HomeMy WebLinkAboutNew Cingular Wireless PCS, LLC 2007-07-01 Amendment 2; 2013-05-21 ,► -n �C' C�1 ' I -7- o � -!-4.�--
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MarAcC Northem Cali(omia �
Ccll Sitc Numbcr CNU0915 �
Scamh Rfng Name�.CVU0915 �i
Ccll Sitc Namc:Ukieh DT Police(CA)
Piscd nssct Numbcr: 10129956
01.13.12 URAF'i
SECOND AMENDMENT TO LICENSE AGREEMENT
THIS SECOND AMENDMENT TO I.ICENSE AGRGEMENT (`AmendmenY'), dated as of the latter of �
the signature dates below, is by and betw�een 7'he City of Ukiah, havin� a mailing address of 300 Seminary Road, ��
Ukiah, Califomia 95482 ("City") and New Cin�ular Wireless PCS, LLC, a Delaware limited liability company, '
having a mailing address of 12555 Cingular Way, Suite 130Q Alpharetta,GA 30004(`Licensee").
WHEREAS, City and Ed�e Wireless LLC, an Ore'on limited liability company ("Edge") entered in[o a
License Agreement, da[ed July 17,2001, as amended by that cer[ain Firs[Amendment To License Agreement, da[ed
June 13, 2005 (collectively, the `AgreemenP'), whereby City licensed to Edge ceRain Premises, therein described,
that are a portion of the Property located at 300 Seminary Road, Ukiah, CA 95482; and
WHEREAS, the Tcrm ofthe Agreement commenced as of July 17,2001; and ,.
WHEREAS, in connection with the Agreement, City and Edge entered into[hat certain Back-Up Generator �
� Agreement on June 30, 2001 ("Back-Up Cenera[or Agreement") for Ed�e's use of the Ciry's diesel generator to
' provide emergency power genera[ion while the Agreemen[remains in effect upon [he[erms and conditions set forth
� in the Back-Up Generator Agreement; and
� WHEREAS, Licensee has succeeded to all of the right, tide and interest of Edge in and to the Agreement ��
� and Ihe Back-Up Generator A�reemenr, and I
WHERE;AS, City and Licensee desire to amend the Agreement to increase the size ofthe Premises; and li
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� WHEREAS, City and Licensec desire to adjust the license fee("License Fee"); and �
WHEREAS, City and Licensee desire to amend Section 2(e) of the Agreement to document certain
removal obligations of Licensee;and i
� WHEREAS, City and Licensee desire to amend Section 2(k) of[he A�reement to modify the maintenance '�
I and repair obligations, and
WHEREAS, City and Licensee desire to amend Sec[ion 2(n) of[he Agreement to modify the insurance I.
I obligations of Licensee undcr the Agreement;and
WHEREAS, City and Licensee desire to amend the Agreement ro modify Section 3 [o allow Licensee ro
transfer the Agreement to a limited�roup of permitted transferees upon notice from Licensee to City;and
WHERF,AS, City and Licensee desire to amend the A�reemen[ to modify Section 4 to allow Licensee to
transfer the A�reement upon notice to Ciry ro any Affiliate of Licensee;
WHEREAS, City and Licensee desire to amend the A�reement to modify [he notice addresses of thc
parties; and
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WHGREAS, City and Licensee desire to amend the Agreement to permit Licensee to add, modify and/or
replace equipment in order to bc in compliance with any curzent or Future federal, state or local mandated ,
applicatioq including but not limited to emcrgency 91 I communication services; and
WHEREAS, City and Licensee desire to terminate the Back-Up Generator Agreement;and
WHEREAS, City and Licensee, in their mutual interest, wish to amend the Agreemen[ as set forth below
accordingly.
NOW THEREF'ORF„ in consideration of Ihc foregoin� and other good and valuable consideration, the �
receipt and sufficiency of which are hereby acknowledgcd, City and Licensee a�ree as follows: �,
1. License of Premises. Section 1 License is hereby amended by adding the following to the end of subsection �I
(a):
"CiTy licenses to Licensee an additional five feet (5') oo either side of a centeriine for a distance of two
� hundred eighty-fivc fect(285')(the"Underoround Conduit Site")as more completely deseribed or depicted
� on attached Exhibit A. City's exewtion of this Amendment will signify City's approval of Exhibit A.
Exhibit A hereby amends the configuration of the Premises."
2. Use of Premises. Section 2(bl Use of Premises is hereby dele[ed in its entireTy and replaced wi[h the
followin�:
"(b) Use of Premises. (I) Licensee may use the premises solely for the pwpose of ins[alling and operating �,
� the existing [ower, antennas, cquipment shelter, and related equipment in their current loeation (collectively i
known as "Licensee's Facilities") for the transmission and receipt of radio-telephone and other electrical �
signals for PCS/cellular telephone service under the FCC authorization issued to Licensee in a manner that
does not interfere with City's use of the tower for its communications facilities. (2) Subject to Section 4(k)
Licensee shall have a right of access to the licensed premises that includes the placement of utility facilities
underground to service the Premises in accordance with an encroachment permit issued by the City. (3)
Licensee shall not locate any other antennas on the tower or related equipment on the licensed premises used
by any other person or entity or for any other purpose without tbe consent and agreemen[ of the City. (4)
' Licensee shall comply with all applicable federal, state, and local laws. �
The City shall havc right to approve thc dcsign and construction of any new facili[ies on the Licensed
Premises, induding thc rcconstruction or rclocation of the towec City is entitled to use one rack in
Licensee's equipment shelter. Licensee shall remain the owner of the tower, equipment shelter, and its
equipment installed on the tower or inside the equipment shelter. Upon termination of[his Agreement by
Licensee (other than as a result of a material breach by CiTy) or if Licensee provides notiee that it will not
exercise any of its options to renew this License,the tower and shelter shall become the propeny of thc City.
If the City terminates this License(other than as a result of a default by Licensee),the tower and shelter shall
remain Ihe proper[y of Licensee."
3. License Fee. Section 2(t) License Fee is hercby amended by adding the following:
"Commencin� on the first (1") day of the month following the date that Licensee commences construction
of[he Underground Conduit Site, the License Fee shall be increased by Two Hundred Sixty-Three and
No/100 Dollars($263.00) per month, subject to further adjustments as provided in Section 2(g)."
4. RemovaL Section 2(e) Termination of the Agreement is hereby amended by adding the following: i,
`9n removing its antennas and equipment from the Premises, Licensee shall not cause a legal nuisance or �
o[herwise materially and adversely interfere with City's use of the tower, equipment shelter or City's �
an[ennas and related facilities. Licensee shall indemnify and hold City harmless from any cost, damage, or
liability arising from any material and adverse interference to City's use of the tower, equipment shelter or
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City's antennas and related facilities caused by Licensee during such removal, except ro the extent
attributable [o the negligent or willful act or omission of City, its employees, agents or independent
contractors. Following City's compliance wi[h applicable written notice and time periods pertaining to .
� City belief that License's antennas and equipment have been abandoned, any equipment remaining on [he �'�
� Licensed Premises after the later of sixty(60)days followin�the expiration date of this A�reemen[and the .
date following the time period that Licensee must respond [o the CiTy's wri[[en notice of belief of
abandoned property, thereafter, shall become [he property of[he City, which it may use or dispose of as i[
sees fit. Licensee shall pay any costs to dispose of the antennas or equipment, if the City elects to dispose .
of it. Any such costs shall be reduced by[he amount, if any, received by the Ciry for the sale of same' �,
5. Maintenance and Repairs. Section 2(k) Maintenance and Repairs is hereby deleted in its entirety and 'I
replaced with the following: I
°(k) Maintenance and Reoairs. i
(i) Subject to the procedures and the payment of cos[s as further set forth in this
secNon (k), Licensce shall maintain Licensee's Facilities in good repair and workin� order, shall prevent
the Licensec's Facilities from deteriorating and shall promptly make repairs to [he Licensee's Facilities,
when necessary ro main[ain them in good repair and working order, and may at its own expense alter or I
modify the Licensee's Facilities to suit its needs wnsistent with the intended use of the Licensed Premises
and provided, such modifications do not interfere with the Ci[y's communication facilities located on the �
tower or in the equipment shelter, nor with the Ciry's use of the Licensed Premises and surrounding
property. Licensee shall not be responsible for maintenance of the City's communication facilities located
on [he Licensed Premises, except any such repairs made necessary by Licensee's activities on the Licensed
Premises.
(ii) Not less than seventy-two (72) hours before commencing any work on
the Licensed Premises or on any other City property, whether Licensee uses its own employees or I
independent contractors or is authorizing a Sublicensee to commence any work on [he Licensed Premises, I
Licensee shall: I
A. Provide City with written notice of the name and contac[ ,
information for the Licensee's employee authorized to request access to [he Premises on behalf of I
Licensee. All requests for access to the Premises must come from an employee of Licensee, and the City
reserves the right in Ci[y's discretion to deny access to the Premises from a vendor or contractor of ',
Licensee until and unless a written request for access is provided from an employee of Licensee. The City I
and the Ciry's Police Depanment shall provide Licensee with the name and email address of the desi�nated '
official to grant requests for access a[ the beginnins of each year or any time there is a change in the '��
desianated o�cial. i,
B. File with the CiTy's Police Department a de[ailed description of the �
loca[ion where the work will be performed, the specifications for the work, the name, contact information '�
and scope of work to be performed by each subcontractor, number of people requiring access to the ��
Premises with their names, phone numbers and company information, and a schedule for commencing and ,
completing the work.
B. Receive approval from the City's Police Department for the work
and the schedule;
C. Apply for and ob[ain any building or o[her applicable permits
required by thc Ukiah City Code, including buildin,� permits, site development or use permits and
encroachment permifs;
D. Deposi� with the City money to cover the City's costs in reviewing
and approvina the work plan and in supervisin� and inspecting[he work or the work areas. The amount of II
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the deposit shall be determined by the City's Police Depar[ment based on the City's estimate of the time �,
required of Ciry employees multiplied by an hourly rate for the employees' time to include cost of salaries,
benefits and associated overhead, and any other expenses incwred by City in performino these services.
W ithin thirty(30) days after Licenscc's receipt of written notice and invoice from City of the actual cost of
such service, accompanied by reasonable substantiation of any such cost and expense, any portion of the I
deposi[that exceeds the actual cos[ shall be refundcd to Licensee. Within Ihat same thirty (30) day period,
� Licensee shall pay City any ponion of the actual cost tha[exceeds the amoun[of the deposit. ,
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G "T'hose accessing the Premiscs to perform work must check in a[ the �
pre-an�anged time at the front counter of the CiTy's Police Department and have with them the necessary I
codes and keys to access the Premises. They must have in their possession and produce upon demand
verifiable identification and proof of employment wiUi the company that has been granted pre-arran�ed
access.
F. In thc event emergency access is needed for equipment failure or ���
malfunetion those needing access must come to the City's Police Department Night Entrance and gain I
approval for access from the on-duty Police Watch Commander and be prepared to demonstrate iden[ity as I
stated in F,above.
G. Access for rcgular equipment maintenance or inspection may be �
granted to specific persons by presenting an annual schedule in advance at the beginnin� of each calendar i
year to the Ukiah Police Department for considera[ion and approval.
H. All access, any time, regardless of the reason, by each person and li
company aceessino the Premises mus[ be legibly logged in with each person's name, company name, valid �
contact information and the date, time and reason for access in the Licensee's loo book stored in the tower �
shelter. The Iog bwk shall remain in the tower shelter and not be removed without prior approval of the I
City's Police Department. ,
1. In addition to any other remedies available to the City to enforco the I
requirements of this Agreemcnt, failure to comply with any of the above lis[ed access requirements may be
cause for the Ciry's Police Department to deny future access to Licensee's vendor which violates [hese '
procedures or to remove from the Premises or arrest thosc persons who the City's Police Department have
probable cause to believe to be trespassing on the City's Property.
6. Indemnification. Section 2(m) is hereby deleted in its entirety, and replaced with the following: �i
"(m) Mutual Indemnification. Licensee shall indemnify, defend and hold City harmless from ��
and against any claim, law suit, judgment, loss, damage, cost or injury caused by, or on behalf of, or I
throogh the fault of Licensee, or its contractors, subcontractors, or sub-licensees, or in any way directly 'i
resul[ing ftom the presence of Licensee, or its contractors, subcontractors or sublicensees upon Ci[y's ii
lands, including the Premises, or any associated easements. As used in this Section S(m), "City" includes I
its officers and employees. �
' City shall indcmnify and hold Licensee harmless from and a�ainst any Ioss, damage, cost or injury caused
' by, or on behalf of, or through the fault of the City. Nothing in this Article shall require a party to
indemnify thc other party against such other party's own willful or negligent misconduct.°
7. Insurance. Section 2(n)Insuranee shall be deleted in its entirety and replaced with the following:
"(n) Insurance. Licensee shall, at all times during the term of Ihis License Agreement at its
cost and expense, buy and maintain insurance of Ihe types and amounts listed below. Failure to buy and
maintain the required insurance may result in the termination of this License a[ City's option. If Licensee li
fails to procure and maintain the insurance described below, Liceosee shall be in material breach of this �
License. In case of breach, City, at its election, shall have the right to cerminate the License or to procure
04.02.13
and maintain, at Licensee's expense, substitute insurance with right of offset against any money due
Licensee.
(i). Minimum Scope of Insurance. Coverage shall be at least as broad as:
A. Insurance Scrvices Office ("ISO) Commercial General il
Liability Coverage Form No. CG 00 Ol.
B. ISO Form No. CA 0001 covering Automobile Liability, Code
1 "any auto" or Code 8, 9 if no owned autos and endorscment CA 0025. I
C. Worker's Compensation Insurance as required by the Labor
Code of[he State of California and Employers Liabiliry Insurance.
(ii) Limits of Insurance. Licensee shall maintain limits of:
A. General Liability: $2,OOQ000 combined single limit per I
occurrence for bodily injury, personal injury and property damage. If Commercial General Liability �
Insurance or other form with a general agorcoate limit is used, the general aggregate limi[ shall apply �,
separately to the work performed under this Agrecment, or the aggrega[e limit shall be twice the prescribed
per occurrence limit.
B. Automobile Liability: $2,000,000 combined single limit per
accident for bodily injury and property dama�e. I
C. Worker's Compensation and Employers Liability: Worker's I
compensation limits as required by the Labor Code of thc State of Califomia and Employers Liability limits I
of$I,000,000 per accident. �
(iii) Self-Insured Retentions. Self-insured retentions must be declared to ��
the Ciq�.
(iv) Other Insurance Provisions. The required policies are to con[ain, or
be endorsed to contain, [he following provisions: ��
A. General Liability and Automobile Liability Coverages �,
(I) The City, it officers, officials, employees and ��,
volunteers are to be covered as additional insured as respects; liability arising out of activities performed by �,
or on behalf of the Licensee, products and completed operations of[he Licensee, premises owned, occupied I
or used by the Licensee, or automobiles owned, hired or borrowed by the Licensee. The coverage shall �
contain no special limitations on the scope-of-protection afforded to [he City, its officers, officials, II
employees or volunteers except shall no[apply to sole ne�ligence of additional insureds.
(2) The Licensee's insurance covcrage shall be primary
insurance as respects to the City, its officers, officials, employees and volun[eers. Any insurance or self-
insurance maintained by the City, its officers, officials, employees or volun[eers shall be excess of the
Licensee's insurance and shall not contribute with it.
(3) Any failure to comply with reporting provisions of
the policies shall not affect coverage provided to the City, its officers,officials, employees or volunteers.
(4) The Licensee's insurance shall apply separately to '
each insured aaainst whom claim is made or suit is brou�ht, except with respect to the limits of the insurer's '
liability. I
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(5) Worker's Compensation and Employers Liability
Coverage.
The insurer shall agree to waive all rights of subrogation
against the Ciry, its officers, officials, employees and volunteers for losses arising from Licensee's activities
pursuant to this License.
B. All Coverages. Licensee shall provide at least 30 days'
advanced written notice to City of any cancellation or non renewal of any required coverage that is not ,
replaced.
(v) Acceptability of Insurers. Insuranee is to be placed with eligible
Califomia insurers wi[h an A.M. BesYs rating of no Icss than A-VII for financial strength.
(vi) Verification of Coverage. Licensee shall furnish the Ciry with
certificates of Insurance and with ori�inal endorscments effecting covera�e required by this License. The
Certifcates and Endorsements for each insurance policy are [o be si�ned by a person authorized by that
insurer [o bind coverage on its behal£ The Certificatcs and Endorsements are to be on ACCORD forms.
All Ccrtificates and Endorsements are to be received and approved by the City before the Commencement
Date.
(vii) Subcontractors. If Licensee uses contractors or subcontractors in its
main[enance, repair, replacemen[, upgrading or other work on the Licensed Premises, it shall require
reasonable and prudent coverage and limits from any of its subcontractors doing work hereunder.
(viii) Property Loss. Licensor shall not be liable for any loss or damage to Licensee's property
to the extent of the indemnification herein.
Notwithstanding the foregoin�, Licensee shall have the ri�ht to self-insure [he coverage reyuired above. [n
the event Licensee elects to self-insure its obligation to include Licensor as an additional insured, the I
followin�provisions shall apply: I
Additional Insured s[atus
(i)shall be limited to bodily injury,property damage or personal and advertising
injury caused, in whole or in part, by Licensee, its employees,agents or independent
contractors;
(ii) shall not extend to claims for punitive or exemplary damages arising out of
thc acts or omissions of Licensor, its employees, agents or independent contractors or
where such coverage is prohibited by law or to claims arising out of the gross negligence
of Licensor, its employees, a�ents or independent contractors; and
(iii)shall not exceed Licenseds indemnification obligation under this
Agrecment, if any.
Licensor shall promptly and no later than thirty(SO)days after ootice thereof provide Licensee wi[h written
notice of any claim,demand, lawsuit, or the like for which it sceks covcraac pursuant to this Section and
provide Licensee with copies of any demands, notices, summonses, or le�al papers received in connection
with such claim,demand, lawsuit, or the like; Licensor shall not setlle any such claim, demand, lawsuit, or
[he like without the prior written consent of Licensee; and Licensor shall fully cooperate with Licensee in
[he defense of the claim, demand, lawsuit, or the like. Licensee shall notify Licensor about the disposition
of all claims by Licensee's insurance carrier and shall provide Licensor with any information reasonabty
requested by Licensor concernina the Licensee's insuranec carrier's response ro the claim."
8. Transferabilitv of Licensee's Interest. Section 3,Transferability of Licensee's Interest is hereby amended
by adding the followin�: I
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"Notwithstanding the fore�oin�, Liceosee shall have [he right to assi�q sell or transfer ("Transfer") its
interest under the Agreement upon not less than thirty (30) days prior notice to City, (but without the
necessity of approval or consent of City), only to(i) any Affiliate of Licensee or(ii) in connection with the
sale of substantially all of Liccnsee's assets in the FCC market area where the Premises are located,
provided Ihat any such Transfer shall not relievc Licensee from legal responsibility and Iiability for the
performance of and full compliance with the [enns of this AgreemenL For the purposes of the Agreement,
"Affiliate" shall mean any person or entity that controls, is controlled by, or is under common control with
Licensee and possesses a net worth of at Ieast Ten Million Dollars ($1Q000,000). °Control° of a person or
entity means the powar ro direct the managemenY or policies of that person or entity, whether through the
ownership of voting securities, membership or partnership interests. Additionally, Licensee shall have the '
right to sublieense the use of Liccnsce's Facilities onlv to any Affiliate of Licensee upon not less than
Ihirty(30)days prior notice to City(but without the necessity of approval or consent of City).
9. Sublicensina Other Than To Affiliates Of Licensee. Section 4, Sublicensine is hereby deleted in its
en[ire[y, and replaced wirh the following:
"With respect to any sublicensing of the tower, building and ground space to any party other than an I
Affiliate of Licensee, upon �vin�City foutteen (14)days' prior written notice, and with the City's consent,
which consent shall not be unreasonably withheld, Licensee may sublicense the use of the tower, building,
and ground space upon the Licensed Premises to other co-locators. In furthcrance of such sublicenses, if the I
co-locator may require additional ground spaee from the City, d�en the City may make such additional �
oround space available on a "space available" basis pursuant to terms and conditions which are consisten[
with the terms and conditions of this License A�reement. Addilionally, except for any sublicense to any
Affiliate of Licensee, Licensor shall be entitled ro receive a fee from Licensee equal m fifty percent(50%)
of the ]icense fees, late fees and intcrest actually received from any such sublicensee. Payment to City by
Licensee of the City's fifty percent (50%) share of such sublicense fees shall be due ten (10) days afrer
Licensee's actual receipt of Ihc paymcnt of the sublicense fee from the applicable sublicensee. Prior to the
commencement date under any sublicense agreement for which the consent of City is required hereunder,
Licensee shall provide CiTy with a copy of the s�blicense agreement and with notice of the date when fees
are due and of[he late fees and interest, if any, which are due for delinquent payments."
10. Notices. Section 11, Notices of the Agreemen[ is hereby dele[ed in its entirety, and replaced with the
following:
"I I. NO'i'ICF.S. All notices, requests, demands and communications hereunder will be given by first
class certified or registered mail, return receipt requested, or by a na[ionally recognized overnight
courier, postage prepaid, to be etfective when properly sent and received, refused or returned
undelivercd. Notices will bc addressed to the parties as follows.
If to City: City of Ukiah
Attantion City Mana�er
300 Seminary Road
Ukiah, CA 95482
With copy to: Ukiah CiTy Attorncy
David J. Rapport, Esq.
Rapport& Marston
405 W. Perkins Street
Ukiah, CA. 95482
oa.02.13 �,
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Ifto Licensee: New Cingular Wireless PCS, LLC �
Attn: Ncrwork Real F,state Administration �
Re: Cell Site ��t: CNU0915
Search Ring Name: CNU0915 �
Cell Site Name: Ukiah DT Police(CA) ,
Fixed Asset No: 10129956 �,
12555 Cingular Way, Suite 1300
Alpharetta, GA 30004
W ith a copy to AT&T Legal Deparhnent:
If sent via reQistered or certified mail to: �
New Cingular Wireless PCS, LLC
Attn: AT&T Legal Department
Re: Cell Site#: CNU09I5 �
Search Ring Name: CNU0915 I
Cell Site Name: Ukiah DT Police(CA) I
Fixed Asset No: 10129956 I
P.O. Box 97061
Redmond, WA 95073-9761
If sent via na[ionally recoanized overnieht courier to: '
Ncw Cingular Wireless PCS, LLC �
Attn: AT&T Legal Department
Re: Cell Site t�: CNU0915
Search Ring Name: CNU0915
Cell Site Name: Ukiah DT Police(CA)
Fixed Asset No: 10129956
16331 NE 72"� Way
Redmond. WA 9R052-7827
The copy sen[ to thc AT&T Legal DepaRment is an administrative step which alone does not constitute
le�al notice. Either party hereto may change the place for the giving of notice to it by thirty (30)days prior
written notice to the other as provided herein."
11. Emer2enev 911 Service. In the fumre, without the payment of additional rent and at a location mutually
acceptable to City and Licensee, City agrees that Licensee may add, modify and/or replace equipment in
order to be in compliance with any current or future federal, state or local mandated application, including
but not limited to emer�ency 91 I communica[ion services.
12. Termination of Back-up Generator A¢reement City and Licensee hereby confirm and agree that the
Rack-Up Gcnerator Agreement is hereby [erminated and without the necessiry of any further exchange of a
further writing executed and dclivered bctwccn them. City and Licensee hercby confinn and agree [hat the
rights and obligations of each party under thc Back-Up Generator Agreement are conclusively deemed to be
fully perfonned and discharged. City and Licensee hereby further agree [hat in the event of a power outage
to Licensee's Facilities, Licensee may locate a tcmporary back-up generator on the si[e at no additional cost
to Licansee to provide back-up power to Licensee's Facilities during the power outage. The location of the ��.
back-up �enerator must be rcasonably approved by Ciry. The delivery of the back-up generator to the �,
Premises, and its use, shall not materially and adversely interfere wiCh the City's use of its facilities or of the '',
Civic Center. �
13. Memorandum of License. Either party will, at any time upon receipt of fifteen (IS) days prior writtcn
notice from the other, execute, acknowledge and deliver to the other a recordable Memorandum of License �,
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substantially in the form of Exhibit C. Either party may record this memorandum at any time, in its
absolute discretion.
14. Other Terms and Condi[ions Remain. In the event of any inconsistencies between the Agreement and �
[his Amendment, the terms of this Amendment shall control. Except as expressly set forth in [his
Amendment, the Agreement otherwise is unmodified and remains in full force and effect. Each reference
in the Agreement to itself shall be deemed also to refer to[his Amendment.
15. Capitalized Terms. All capitalized terms used but not defined herein shall have the same meanings as
defined in the Agreement.
16. References to Lease. The CiTy and Licensee agree that the Agreement was intended to and does grant[o
Licensee a non-exclusive license coupled with an interest for the use of the Premises, Use of the words
"lease° or "lessee° in the License Agreement, as amended, is inadvertent, and shall be deemed to mean
"license"or"licensee." �
IN WITNESS WHEREOF,the parties have caused this Amendment to be effective as of the last da[e written below. �I
"City" "Licensee �
City of Ukiah New Cingular Wueless,PCS, LLC,
a Delaware limited liability company
, i� i � i
By: �,�j,u �.i;-,,���� `__ By: AT&T Mobility Corporation
� Its: Manager
PrintName; i� JANE CFiAMBERS
[ts: ,. � CITY MANAGER Sy: ��LC��_
Date: ������ Print Name:
ic ae ui ob rcr
Its: Birestnr
Date: Construction & Engineering
�,,._,i/,,��
[ACKNOWLEDGMENTS APPEAR ON THE FOLLOWING PAGE]
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0A.02.13
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CITY ACKNOWLEDGMEIYT I
Siate of California ���
County oC _ t������:i�t ii�:' ) �'
On Ai'�i� � 3 .2�i3 beforeme, K�Is7ii�c c-<k����-�3� ,�tTTRRY ,
(insert name and title of the ofticer)
personallyappeared J.Rl�t. A/�hic. ;h;ql��it3E�?5
who proved to me on the basis of satisfactory cvidcnce ro be the person(� whose name(yJ�s/are subscribed to the
within instrument and acknowledged to me that h she/they executed the same in hi�ie�/their au[horized capacity(2e5),
and that by his(6ed/their signature�9� on the instrument the person(�, or the entity upon behalf of which the personQS)
acted,executed the instrument.
1 cenify under PENALTY OF PERJURY under the laws of the State of Califomia [hat the foregoing paragraph is true
and correct.
Wfl'NESS my hand and official seal.
� f j � KRlSTINE ROBIN LAWLER
� y r a COMM. #1998485 i
Signa[ure �� �, G��/1 L �L��G L . 1. l. -' (Seal) � ��m Notary Public �California p �
�° ? % �� Mendocino County °–
1 Canm.Ez ires Nov. 17,2016
LICENSEE ACKNOWLEDGMENT
State of California
Countyof b�Crr�QS�G.. ) ,
On mC��.F � �j o�o IJ before me,�CC► Q � 7"�1��� ��o'�U'-1 i 1.,���l L ,
T (insert name and tiUe of the of�cer)
personally appeared __ m 1 �Ct��l LS �� bp!'e.{
who proved to me on [he basis of satisfactory evidence to be the person(sj whose nameEsj is/acs subscribed to the
within instrumen[ and acknowledged to me that he/sl�ekhry executed the same in his/he�kHeir authorized capaciry(ies),
and that by his/herftheirsignature(s�on the ins[rument the person(s} or the entity upon behalf of which [he persorr(s�
acted, execu[ed[he instrument.
1 certify under PENALTY OF PERJURY under the laws of the State of Califomia [hat the foregoing paragraph is true
and correct.
WITNESS my hand and official seal.
� OEBRA A. HALL
�/ ���*,�:� Cammission# 7968740 I
Signatur �,"' � �� (Seal) a .�'�\e;��e/ Notary PuDlic -California i
z�� `% Alameda County n I
� My Comm. Ezpires Feb 5, 2016
04.02.13
� - — _ _ — . _ _ �
EXHIBIT A
Underground Conduit Site
The Underground Conduit Site is described and/or depicted as follows: �
�One(1) Page Depiction of Underground Condui[Site Appears On Following Page�
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04.02.13
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LEGAL DESCRIPTION
AT&T Site: Ukiah Downtown/CNU0915 ��..
300 Seminary Avenue
Ukiah, CA 95482
UTILITV ROUTE
A STRIP OF LAND 5.00 FEET WIDE, LYING WITHIN 7HE CITY OF UKIAH,
COUNrY OF MENDOGNO, STATE OF CALIFORNIA, LYING 250 FEET ON
EACH SIDE OF TNE FOLLOWING DESCRIBED CENTERLINE:
COMMENCING A T THE CENTERLINE INTERSECTION OF NOLDEN STREE7
AND DORA STREE7, THENCE ALONG SAID CENTERLINE OF DORA
STREET N72'40'35""W, 75.29 FEE7; THENCE N76'S7"42°E, 40.00 FEET
TO THE EASTERLY LINE OF SAID DORA STREET AND THE POINT OF
BEGINNING, THENCE CONTINUING N76 57"42'"E, 228.09 FEET THENCE
S75'4070'"E, 35'. 18 FEEr THENCE S7374"51°E, 34.24 FEET TNENCE
N21'00'S0'�E, 16.60 FEET THENCE N81 29'24"E, 7 0.46 FEET THENCE
S09'09'00"E, 2. 98 FEET TO THE END OF SAID SIRIP.
PREPARED UNCEF MY SUPERVISION.�
��LAND3VRD
2g acdoD,p�.e E•i.
U �� °�J..A
'' � LS.7780
* *
� Exp.12-31-13
�q ?
TF o
MANDO D. DUPON7,
P.L.S. 7780
REG. EXP. DECEMBER 31, 2013
SHEET 1 OF 2
CA1 ��^� JohRO 11848
„� ��
o�,w�ay:n�
SURVEYING, INC, oate:OS�n��2
411 JENKS CIRCLE,SUITE 205,CORONA,CA.92880-1782 PHONE:95L280-9960 FAX�,95L280-9746 www.caWada.com
EXHIB[T B II
I
Back-Up Cenerator Agreement ,
[A true and correct copy of the 6<ick-Up Genera[or A�reement Consistin�of Three(3) Pages Appears On Followin� I
Pages]
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' BACK-UP GENERATOR AGREEMENT
� '
This Back-Up Ge:nerator Agreement is made and entered into the�day of June 2001
("Effective Date"), by an.d between the City of ilkiah, 300 Seminary Road,iJkiah, California
95482 ("City ")and Edge Wireless LLC,an Oregon limited liability company,Attention: Sr.
Real Estate Manager, 600 S W Columbia, Suite 7200, Bend, Oregon 97702 ("Edge").
RECITALS: I
1. City and Edge have entered a License Agreement under which Edge will conshvct a
100 foot Yower for corsununications antennas,including PCS Wireless Telephone antennas used �
by Edge, and an equipme;nt building to house communications equipment, including equipment
used by Edge.
2. The property which Edge is authorized to use under its License Agreement with City
is located at the ITkiah Civic Center.
3. As a provider�uf wireless telephone service,Edge requires a back-up generator which
can provide electrical po�,ver to its communications equipment in the event of an interruption in
or loss of regulaz electric service.
' 4. The City maim:ains a back-up diesel generator at the ITkiah Civic Center for use when
the Civic Center experierices a loss of or interruption in regulaz electric service.
5. The City is wi:lling to make that back-up diesel generator available to Edge for use
during the term of its licease under the License Agreement,provided Edge pays all costs
associated with its use of the City's diesel generator.
AGREEMENT:
In consideration af and reliance upon the above-recitals and the terms and conditions as
further stated herein, the:parties agree as follows:
1. The City will ii�mish Edge with emergency elec�ical power for its communicafions
equipment located on pre�perty Edge has licensed from the City(the"licensed premises"},during
such time that all of the following condirions aze met:
A. the Ci1:y maintains a diesel generator at the iJkiah Civic Center with sufficient
excess capacity above thc: City's requirements for emergency power generarion to satisfy the
needs of Edge for an eme rgency power source for its communicarions equipment on the Iicensed
premises;
B. The License Agreement reraains in effect; and
C. Edge ciiakes all payments required by this Agreement in accordance with this
Agreement.
I 2. Edge shall pay a fee for the availability and use of the back-up power provided under
this Agreement equal to t:he actual cost of fumishing power to Edge during emergencies,payable
within ten(10) days after the Ciry provides Edge with a bill for such costs.
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Edge expressly agrees that the City may temunate this Agreement at any time that it determines,
in its sole discretion,tha1:the diesel generatox does not have sufficient capacity to provide
emergency power to Edge,upon not less than 30 days prior written notice to Edge. If the City
terminates ttris Agreemerit prior to tarmination of the License Agreement, or if the City is
otherwise unable to provide emergency power to Edge,Edge shail be entitled to use a portable
backup generator to provide electricity to its equipment in the event of a power outage.
3. Edge will receive back-up power in emergencies only as part of the same emergency
power system operated by tha Ciry for the Civic Center. Edge understands and agrees that the I
diesel generator is design.ed to commence operation automatically,when there is an interruption �
or loss ofpower at the Ci vic Center, but there is a brief period after the power loss or interruption
before the diesel generatc,r begins producing emergency power. Edge axpressly assumes the risk
of any damage to its equi:pment, data or softwaze caused by tlus interruption of power.
A. Edge }iereby waives and releases the City from any claim for damages or loss
resulting or alleged to result from the provision of emergency power under this Agreement or the
failure of the City to fixm:ish emergency power hereunder,regazdless of the cause. This waiver
and release e�ctends to an;�i such claim or damage whether based on any act or omission of the
City or its officers, agent;., employees, contractors or volunteers and whether based on strict
liability,negligence, groas negligence or intentional wrongdoing. I
B. Edge shall protect and defend the Ciry against any claim for money made by �
tlurd parties,including customers of Edge or iu affiliates or contractors, against the City, if the I
claim is based on the Cit;,'s obligation to furnish emergency power under this Agreement, i
regardless of whether the act or omission involves strict liability or allegedly negligent or
, intentionally wrongful ac:s or omissions of the Ciry or its officers, agents, employees,contractors
or volunteers. All obligations imposed on Edge by this Subparagraph B will extend to the City
and its officers,agents,einployees,and contractors.
Under its obligation to de,fend the City, Edge shall provide at its expense such attorneys,
investigators,consultants„ experts or other professionals as may be necessary to defend any such
claim or demand and shall pay all expenses associated with such defense, including any expenses
incurred by the Ciry to assist or participate in such defense. If Edge fails to provide competent
representation when necessary to prevent any prejudice to the City's interests,the City may
retain such services and iiicur such expenses as may be reasonably prudent to protect its interests
and Edge shall pay any stich expenses incurred by the City within 30 days of the date the City
provides the Fdge with written notice of the expense and a demand for payment.
In agreeing to indemnify City under this pazagraph,the Edge shall pay any settlement or
judgment resulting from si claun,demand, cause o£acrion or suit covered by this agreement to
indemnify the City.
This indemnification and hold harniless provision of this Agreement shall remain in effect,even
if the Agreement is othenNise terminated or fully performed.
4. This Agreemecit shall be governed by the laws of the State of Califomia Any acUOn
filed by either party arisn ig out of this Agreement shall be filed in the state courts in Mendocino
County, each party consenung to the jurisdiction and venue of such coutts. I
—
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5. Miscellaneou:>:
' S.1. Edge:shall not assign any interest in this Agreement,and shall not transfer
any interest in the same I:whether by assignment or novarion),without the prior written consent
of the City;provided thae no consent shall be required for assignment of this Agreement to a
pemvtted assignee of the License Agreement.
5.2 The parties hereby agee that all applicable Federal, State and local rules, I
regulations and guideliners not written into this Agreement shall hereby prevail during the period
of this Agreement.
5.3 This Agreement contains the entire agreement among the parties and
supersedes all prior and contemporaneous oral and written agreements,understandings,and '
representations among t6,e parties. No amendments to this Agreement shall be binding unless
executed in writing by all of the parties.
5.4 No w�uver of any of the provisions of this Agreement shall be deemed,or I�
shall constitute a waiver of any other provision,nor shall any waiver constitute a continuing
waiver. No waiver shall be binding unless executed in writing by the party making the waiver.
5,5 Whernever notice,payment or other communication is required or pernutted
' under this Agreement it shall be deemed to have been given when personally delivered or when �
deposited in the United Sates mail with proper first class postage affixed thereto and addressed I
as stated in the first paragraph of this Agreement. I
5.6 This r�greement may be executed in one or more duplicate originals bearing
the original signature of t:�oth parties and when so executed any such duplicate original shall be
admissible as proof of the;existence and terms of the Agreement between the parties.
WHEREFORE,tl:ie parties have entered this Agreement on the date first written above. '
THE CITY OF UKIAH EDGE WIRELESS, LLC II
By: �.��� W�. By: ��
Printed: r.a.,a��: Printed: '7T�
Title: ciey rtanager Title: Director ot Svst?ms Development
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EXHIBIT "C-2"
PLAT TO ACCOMPANY LEGAL DESCRIPTION I
LINE TABLE
LINEtt DIRECTION LENGTH ��
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Cl N7770J5"W 7579' I
i
, C1 N7637'i1! 40.Gb' I
[3 N765771"E 178.09' �
;,� U 575YOY0'E 39.18' �
' �a
�/�� I L5 5737(51 f Ji.11'
� � ��� ts ,v2ino'sac ie.co'
p� L7 NBJ7914 f lOA6'
40 0'
W I ^ I L9 509719DO�f 79B'
W I
� 0 30 60 �
� I � I �
' SCALE: 1"=60' � �
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� I A.P.N. 002-255-03-00
AP.N. 002-255-02-00
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7 _L� � � _ _�a s'�rac unun Rou�r
i`10LDEN_ = - - - � - - _ _-
- �
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STREET v.oc � \ ��s�/—� �a
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� I Basis of Bearings I
Q iNE BEARINGS SHOWN HEREON ARE I
�j BASEO UPON 7HE S7A1E PLANE
Q 400' COOROINA7E SY57EM OF I98J (NAO
O BSJ, CAUFORNIA ZONf 2.
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SHEET 2 OF 2
CA1 ��^� JobNa 11848
�7` �+ Drawn By:AL
SUfiVEYING, INC. Date:o5ln/�2
411 JENKS CIRCLE,SUITE 205,CORONA,CA.92880-1782 PHONE:951-280-9960 FA%:951-280-9746 wvr.v.calvaAa.com
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EXHIBIT C
MEMORANDUM OF LICENSE I
Recording Requested By
& When Recorded Return To:
AT&T Mobilit}
Attn: Network Real Estate Administration
12555 Cingular Way, Suite 1300
Alpharetta, GA 30004
APN: 002-255-03 ,
(Space Above This Line I'or Recorder's Use Only) �I,
Cell Site Na CNU0915
Search Ring Name: CNU0915 i
Cell Site Name: Ukiah DT Police (CA)
Fixed Asset Number: 10129956 �
State: California �
County: Mendocino I
MEMORANDUM I
OF I
L[CENSE �
s✓
This Memorandum of License is entered into on this �� day of mG`� _, 2013, by and
between The City of Ukiah, having a mailing address of 300 Seminary Road, Uk ah, Califomia 95482
("City") and New Cingular W'ireless PCS, LLC, a Delaware limited liability company, having a mailing �
address of 12555 Cingular Way, Suite 1300, Alpharetta GA 30004 ("Licensee"). i
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L City and Licensee entered into a certain License Agreement ("AgreemenY') on the 17th day I
of July, 2001, as amended by that certain Pirst Amendment to License Agreement, for the
purpose of installing, operating and maintaining a communications facility and other
improvements. All of the foregoing are set forth in the Agreement. I
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2. The initial license term is five (5) years ("lnitial Term") commencing on the Effective Date 'I
of the Agreement, with four(4) successive five (5)year options to renew.
3. The portion of the land being licensed to Licensee (the "Premises") is described in Exhibit 1
annexed hereto. i
4. 7'his Memorandum of License is not intended to amend or modify, and shall not be deemed
or construed as amending or modifying, any of the terms, conditions or provisions of the
04D2.13
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Agreement, all of which are hereby ratified and affirmed. In the event of a conflict between I
the provisions of this Memorandum of License and the provisions of the Agreement, the
provisions of the Agreement shall control. The Agreement shall be binding upon and inure to
the benefit of the parties and their respective heirs, successors, and assigns, subject to the
provisions of the Agreement.
IN WITNESS WHEREOF, the parties have executed this Memorandum of License as of the day
and year first above written.
.�C��„
City of Ukiah
�, /
By: � . `��—
Print Name: JE�NE CfiAMBERS
Its: CITY MANAGER
Date: � ��3'�/3
"Licensee"
New Cingular Wireless PCS, LLC,
a Delaware limited liability cornpany i
By: AT&T Mobility Corporation
[ts Manager
� /
By: �`c•��� � �
Print Name:
ic ae i o1b�—
us: DirFr,tar
Date: Construction& Engineering
�s zi /�
�ACKNOWLEDGMENTS APPEAR ON THE FOLLOWING PAGE]
04.02.13
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CITY ACKNOWLEDGMENT'
Staie ofCalifornia
County of r«�pDC i i v C _�
On AP��� i�j ���13 beforemc, I�ZIS�Il�L Likc�L�-/� , i
(insert name and title of the officer)
personallyappeared �,);°ct�i, =�/vl�c .'�-fl�-P'i13C�S _
who proved to me on the basis of satisfactory evidence to be the person(S� whose name�'�.iS/are subscribed to the
within instrument and acknowledged ro me that h�he/they executed the same in hi�i'/[heir authorized capacity(.AeS),
and that by his�(ief/their signaturef�on the instrument the person(sd', or the entity upon behalf of which the person�
acted, executed the instrument.
1 certify under PENALTY OF PERJURY under the laws of the State of Califomia that [he foregoing paragraph is true
and corzec[.
WITNESS my hand and official seal.
r KRISTINE ROBIN LAWLER
� � o COMM. #1998485 i
Signature� �_�� L � � � �, (Seal) Z 'm y Notary Public -Calilomia o I
. % � Mendocino County
Comm. ires Nov. 17,2q16!
LICENSEE ACKNOWLEDGMENT I
State of Califomia
Countyof P�Grrecl.C�, �
On Y���- I� d013 beforeme, �2��Q � �u��i ��(L� ���ICJ ,
(insert name and title of the officer) �
personally appeared h� ��'1 4 ZI �L.0 bOr'C�
who proved to me on [he basis of satisfactory evidence to be the personFs} whose name(s) is/aresubscribed ro the
within instrument and acknowledged to me that he/ske,Cthey executed [he same in his/herki�eir authorized capacity(ies), ,
and that by his/her-kHeir si�naturaEsj-on [he instrument the person(sj-or the entity upon behalf of which the person(�sj� �
acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of Ihe State of Califomia that the fore�oine paragraph is true
and correct.
WITNESS my hand and official seal.
/j DEBRA A. HALL
y �J/�v� � ���j��:�i • �� Commission # 1968740 '
Sianature j�i� r'l�v� (Seal) z .`e Notary Public - Califomia i
� -�� Alameaa County
My Comm. Expires Feb 5, 2016�
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04.02.13 I
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EXHIBIT 1
i DESCRIPTION OF PREMISES I
Page 1 of 3
to the Memorandum of License dated Mc��zISI' , 2013, by and behveen The City of Ukiah,
as City, and New Cingular Wireless PCS LLC, a Delawarc liabiliry company, as Licensee.
The Premises is located on [he Property(City of Ukiah Civic Center). Both the Property and the Premises
are described and/or depicted as follows:
Pronertv Description
THE LAND REFERRED TO HEREIN BELOW IS SITUATGD W "I'HE CITY OF UKIAH, COUNTY OF
MENDOCINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:
PARCEL ONE:
COMMENCING at the Southeast comer of Clay and Dora Streets in said Ukiah City and running thence Easterly
along the Sou[h line of Clay S[reet one hundred and fifty(150) feet;thence at right angles Southerly two hundred
and fifty(250)feet;thence at right angles Wesierly and parallel with Clay Stree[one hundred and fifty(150) fee[to
Dora SVeet and thence Northerly and along the Eas[ line of Dora Strcct two hundred and fifty(250)feet[o the point
of beginning.
APN:2-255-02
I PARCEL TWO: ,
BEGINNING at the intersection of the Southerly line of Clay Strcct and Ihe Easterly line of Dora Stree[;thence �
Eas[erly along the Southerly line-of Clay Strec[761.60 feet to the Westerly line of Oak Street;thence Southerly
along said Wes[erly line of Oak Street 456.5 feet[o tlie Northerly line of the North half of Jones Addition,the map
of which was filed June 11, 1909 in Map Case 1, Drawer 3, Page 36, Mendocino County Records;thence Westerly
along said Northerly line 728 feet to[he Easterly line oF Dora Strcct; thence Northcrly along said Easterly line 445
feet to the point of beginning.
EXCEPTING therefrom the following:
COMMENCING at the Sou[hea>[corner of Clay and Dora Streets in said Ukiah City a�d running thence Easterly
along the South line of Clay Street one hundred and fifty(I 50) fect; thence at right angles Southerly two hundred
and fifty(250) feet thence at rig,ht angles Westerly and parallel with Clay Slreet one hundred and fifty(150)fee[to
Dora Street and[hence Northerly and along[he East line of Dora Strcet two hundred and fifty(250)feet to the point
of beginning.
APN: 2-255-03
Premises Descriution
Approximate dimensions: 35 feet x 20 feet
Approximate square footage: 700
Location: On the Property at the rear of the Police and Fire Departments, (collectively "the Premises") in
the approximate location shown on the attachment hereto together with access to the Premises from the
nearest public right of way along the Property, subject to limitations set foRh in paragraph 1(c) of the
License Agreement.
oa.oz.i 3
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M1�+1�eo-�r
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\ 1 1 IROYRi1P1 KOIIIMIYJN
1 APN: 002-255-02 REET,i` / '� '-1 JII �,,. ��,�,,o�.�a�,EO �
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