. 21 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
d. Entire Agreement . This Lease and its accompanying exhibits constitute the entire agreement and understanding between the parties regarding Lessee’s Lease of the Leased Area and supersedes all prior and contemporaneous offers, negotiations and other agreements concerning the subject matter contained herein. There are no representations or understandings of any kind not set forth herein. Any amendments to this Lease must be in writing and executed by duly authorized representatives of both parties.
The headings in this Lease are for reference
only and are not incorporated in any term herein.
e. No Assurances of Other Approvals. The execution of this Lease is completely unrelated to any and all City of Simi Valley planning process(es) and all other required municipal licenses, permits, authorizations, and approvals whatsoever. Grant of this Lease does not assure Lessee that it w ill be successful in whole or in part in securing any or all required City of Simi Valley permits, or any other required permits or authorizations. Lessee is solely responsible, at its sole expense, for securing any and all required governmental authorizations to construct and to operate the Facilities which shall be reviewed pursuant to prevailing District and City of Simi Valley requirements at the relevant time.
f. IRS Form W-9. District agrees to provide Lessee with a completed IRS Form W -9 or its equivalent upon execution of this Lease and as such other times as may be reasonably requested by Lessee.
g. Possessory Interest Taxes. Lessee is informed by District pursuant to Revenue & Taxation Code § 107.6 that its property interest in the Property may be subject to property taxation if created and that Lessee may be subject to the payment of property taxes levied on its interest.
Lessee may not deduct such amount from payments to District. [signatures on next page]
22 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
IN WITNESS WHEREOF, the Parties have caused this Lease to be executed as of the Lease Effective Date.
Attest: Ventura County Waterworks District No. 8
_________________________ By: ________________________________ Lucy Blanco, District Secretary Fred D. Thomas, Chair of the Ventura County Waterworks District No. 8
Approved as to form: STC ONE LLC,
a Delaware limited liability company
__________________________ registered in California as TOWER COMPANY Algeria R. Ford, District Counsel ONE LLC
By: GLOBAL SIGNAL ACQUISITIONS II LLC,
Approved as to Content: a Delaware limited liability company,
______________________________ By: __________________________________ Samantha C. Argabrite, District Manager
Title: Director National Real Estate Operations
_____________________________________ Print Name: Matthew Norwood __ Ronald K. Fuchiwaki, Director
Department of Public Works By:____________________________________
Title: Manager Real Estate
Print Name: Amanda Gray
23 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
EXHIBIT “A”
LEGAL DESCRIPTION OF PROPERTY
Description of the Property:
The property situated in the City of Simi Valley, County of Ventura, State of California, commonly described as First Street water tank site, Simi Valley, CA 93063.
More specifically, that real property situated in the City of Simi Valley, County of Ventura, State of California, described as follows: APN: 629-0-011-195
PARENT PARCEL LEGAL DESCRIPTION (As-Provided)
Parcel A
The foliowing described real property in the State of California, County of Ventura:
A portion of Section 21, Township 2 North, Range 18 West, Rancho Simi, in the County of Ventura, State of California, as per that certain map recorded in the office of the Ventura County Recorder in Book 3 of Miscellaneous Records (Maps) at page 2, more particularly described as follows:
Beginning at the northeasterly corner of that certain parcel of land described as Parcel A in the deed to the Ventura County Waterworks District No. 3, recorded April 16, 1962 as Document No. 18099 in Book 2136 of Official Records at page 218; thence, along the easterly line thereof.
1st - South 0° 00' 05" West 350.00 feet more or less to the southeasterly corner of said parcel; thence, along the easterly prolongation of the southerly line of said parcel,
2nd - South 89° 59' 55" East 110.00 feet to a point in a line parallel with the easterly line of said parcel; thence, along said parallel line,
.3rd - North 0° 00' 05° East 350 00 feet more or less to a point in the easterly prolongation of the northerly line of said parcel; thence, along said easterly prolongation.
4th - North 89° 59' 55" West ll0.00 feet to the point of beginning.
Said Parcel A containing 00883 acres.
Excepting all minerals and all oil, gas, asphaltum and other hydrocarbon substances lying below a depth of 500 feet from the surface of said land, but said exception shall be without the right to enter upon said land or use the surface for any purpose.
24 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
EXHIBIT “A” CONTINUED
LEGAL DESCRIPTION OF PROPERTY
Parcel B
An easement and right of way for all the purposes of construction, maintenance, and operation of water pipe lines and appurtenances incidental thereto, in, on, over, under and across the following described real property in the State of California, County of Ventura:
A portion of Section 21, Township 2 North, Range 18 West, Rancho Simi, in the County of Ventura, State of California, as per that certain map recorded in the office of the Ventura County Recorder in Book 3 of Miscellaneous Records (Maps) at page 2, more particularly described as follows:
A strip or parcel of land twenty (20) feet wide, lying equally on each side of the following described centerline:
Beginning at a point in the northerly line of the herein described Parcel A. distant thereon South 89° 59' 55" East
35.00 feet from the northwesterly corner thereof; thence,
1st - North 0° 001 OS" East to a point in the northerly line of said Seccion 21,
Said Parcel B containing 0.146 acres.
25 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
EXHIBIT “B” LEASED AREA
Lessee's approved Leased Area and Improvements thereon are described herein as follows:
Space on the First Street Water tank site for installation of arrays of panel antennas, approximately 39 8 square feet of ground space for installation of [i .e., base station cabinets, coaxial cable connections between each antenna and the base station cabinets, and cable and conduit connections between the base station cabinets and power and telephone utilities ], all of which are in existence at the inception of this Lease and which together is sufficient to accommodate the Facility.
LEASE AREA DESCRIPTION
(As-Surveyed)
A PORTION OF THE NORTHWEST QUARTER OF SECTION 21, TOWNSHIP 2 NORTH, RANGE 18 WEST, VALLEY OF THE SIMI, IN THE COUNTY OF VENTURA, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 3, PAGE 2 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHWESTERLY CORNER OF THAT CERTAIN PARCEL OF LAND DESCRIBED AS PARCEL A IN THE DEED TO VENTURA COUNTY WATERWORKS NO. 3, RECORDED APRIL 16, 1962 AS DOCUMENT NO. 18099 IN BOOK 2136 OF OFFICIAL RECORDS AT PAGE 218, THENCE SOUTH 00° 25' 35" WEST, A DISTANCE OF 26.09 FEET TO A POINT; THENCE SOUTH 89° 34' 25" EAST, A DISTANCE OF 32.36 FEET TO THE POINT OF BEGINNING;
THENCE SOUTH 89° 34' 25" EAST, A DISTANCE OF 20.95 FEET TO A POINT; THENCE SOUTH 00° 25' 35" WEST, A DISTANCE OF 19.01 FEET TO A POINT; THENCE NORTH 89° 34' 25" WEST, A DISTANCE OF 20.95 FEET TO A POINT; THENCE NORTH 00° 25' 35" EAST, A DISTANCE OF 19.01 FEET TO A POINT TO THE POINT OF BEGINNING;
SAID PARCEL CONTAINS 398 SQUARE FEET OR 0.0091 ACRES OF LAND MORE OR LESS.
TOGETHER WITH A NON-EXCLUSIVE EASEMENT IN, TO, UNDER AND ACROSS THAT REAL PROPERTY DESCRIBED IN DEED BOOK 2136, PAGE 218 AND DEED BOOK 2795, PAGE 364,
OFFICIAL RECORDS OF THE COUNTY RECORDER OF VENTURA COUNTY, FOR INGRESS
AND EGRESS, OPERATION, MAINTENANCE OF AND UTILITY SERVICE TO THE ABOVE DESCRIBED ROOFTOP EASEMENT.
26 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
EXHIBIT “C-1” FACILITIES
The Facility may contain only the structures, enclosures, facilities, facility mounts, and associated wiring and cabling (“Facility Structures”) shown on the Site Plan consisting of 1 page. Such Plan may be amended from time to time and be attached to this exhibit and made a part hereto this Lease.
The following diagram depicts the portion of the site constituting the premises and the existing monopole and facility in accordance with the plans submitted to the District. Leased area as depicted is approximately 398 square feet.
27 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
EXHIBIT “C-2”
FACILITIES
28 A2492.CON.MG -STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
EXHIBIT “C-3”
FACILITIES
29 STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
EXHIBIT “C-4”
FACILITIES
30 STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
EXHIBIT “C-5”
FACILITIES
31 STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
EXHIBIT “C-6”
FACILITIES
32 STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
EXHIBIT “D”
DISTRICT FEE SCHEDULE
Date Amount Comment
January 1, 2024 $61,644.40 Paid
January 1, 2025 $64,726.62 Paid
January 1, 2026 $67,962.95 ($5,946.29) remaining credit January 1, 2027 $71,361.10
January 1, 2028 $74,929.15
January 1, 2029 $78,675.61
Renewal Term
January 1, 2030 $86,543.17
January 1, 2031 $90,870.33
January 1, 2032 $95,413.85
January 1, 2033 $100,184.54
January 1, 2034 $105,193.77
33 STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
EXHIBIT “E”
DISTRICT TECHNICAL STANDARDS
LESSEE’S PLANS FOR ITS LEASED AREA AND FACILITY ATTACHED AS EXHIBIT “C” OF
THIS LEASE CONTROL AND SUPERSEDE THESE GENERAL SITE TECHNICAL STANDARDS ONLY TO THE EXTENT SPECIFICALLY SHOWN ON SUCH PLANS.
I. General
A. All users must furnish the following to the District before installation of any equipment:
• Copies of FCC licenses/construction permits related to the Antenna.
B. The following will not be permitted without the written consent of the District which consent will not be unreasonably withheld:
• Equipment which does not conform to FCC Rules and Regulations. • Any equipment without FCC type approval or type acceptance.
II. Cable
• All Facility transmission lines must be grounded at the Facility, at the entry point to the equipment room, and in the equipment room, with the appropriate grounding kits. • All Facility lines to be jacketed coaxial cable.
• All externally-mounted transmission lines must be clamped with stainless steel clamps made specifically for this purpose at spacing intervals as specified by the cable manufacturer.
• Any cable fasteners exposed to weather or sunlight must be nylon ultraviolet resistant type or stainless steel.
• All cable must be run in troughs or cable trays where provided or indicated. No vertical riser coax cables outside of the Facility mast shall be permitted. • All unused lines must be tagged and terminated at both ends showing termination points. • All AC power cords must contain 3 conductors and use grounding plugs. • The use of extension cords shall not be allowed.
III. Cabinets
• All cabinets must be bonded together and grounded to the electrical ground. • All cabinet doors must be on, closed at all times when active servicing of the equipment is not occurring, and kept locked.
34 STC VR54XC413 Lease Agreement – First Street water tank revised v.1. September 18, 2024
• All non-original holes larger than 1” must be covered with copper screen or solid metal plates.
IV. Installation Procedures
• Installation may take place only after the District has been notified of the date and time, as indicated in Section 8 of the Lease.
• All equipment, cables, masts, GPS antennas, and all other elements of this project within the Leased Area must remain within the designated lease space at all times.
V. Maintenance/Tuning Procedures
• All cover, shield, and rack fasteners must be in place and securely tightened. • Local speakers must be turned off except during service.
VI. FCC Licensing
• All FCC licenses must be current.
• All FCC licenses and other such information required to be posted must be posted as prescribed by FCC rules, with copies to the District.
• All FCC Facility Structure Registration data must be current and posted in conformity with the FCC rules if required.
VII. Interference Diagnosing Procedures
• Lessee must cooperate in a timely fashion with the District when called upon to investigate a claim of interference, whether or not it can be conclusively proven that their equipment is involved.
• District will provide best efforts to assist in locating and curing all interference problems brought to the District by Lessee. If a specific interference problem as brought to the District by Lessee is found to be existing in Lessee’s equipment, then Les see will reimburse the District for technical assistance at a reasonable market rate, plus any reasonable expenses.
VIII. Miscellaneous
• All installations must be maintained in a neat and orderly manner. • Access to the Leased Area shall be by authorized personnel only, and only for purposes of installation, service or maintenance.
• All rubbish related to Lessee’s installation and operations must be removed immediately. 35 l;i
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