HomeMy WebLinkAbout25F - CELLULAR ANTENNA - RIVERVIEW PARK REQUEST FOR
COUNCIL ACTION
CITY COUNCIL MEETING DATE: CLERK OF COUNCIL USE ONLY:
JULY 19, 2010
TITLE: APPROVED
As Recommended
LEASE AGREEMENT WITH As Amended
Ordinance on 16` Reading
T-MOBILE WEST CORPORATION Ordinance on 2ntl Reading
FOR CELLULAR ANTENNA AT Implementing Resolution
RIVERVIEW PARK Set Public Hearing For
CONTINUED TO
FILE NUMBER
C TY MANAGER
RECOMMENDED ACTION
1. Direct the City Attorney to prepare and authorize the City Manager and the Clerk of the
Council to execute a lease agreement with T-Mobile West Corporation for installation of a
stealth monopine antenna and equipment building at Riverview Park, subject to non-
substantive changes approved by the City Manager and the City Attorney.
2. Approve an appropriation adjustment recognizing $38,800 in the Capital Outlay Fund
Miscellaneous Recovery account (no. 05102002 57010) and appropriate same to the Capital
Outlay Fund Improvements Other than Buildings Expenditure account (no. 05113263
66220).
3. Receive and file Categorical Exemption for Environmental Review Nos. 2010-29 (Riverview
Park).
BOARD OF RECREATION AND PARKS
Recommended approval of lease agreement with T-Mobile West Corporation for cellular
equipment building and monopine cell tower at Riverview Park, at their meeting of March 24,
2010, by vote of 5:0:3.
DISCUSSION
T-Mobile is requesting approval of a lease agreement to install a 65 foot monopine with cellular
antenna at 60 feet in Riverview Park. The lease agreement with T-Mobile West Corporation is for
825 square feet of lease area (19'-4" X 22'-0" equipment building). T-Mobile will build the
equipment building and plant (4) 24 inch box pine trees on the northwest side of Riverview Park
ball field adjacent to Riverview golf course.
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Lease Agreement with T-Mobile West Corporation at Riverview Park
July 19, 2010
Page 2
The lease term of the agreement is for $2,400 per month ($28,800 per year) for the lease of park
property. The term of the lease agreement is for 10 years, with three 5 year extension options.
The agreement provides for the lease rate to increase 4% per year throughout the term of the
lease. In addition T-Mobile has agreed to submit a one time $10,000 payment as soon as the
lease is signed. The $10,000 payment will be deposited in a special account for deferred
maintenance improvements at Riverview Park. The annual $28,800 lease payment will be
deposited in the General Fund for payment of the landscape maintenance contracts in City
parks. T-Mobile will provide all the proper insurances and obtain the necessary city permits prior
to construction.
On February 18, 2010, a presentation of T-Mobile's proposal was made to the Riverview
Neighborhood Association. Questions were raised on health/safety issues and maintenance
responsibility. The community was satisfied with the response and approved the T-Mobile cell
tower to be installed in Riverview Park.
ENVIRONMENTAL IMPACT
In accordance with the California Environmental Quality Act, the recommended action is
exempted from further review. Categorical Exemption Environmental Review No. 2010-29
(Riverview Park) will be filed for this project.
FISCAL IMPACT
This appropriation adjustment will recognize $38,800 in the Capital Outlay Fund Miscellaneous
Recovery account (no. 05102002 57010) and appropriate same to the Capital Outlay Fund
Improvements other than Building Expenditure account (no. 05113263 66220) for landscape
maintenance of City parks.
APPROVED AS TO FUNDS AND ACCOUNTS:
frf/~il/"(/ `111 •~~I ~J _
Gerardo Mou Francisco Gutierrez,
Executive Dir ctor Executive Director
Parks, Recreation and Finance and Management Services Agency
Community Services Agency
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LAND LEASE AGREEMENT BETWEEN
THE CITY OF SANTA ANA AND T-MOBILE W EST CORPORATION
for
(Rlvervlew Park)
This Agreement, made this Sa' day of April, 2010, between the City of Santa Ana,
a charter city and municipal corporation organized and existing under the Constitution
and laws of the State of California hereinafter designated "LESSOR" and T-MOBSLE
WEST COPORATiON, a Delaware corporation hereinafter designated "LESSEE". The
LESSOR and LESSEE are at times collectively referred to hereinafter as the "Parties".
L PREMISES. LESSOR hereby leases to LESSEE a portion of that certain
parcel of property commonly known as Riverview Park (the entirety of LESSOR's
property is referred to hereinafter as "the Property" and a legal description of the Properly
is attached hereto as Exhibit "A"), located at 1817 W. 2151 Street, Santa Ana CA, 92703,
and being described as an nineteen foot, four inch (19'4") by twenty-two foot (22') space
on the ground containing eight hundred twenty five (825) square feet, for LESSEE'S
radio equipment cabinets, and space required for cable runs to connect LESSEE'S
equipment and antennas, together with the non-exclusive right for ingress and egress
from and to the nearest public right-of--way, seven (7) days a week, twenty-four (24)
hours a day, subject to any restrictions stated herein, on foot or motor vehicle, including
trucks, and for the installation and maintenance of utility wires, poles, cables, conduits,
and pipes over, under, or within the building to the demised premises, said demised
premises and access and utilities paths (hereinafter collectively referred to as the
"Premises' for access being substantially as described herein in Exhibit "B" attached
hereto and made a part hereof.
2. SURVEY. LESSOR also hereby grants to LESSF,F, the right to survey the
Property and the Premises, and said survey along with detailed site plans shall then
become Exhibit "B" which shall be attached hereto and made a part hereof, and shall
control in the event of boundary and access discrepancies between it and Exhibit "A".
Costs incurred for such work shall be borne by LESSEE.
3. TERM. This Agreement shall be effective as of the date of execution by
both parties, provided, however, the initial term shall be for ten (10) years and shall
commence on the Commencement Date (defined below).
4. RENT. After the Commencement Date, rental payments will be due in an
annual rental amount of twenty-eight thousand, eight hundred dollars ($28,800.00) to be
paid in equal monthly installments of two thousand, four hundred dollars ($2,400.00) per
month on the firs[ day of the month, in advance, to LESSOR or [o such other person, firm
or place as the LESSOR may, horn time to time, designate in writing at least thirty (30)
days in advance of any rental payment date. Rent shall commence on the first day of the
month following the issuance of the building pemtit for LESSEE'S Facilities (as defined
below), or the first day of the month that is six (6) months after the full execution of this
agreement or the first day of the month following the date LESSEE commences
installation of LESSEE'S Facilities on the Premises, whichever occurs first
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("Commencement Date"). if rent is not paid within fifteen (15) days after the due date
and provided LESSOR has complied with all applicable notice and cure provisions
herein, LESSEE agrees to pay a late chazge equal to six percent (6%) of the then-current
monthly rent. Rental amounts attributable to partial months shall be prorated on a daily
basis.
5. ANNUAL RENTAL INCREASES The rent payments shall be subject to
an annual rental increase of four percent (4%) per year, to be increased on each
anniversazy of the Commencement Date.
6. 1NI'flAl. PAYMENT. LESSEE hereby agrees to pay to LESSOR a one-
time, non-recurring, non-refundable payment equal to one month's rent, within thirty (30)
days after the Commencement Date. Notwithstanding the above, Lessor shall refund
Lessee the initial payment in the event Lessee is unable, due to the sole fault and
unreasonable delay of Lessor, to obtain all Approvals necessary to construct Lessee's
facilities, within 6 months afterthe full execution of this agreement.
7. EXTENSIONS. The Lease Agreement may be extended for up to three
(3) additional five-year (5) terms (each a "Renewal Tenn"). Each Renewal Term shall be
on the terms and conditions as set forth herein as follows:
(i) Six months prior to the expiration of the initial term, if LESSOR, in its
reasonable discretion de[ennines that LESSEE'S continued tenancy is not in conformity
with LESSOR'S intended use of the Property, LESSOR shall provide written notice to
LESSEE that the [.ease will not be extended.
(ii)'I'hereafter, each subsequent renewal shall be subject to the following
procedure: If LESSEE determines that it desires to extend the term LESSEE shall provide
written notice six (6) months prior to the end of the then current teen. Within sixty (60)
days of receipt of LESSEE'S notice, LESSOR shall determine whether such extension is
in LESSOR'S best interest and, if not in LESSOR'S interest, LESSOR shall deny such
extension request.
If LESSOR does not respond within sixty (60) days, the lease is deemed renewed
for an additional Renewal Term. If neither party provides notice as set forth above, the
lease shall continue on amonth-to-month basis.
8. GOVERNMENTAL APPROVAt.C. It is understood and agreed that
LESSEE'S ability to use the Premises is contingent upon its obtaining all of the
certificates, pemrits and other approvals (collectively the "Governmental Approvals")
that may be required by any Federal, State or local authorities as well as satisfactory soil
boring tests which will pemvt LESSEE'S use of the Premises as set forth herein.
LESSOR shall cooperate with LESSEF, in its effort to obtain such approvals and shall
take no action, which would adversely affect the status of the Property with respect to the
proposed use by LESSEE.
LESSEE shall contribute Ten Thousand Dollars ($10,000.00) to be utilized for
Santa Ana Park Improvements at the discretion of the Executive Director of the Parks,
Recreation and Community Services Agency.
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Prior to the Commencement Date, LESSEE shall havc the right (but not the
obligation) to enter the Premises for the purpose of'making necessary inspections and
engineering surveys (and soil tests where applicable) and other reasonably necessary tests
(collectively "Tes[s'~ to determune the suitability of the Premises for LESSEE'S Facililies
(defined below) and for the purpose of preparing for the construction of LESSEE'S
Facilities. [n the event that any of such applications for such Governmental Approvals
should be finally rejected or any Govemmental Approval issued to LESSEF, is canceled,
expires, lapses, or is otherwise withdrawn or terminated by the governmental authority or
soil boring tests are found to be unsatisfactory so that LESSEE will be unable to use the
Premises for its intended purposes or LESSEE determines that the Premises is no longer
technically compatible for its intended use, LESSF;F, shall have the right to terminate this
Agreement. Notice of LESSEE'S exercise of its right to terminate shall be given to
LESSOR in writing by certified mail, return receipt requested, and shall be effective upon
the mailing of sudt notice by LESSEE. All rentals paid to said termination date shall be
retained by the LESSOR. Upon such termination, this Agreement shall become null and
void and all the Parties shall have no further obligations including the payment of money,
to each other.
9. APPROVAL OF PLANS. Prior to commencing construction of
LESSEE'S Facilities (defined below), LESSEE shall obtain LESSOR'S approval of
LESSEE'S work plans, which approval shall not be unreasonably withheld, conditioned,
or delayed; such approval shall be issued by the City Manager or his/her designee.
LESSOR shall give such approval or provide LESSEE with its requests for changes,
which changes must comply with all applicable building codes, in writing within fifteen
(15) working days of LESSOR'S receipt of LESSEE'S work plans. If LESSEE does not
receive such approval or request for changes in writing within such fifteen (15) working
day period, LESSOR shall be deemed to have approved the plans. LESSOR shall not be
entitled to receive any additional consideration in exchange for giving its approval of
LBSSEE's plans.
10. USE/MAINI'ENANC .LESSEE may use the Premises for any lawful
activity in connection with the provisions of mobile/wireless communications services,
including without limitation, the transmission and the reception of radio communication
signals on various frequencies and the construction, maintenance, and operation of
related communications facilities. Accordingly, LESSEE shall have the right to
construct, maintain, install, repair, and operate on the Premises radio communications
facilities, including but not limited to, radio frequency transmitting and receiving
equipment, batteries, utility lines, transmission lines, radio frequency transmitting and
receiving antennas and supporting structures and improvements ("LESSEE'S Facilities'.
All improvements shall be at LESSEE'S sole expense and the installation of all
improvements shall be at the discretion and option of LESSEE, with LESSOR approval,
which approval shall not be unreasonably withheld, delayed or wnditioned. Said
approval shall be obtained from LESSOR prior to commencement of any construction,
alterations, modifications or improvements pursuant to Section 9 above, and LESSEE
agrees to submit azchi[ectural and engineering drawings ("Plans") of the equipment to be
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installed. LESSEE agrees that the installation and maintenance of LESSEE'S Facilities
shall be effected with all reasonable diligence and precaution to avoid damage to the
land, property or personnel. Notwithstanding the foregoing, once the initial
improvements are installed, LESSEE may replace, substitute, upgrade and expand its
equipment, cables and antennas which comprise LESSEE'S Facilities for the purpose of
repairing or upgrading the communications capabilities of LESSEE'S Facilities, with
notice to LESSOR, so long as the equipment, cables or antennas remain within the
original physical parameters of the Premises. LESSEE shall not make any substantive
physical and/or aesthetic changes to the Premises without the prior approval of I.F,SSOR
which shall not be unreasonably withheld, conditioned or delayed. Any such changes are
subject to the provisions of Section 13 contained herein below. LESSEE shall be
responsible for the cost of any and all damage to the Property including but not limited to
concrete and/or asphalt, buildings and/or appurtenances caused by LESSEE. LESSOR at
its discretion may require LESSEE to repair and or replace said damages or contract for
said services and bill LESSEE. The cost of said repairs can be subtracted from any
deposits retained by LF,SSUR. LESSEE shall have the right to install any warning signs
on or about the Premises required by federal, state or local law.
LESSEE'S Facilities shall be wnstructed and maintained in a manner and with
materials that are consistent with the approved plans for the project. The materiels
actually used must match up with the proposed materials and artistic renderings.
LESSOR shall provide LESSEE, LESSEE'S employees, agents, contractors,
subconhactors and assigns with access to [he Premises twenty-four (24) hours a day,
seven (7) days a week, az no charge to LESSEE. LESSOR represents and warrants that it
has full rights of ingress to and egress from the Premises, and hereby grants such rights to
LESSEE to the extent required to construct, maintain, install and operate LESSEE'S
Facilities on the Premises, and to remove them therefrom. LESSOR shall, at its sole
expense, maintain all access roadways from the nearest public roadway to the Premises in
a manner sufficient to allow reasonable access to the Premises by LESSOR. F,xcept in
cases of emergency, LESSEE agrees to provide twenty-four hours notice to LESSOR
before any installation, maintenance, replacement or repair is to take place on the
Premises. In the event that maintenance is required, such as the repainting of LESSEE'S
Facilities, such maintenance must be completed by LESSEE within thirty (30) days.
I I . INDEMN[FICATION.
A. LESSEE'S Indemnity. LESSEE shall indemnify, defend and hold
LESSOR its officers, employees, successors and assigns harmless from and against any
and all loss, cost, claim, liability ("Claims' occurring on the Premises and arising out of
or connected with the negligence or willfirl misconduct of LESSEE, its officers, agents,
employees, or contractors except far Claims arising out of (i) the negligence or willful
misconduct of LESSOR, its officers, agents, employees, successors, assigns, or
contractors; (ii) violation of law by LESSOR, its officers, agents, employees, or
contractors; (iii) the breach of any duty or obligation by LESSOR under this Agreement
or (iv) any condition relating to the Premises which LESSEE has no obligation to repair
or maintain.
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B. LESSOR'a Indemnity. LESSOR shall indemnify, defend and
hold LESSEE, its officers, employees, successors and assigns harmless from and against
any and all loss, cost, claim, liability ("Claims' occurring on the Premises and arising
out of or connected with the negligence or willful misconduct of LESSOR, its officers,
agents, employees, or contractors, including, but not limited to City Business as defined
in Section 17 below, except for Claims azising out of (i) the negligence or willful
misconduct of LESSEE, its officers, agents, employees, or contractors; (ii) violation of
law by LESSER, its officers, agents, employees, or contractors; (iii) the breach of any
duty or obligation by LESSEE under this Agreement; or (iv) any condition relating to the
Premises which LESSOR has no obligation to repair or maintain.
12. INSURANCE.
A. In accordance with the provisions of Section 3300 of the Labor
Code, if LESSEE has any employees it is required to be insured against liability for
worker's compensation or to undertake self-insurance. Prior to commencing
performance of this Agreement, LESSEE agrees to obtain and maintain employer's
liability insurance with limits not less than $1,000,000 per accident. if LESSEE has no
employees, nor workers' compensation coverage, it must execute a Declaration available
from LESSOR, and update as is necessary.
B. LF.SSF,E shall obtain, at its sole cost, a policy or policies of
commercial general liability insurance, or equivalent form, with a combined single limit
of not Icss than $1,000,000 per occurrence.
Such insurance shall: (I) name LESSOR, its officers, agents,
representatives, employees and volunteers as additional insureds (see sample Exhibit C);
(2) be primary with respect to insurance or self-insurance programs maintained by
LESSOR, except claims resulting from LESSOR's sole negligence or misconduct
(3) contain standard separation of insured's provisions; and (4) give to LESSOR prompt
and timely nofice of claim made or suit instituted arising out of LESSEE'S operations
hereunder.
LESSEE sha1L• (a) prior to exercising any right under this Agreement,
furnish properly executed certificates of insurance and additional insured endorsement to
LESSOR which shall clearly evidence all coverages required above; (b) provide that such
insurance shall not have its required limits reduced or terminated except on thirty (30)
days prior written notice to LESSOR; (c) maintain such insurance for the period covered
by this Agreement; and (d) replace such certificates for policies expiring prior to the
expiration of this Agreement.
13. [N7' RF REN E. LESSEE'S Facilities shall not disturb the
communications configurations, equipment, and frequency, which exist on the Property
on the date this Agreement is fWly executed ("Pre-Existing Communications', or public
safety communication operations, as may be upgraded periodically, and LESSEE'S
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Facilities shall comply with all non-interference rules of the Federal Communications
Commission ("FCC"). LESSOR shall not use, or permit the use of, any portion of the
Property in any way, which interferes with LESSEE's use of the Premises or encroaches
upon the Premises. In addition to any other rights LESSEE may have hereunder,
LESSEE shall have the right to bring legal action to enjoin such interference against the
party causing any alleged interference and/or immediately terminate this Agreement.
Notwithstanding the foregoing, Pre-Existing Communications operating in the same
manner as on the date this Agreement is fully executed shall not be deemed interference.
LESSOR shall require any future tenants, assignees, licensees, or occupants using any
portion of the Property for the operation of mobile/wireless or radio communications
facilities to comply with the provisions of this Section and shall obtain LESSEE'S written
consent prior to allowing such use of the Property, which such consent shall not be
unreasonably withheld, conditioned, or delayed, provided that LESSEE'S consent may be
withheld if interference with LESSEE'S transmissions, receptions, operations, or use of
frequency will result due to such use, whether or not such interference is with LESSEE'S
frequencies or otherwise. The City Manager shall determine whether consent is
unreasonably withheld and may require LESSEE to consent subject to the above
conditions.
In the event of any interference with LESSOR'S public safety communications
operations, LESSEE shall have twenty-four (24) hours after receipt of notice to cure the
interference, and if LESSEF, fails to do so, LESSOR has the right to require that LESSGG
cease operating LESSEE'S Facilities (except for intermittent testing to determine the
source of the interference) until LESSEE is able to recommence operations without
causing such interference. If LESSEE'S Facilities interfere with LESSOR'S public safety
communications operations during an emergency, LESSOR may require that LESSEE
immediately cease operating LESSEE'S Facilities and if LESSEE fails to do so, LESSOR
has the right to shutdown the electricity supply to LESSEE'S Facilities. LESSEE shall
reimburse LESSOR for any actual, reasonable costs that LESSOR incurs to cure any
interference with LESSOR'S public safety communicaions operations caused by
LESSEE'S Facilities.
14. REMOVAL UPON TFRMINA'CION. LESSEF., upon expiration or
earlier termination of the Agreement, shall, within ninety (90) days, remove all of
LESSEE'S fixtures and all personal property and otherwise restore the Premises
substantially to its original condition, az LESSEE'S sole expense, reasonable wear and
tear, and casualty excepted. Underground conduits, foundations and equipmenUstorage
buildings may remain at LESSOR'S option. LESSOR agrees and aclotowledges that all
of the equipment, fixtures and personal property of LESSEE shall remain the personal
property of LESSEE and LESSEE shall have the right to remove the same, whether or
not said items are considered fixtures and attachments to real property under applicable
law. if such time for removal causes LESSEE to remain on the Premises past the
aforementioned ninety (90) day period after the expiration or earlier termination of this
Agreement, LESSEE shall pay rent at the then existing monthly rate or on the existing
monthly pro-rata basis if based upon a longer payment term, until such time as the
removal of the building, antenna structure, fixtures and all personal property are
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completed. Antenna support structure and all utilities cabling and wiring shall remain at
LESSOR's option in its as-is condition.
I5. RECORDING AND OU[TCLAIM f1FFn, Ifrequested by LESSEE,
LESSOR agrees promptly to execute and deliver to LESSEE a recordable Memorandum
of this Land Lease Agreement in the form of Exhibit "F". LESSEE agrees to execute and
record a quitclaim deed or other instrument evidencing the termination of LESSEE'S
interest in the Property upon the expiration or termination of this Agreement.
16. RIGHTS UPON SAi E, Should the LESSOR, at any time during the term
of this Agreement, decide to sell all or any part of the Property to a purchaser other than
LESSEE, such sale shall be under and subject to this Agreement and LESSEE'S rights
hereunder, and any sale by the LESSOR of the portion of this Property underlying the
right-of-way herein granted shall be under and subject to the right of [.F,SSEE in and to
such right-of--way. LESSOR shall obtain for the benefit of LESSEE a reasonable
non-disturbance agreement from [he present and any future mortgagee(s) or holder(s) of a
deed of trust confirming that LESSEE'S right to quiet possession of the Premises during
this Agneement shall not be disturbed, so long as LESSEE is not in default under this
Agreement.
17. QUIET ENJOYMENT. LESSOR covenants that LESSEE, on paying the
rent and performing the covenants shall peaceably and quietly have, hold and enjoy the
Premises, provided however, that LESSOR shall have the right and privilege to conduct
City Business on the Property, as necessary. "City Business" shall include, but not be
limited to the following: minor maintenance, minor landscaping, minor construction,
concessionaires, and City sponsored events, located near the Premises, so long as the City
Business does not interfere with or impair the operalion of LESSEE'S Facilities.
18• ,f1~. LESSOR covenants that LESSOR is seized of good and sufficient
title and interest to the Property and has full authority to enter into and execute this
Agreement. LESSOR further covenants [ha[ [here are no other liens, judgments or
impediments of title on the Properly or affecting LESSOR'S title to the same and that
there are no covenants, easements or restrictions which prevent the use of the Premises
by LESSEE, as set forth above.
19. N LIF,NS. LESSEE will not permit any mechanics' or materialmen's
liens on the Property for any labor or material furnished to LESSEE in connection with
work performed. LESSEE shall have the right to contest the validity, nature, or amount
of any such lien but, upon the final determination of such questions, shall immediately
pay any adverse judgment rendered with ell proper costs and charges and have the lien
released at its own expense. If LESSEE desires to contest any such lien, then prior to
commencing such contest, it will post a bond, where necessary, to release the lien.
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20. MISCELLANEOUS [ FSSEE F PON IBI ITI
A. Maximum Permissible Exposure -LESSEE shall comply with all
present and future laws, orders and regulations relating to Maximum Permissible
Exposure ("MPE'~ and other related health issues directly applicable to its operation of
LESSEE'S Facilities, as well as the American National Standards Institute (ANSI)
standards. Without limiting the provisions oC LESSEE'S indemnity contained herein,
LESSEE, on behalf of itself and its successors and assigns, shall indemnify LESSOR
from and against all claims of personal injuries due to violation of MPE to the extent such
personal injuries are actually caused by LESSEE'S Facilities on the Premises.
B. LESSEE shall maintain LESSEE'S Facilities and shall make all
repairs to the Premises necessitated to keep the Premises safe. LESSOR may require
LESSEE to make repairs to and/or replace damaged equipment of LESSEE'S Facilities
and/or any parts thereto regardless of fault (including but not limited to damage caused
by vandal ism or acts of god not later than one (I) week after said damage is reported to
LESSEE, except for damage caused by LESSOR. This time period may be extended
with written authorization from the City Manager. In the event such authorization is not
given and repairs are not made in one week, LESSOR may cause such repairs to be made
including making said repairs and/or hiring a consultant to make said repairs. LESSOR
may charge I.F,SSF:F. for the cost of said services. Damage caused by graffiti shall be
removed within forty-eight (48) hours notification to LESSEE by LESSOR. If said
graffiti is not removed within the 48-hour period, City may remove said graffiti and bill
LF.SSRE for the cos[ of services.
C. LESSEE shall pay all personal property taxes assessed directly
against its equipment and all increases in LESSOR'S real property tares or assessments
directly attributable to installation of LESSEE'S equipment or LESSEE'S use of the
Premises, within sixty (60) days after receipt of satisfactory documentation indicating
calculation oC LESSEE'S share of such real estate taxes and proof of payment provided
that such amounts arc in fact due within the said sixty (60) day period. LESSEE has the
right to challenge any unreasonable tax assessment.
D. LESSOR grants I,ESSEEi the right to obtain utilities for the
operation of LESSEE'S Facilities. LESSEE shall be responsible directly to the serving
entities for any and all utilities required by LESSEE for its use of the Premises. LESSOR
shall cooperate with LESSEE in its efforts to obtain utilities from any location provided
by LESSOR or the servicing utility, including signing any easement or other instrument
reasonably required by [he utility company.
E. LESSEE shall have the right to replace or repair its equipment or
any portion thereof during the term of this Agreement. LESSEE will maintain the
Premises in a good condition, reasonable wear and [ear excepted.
21. EMERGENCY USE OF SITE. LESSEE shall make available to the
police, fire and emergency services of the City of Santa Ana space on its communications
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tower at no cost to LESSEE or said entities, subject to structural analysis. The City of
Santa Ana is responsible for maintaining its own equipment. The space to be made
available will not create interference with LESSEE's communications operations. As to
any future subleases, their respective installations will be permitted only at such locations
that will not cause interference with LESSEE or LESSOR and the City's operations. The
City entities will be afforded 24-hour access to its equipment at the Property. In addition,
the City will be provided "power backup" by LESSEE, if available at the Premises.
22. INTEGRATION. It is agreed and understood that this Agreement
contains all agreements, promises and understandings between the LESSOR and
LESSF.F, and that no verbal or oral agreements, promises or understandings shall be
binding upon either the LESSOR or LF,SSEC in any dispute, controversy or proceeding at
law, and any addition, variation or modification to this Agreement shall be void and
ineffective unless made in writing and signed by the Panics. In the event any provision
of the Agreement is found to be invalid or unenforceable, such finding shall not affect the
validity and enforceability of [he remaining provisions of [his Agreement. 'fhe failure of
either Pany to insist upon strict performance of any ofthe terms or conditions of this
Agrcement or to exercise any of its rights under the Agreement shall not waive such
rights and such Party shall have the right to enforce such rights a[ any time and take such
action as may be lawful and authorized under this Agreement, either in law or in equity.
23. GOVERNING I,A W. This Agreement and the performance thereof shall
be governed, interpreted, construed, and regulated by the laws of the State of California,
with venue in Orange County.
24. ATTORNEYS' FEES. The substantially prevailing party in any legal
action or lawsuit arising hereunder shall be entitled to its reasonable attorneys' fees and
court costs, including appeals, if any.
25. ASSIGNMENT AND CO-I O 'AT[ON
a. LESSEE will not assign or transfer [his Agreement without the prior
written consent of LESSOR, which consent will not be unreasonably withheld, delayed or
conditioned; provided, however, that LESSEE shall have the right to assign its rights
under this Agreement, to any of LESSEE'S (i) partners, parents, subsidiaries, affiliates, or
successor legal entities, (ii) in connection with the sale, exchange, or other transfer of
LESSEE'S FCC authorization for the geographic area in which the Premises are located
or of majority of LESSEE'S network assets in the geographic area where the Premises are
located, or (iii) in connection with any financing, loan, security interest, pledge, or
mortgage of LESSEE'S property.
b. LESSEE acknowledges and agrees [hat the City policy is [o provide for
co-location on communication tower facilities and will reasonably facilitate any co-
loration subject to the conditions outlined in Paragraph 13 (INTERFERENCE). LESSEE
further agrees that LESSOR shall retain ownership of any further lease rights with respect
to space for additional communication facilities on the Property. Further, LESSEE shall
enter into a TOWER LEASE AGREEMENT, subject to all permits and approvals from
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25F-11
all governmental agencies having jurisdiction thereover, with a future tower co-location
user, subject to LESSOR receiving eighty percent (80%) of the tower rent received by
LESSEE. LESSEE shall provide for LESSOR'S consent on any TOWER LEASE
AGREEMENT and copies of the e,cecuted agreement. The Party's intent in allowing
LESSEE to collect rent is to provide a means by which LESSEE can recoup its cost of
construction and maintenance of said tower facilities on a pro-rata basis with subsequent
users. The Parties intend that LESSOR, and not LF,SSEE, should benefit financially,
from any future tower co-location agreement. Additionally, LESSEE shall deliver to
LESSOR a copy of any Inter-can ier Co-location Agreement which relates to the
Premises.
26. N Tl F.S. All notices hereunder must be in writing and shall be deemed
validly given if sent by certified mail, return receipt requested or by commercial courier,
provided the courier's regular business is delivery service and provided further that it
guarantees delivery to the addressee by the end of the next business day following the
courier's receipt Crom the sender, addressed as follows (or any other address that the
Party to be notified may have designated to the sender by like notice):
LESSOR: City of Santa Ana
Clerk of the Council
20 Civic Center Plaza (M-30)
Santa Ana, CA 92702
Courtesy City of Santa Ana -Office ofthe City
Copies to Attorney
20 Civic Center Plaza (M-29)
P.O. Box 1988
Santa Ana, Califomia 92702
LESSEE: T-Mobile USA, Inc.
12920 SE 38'" Street
Bellevue, Washington 98006
Attn: PCS Lease Administrator
Copy to: T-Mobile West Corporation
(Site #LA33321C)
3 MacArthur Place, Suite 1100
Santa Ana, Califomia 92707
Attn: Lease Administration Manager
Notice shall be effective upon mailing or delivering the same to a commercial
courier, as permitted above.
27. SUCCESSORS. This Agreement shall extend to and bind the heirs,
personal representatives, successors, administrators and assigns of [he Parties hereto.
1'-MOa11.F:
RIVt:RVIF:W PARK
25F-12
28. RELOCATION RIGHT.
A. Anytime within the initial term, LESSOR shall have the right to
cause LESSEE to relocate LESSEE'S Facilities to alternate space on the Properly;
provided however, that such relocation shall (l) be at LESSOR'S cost and expense which
shall be limited to reasonable expenses of moving and te-installing the tower structure
and accompanying equipment, including the cost of City permits and fees which
LESSOR may legally pay, (2) be performed by LESSEE or its agents, (3) not result in
any interruption of the communications service provided by LESSEE on the Property,
(4) not impair, or in any manner alter, the quality of communications service provided by
LESSEE on and from the Property, and (5) be done in accordance with subsections B and
C below. Upon relocation of LESSEE'S Facilities, the access and utility rights of way
will be relocated as required, in the sole discretion of LESSOR, to operate and maintain
LGSSEE's Facilities.
B. LESSOR shall exercise its relocation right under subsection A
above by (and only by) delivering written notice (the "Notice") to LESSEE. In the
Notice, LESSOR shall propose an alternate site within or on the Property to which
LESSF,E may relocate LESSEE'S Facilities. LESSEE shell have sixty (60) days from the
date it receives the Notice to evaluate LESSOR'S proposed relocation site, during which
period LESSEE shall have the right to conduct tests to determine the technological
feasibility of the proposed relocation site. If LESSEE fails to disapprove of such
proposed relocation site in writing within the sixty-day period, LESSEE shall be deemed
to have approved such proposed relocation site. If LESSEE disapproves such relocation
site, then LESSOR may thereafter propose another relocation site by Notice to LESSEE
in the manner set forth above. Any relocation site which LESSOR and LESSEE agree
upon in writing shall be referred to as the "Relocation Site." LESSEE shall have up to
twelve (12) months after execution of a written agreement between the parties concerning
the location and dimensions of the Relocation Site to relocate LESSEE'S Facilities to the
Relocation Site.
Upon relocation of LESSEE'S Facilities to the Relocation Site, all
references to the Premises herein shall be deemed to be references to the Relocation Site.
LESSOR and LESSEE agree that the Relocation Site (including the access and utility
right of way) may be surveyed by a licensed surveyor at the sole cost of LESSEE, and
such survey will then replace Exhibit "B" and become a part hereof and will control or
describe the Premises. Except as expressly provided, LESSOR and LESSEE hereby
agree that in no event will the relocation of LESSEE'S Facilities, or any pari thereof,
under subsection A above, affect, alter, modify or otherwise change any of the terms and
conditions of this Agreement.
C. Should the parties fail to agree on a suitable Relocation Site,
LESSOR may pay LESSEE the depreciated value for LESSEE'S Facilities and
equipment, based on a ten-year lease period.
T-MUBILLt:
RIVERVIFW pgRK
25F-13
29. DEFAULT. In the event there is a default by either party with respect to
any of the provisions of this Agreement or its obligations under it, including the payment of
rent, the non-defaulting party shall give the defaulting party written notice of such default.
After receipt of such written notice, the defaulting party shall have fifteen (15) days in
which to cure any monetary default and thirty (30) days in which to cure any non-monetary
default, provided the defaulting party shall have such extended period as may be required
beyond the thirty (30) days if the nature of the cure is such thaz it reasonably requires more
than thirty (30) days and the defaulting party wmmences the cure within the thirty (30) day
period and thereafter continuously and diligently pursues the cure to wmpletion. The non-
defaulting party may not maintain any action or affect any remedies for default against the
defaulting party unless and until the defaulting party has failed to cure the same within the
time periods provided in this Section. If either party commences an action against the other
party arising out of or in connection with this Agreement, the prevailing party shall be
entitled to have and recover from the losing party reasonable attorney's fees and costs of
suit.
30. F,NVfRONMF.NTAL.
A. LESSEE shall not bring any Hazardous Materials onto the
Premises/Property, except for those contained in its back-up power batteries and common
materials used in telecommunications operations. "Hazardous Materials" shall mean any
substance, chemical or waste identified as hazardous, toxic or dangerous in any
applicable federal, state or local law or regulation, including petroleum and asbestos.
LESSEE will treat and dispose of any Hazardous Materials brought onto the
Premises/Property by it in accordance with all federal, state and local laws and
regulations.
R. LESSOR will be responsible for all obligations of compliance with
any and all environmental and industrial hygiene laws, including any regulations,
guidelines, standards, or policies of any governmental authorities regulating or imposing
standards of liability or standards of conduct with regard to any environmental or
industrial hygiene conditions or concerns as may now or at any time hereafter be in
effect, that are or were in any way related to activity now conducted in, on, or in any way
related to the Property, unless such wnditions or concems are caused by the activities of
LESSEE.
C. LESSOR shall hold 1,ESSEE harmless and indemnify LESSEE
from and assume all duties, responsibility and liability at LESSOR'S sole cost and
expense, for all duties, responsibilities, and liability (including but not limited to payment
of penalties, sanctions, forfeitures, losses, costs, or damages) and for responding to any
action, notice, claim, order, summons, citation, directive, litigation, investigation or
proceeding which is in any way related to: (i) failure to comply with any environmental
or industrial hygiene law, including without limitation any regulations, guidelines,
standards, or policies of any governmental authorities regulating or imposing standards of
liability or standards of conduct with regard to any environmental or industrial hygiene
concems or conditions as may now or at any time hereafter be in effect, unless such
6MOBIL[
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25F-14
compliance results from conditions caused by LESSEE; and (ii) any environmental or
industrial hygiene conditions arising out of or in any way related to the condition of the
Property or activities conducted thereon, unless such environmental conditions are caused
by LESSEE.
31. CASUALTY. In the event of damage by fire or other casualty to the
Premises that cannot reasonably be expected to be repaired within sixty (60) days
following same or, if the Property is damaged by fire or other casualty so that such
damage may reasonably be expected to disrupt LESSEE's operations al the Premises for
more than sixty (60) days, then I,ESSEF, may at any time following such fire or other
casualty, provided LESSOR has nut commenced the restoration required to permit
1,ESSEE to resume its operation at the Premises, terminate this Agreement upon twenty
(20) days written notice to LESSOR. Any such notice of termination shall cause this
Agreement to expire with the same force and effect as though the date set forth in such
notice were the date originally set as the expiration date of this Agreement and the parties
shall make an appropriate adjustment, as of such termination date, with respect to
payments due to the other under this Agreement. If LESSEE, decides not to terminate this
Agreement, Rent shall be abated proportionally to the reduction of use.
32. CONDEMNATION. [n the event of any condemnation of the Premises,
LESSEE may terminate this Agreement upon fifteen (IS) days written notice to
LESSOR. LESSEE may on its own behalf make a claim in any condemnation
proceeding involving the Premises for losses related to the antennas, equipment, its
relocation costs and its damages and losses, and any other amount recoverable by
LESSEE under condemnation law (but not for the loss of its leasehold interest). Any
such notice of termination shall cause this Agreement to expire with the same force and
effect as though the date set forth in such notice were the date originally set as the
expiration date of this Agreement and the parties shall make an appropriate adjustment as
of such termination date with respect to payments due to the other under this Agreement.
33. SUBMISSION OF 'A4E. The submission of this Agreement for
examination does not constitute an offer to lease the Premises and this Agreement
becomes effective only upon the full execution of this Agreement by the Parties. If any
provision herein is invalid, it shall be considered deleted from this Agreement and shall
not invalidate the remaining provisions of this Agreement.
34. APPLICABLE I A W4. LESSEE shall use the Premises for the use
described herein in accordance with applicable laws, rules and regulations. LESSOR
agrces to keep the Property in conformance with all applicable, laws, rules and
regulations and agrees to reasonably cooperate with LF,SSEE regarding any wmpliance
required by LESSEE in respect to its use of the Premises.
35. SURVIVAL. The provisions of the Agreement relating to indemnification
from one Party to the other Party shall survive any termination or expiration of this
Agrcement. Additionally, any provisions of this Agreement, which require performance
'1'-MODILE
RIVERVIEW PARK
25F-15
subsequent to the termination, or expiration of'this Agreement shall also survive such
termination or expiration.
36. CAPTIONS. The captions contained in this Agreement are inserted for
convenience only and are not intended to be part of the Agneement. They shall not affect
or be utilized in the construction or interpretation of the Agreement.
37. PROPER'['Y SPFCIFI ACE S R L /RECIIt A'fl )PJC To the
extent that such rules are not inconsistent with or do nol interfere with LESSEE's rights
herein, LESSEE agrees to abide by all rules and regulations ofthe Property and Premises
imposed by LESSOR as set forth in Exhibit D, attached hereto, as the same may be
changed from time to time upon reasonable notice to LESSEF,. These rules and
regulations are specific to the Facilities site and arc imposed to insure the proper
maintenance, good order and reasonable use of the Premises and Property and as may be
necessary for the enjoyment ofthe Premises and Property by both parties hereto.
38. POWERING DOWN DURING MAIN'1'FNANCE / RFPAiR. LGSSF.E
agrees that during all maintenance on the Communications Facility by the LESSOR or
other lessees or users of the Facility, while following the procedures and guidelines set
forth by the Occupational Safety and Health Administration (OSHA) and the FCC
implementing the National Environmental Policy Act of 1969, when continuing
transmission is deemed unsafe for maintenance personnel (based upon standards
promulgated by a governmental authority having jurisdiction over LESSF,E) due to
radiation, the effected transmitters of LESSF,E will be fumed off until the unsafe
condition no longer exists. 1'he earliest practicable notice will be given to LESSF,E using
the information in Exhibit E, as applicable.
39. TERMINATION,
A. Compelled Termination: lf, during the lease term, there is a
determination made pursuant to an unappealable order of a county, state, or national
govemmental health agency having properjurisdiction over LESSEE'S operations thal
LESSEE'S use of the Premises poses a human health hoard which cannot be remedied
and that LESSEE must cease all operations on the Premises, then LESSEE shall
immediately cease all operations on the Premises and this Agreement shall terminate as
of the date of such order. In the event the Federal Communications Commission, or any
successor agency, makes a determination which is final and non-appealable or which is
affirmed and becomes final after the exhaustion of all available appeals concluding that
LESSEE'S use as set forth in this Agreement presents a material risk to the public health
or safety and that LESSEE must cease all operations on the Premises, LESSOR may
terminate this Agreement upon fourteen (14) days notice to LESSEE.
B. Termination by LESSF,E: LF,SSEE may terminate this
Agreement by notice to LESSOR if (i) LESSEE does not obtain all permits, consents,
easements, non-disturbance agreements or other approvals (collectively "approval")
reasonably desired by LESSEE or required from any governmental authority or any third
T-MOAILC
RIVIi'RVILW PARK
25F-16
party related to or reasonably necessary to operate, install, maintain, replace, or remove
LESSEE's Facilities, or if any such approval is canceled, eepires or is withdrawn or
terminated without any fault of LF,SSEE, or (ii) LESSOR fails to have proper ownership
of the Premises or the authority to enter into this Agreement, or (iii) LESSOR fails to
cure a default pursuant to Section 29. Upon termination, all prepaid rent shall be retained
by LF,SSOR, unless ternination is pursuant to (ii) above or (iii) above as the result of
LESSOR'S default.
C. Termination by LESSOR: LESSOR may terminate this
Agreement if LESSEE fails to perform any of its obligations pursuant to this Agreement
(including all attached Exhibits/Attachments) after giving written notice to I,h'SSEE and
reasonable time to cure as set forth in Section 29.
40. MISCELLANEOUS PROVI IONS.
A. Each undersigned represents and warrants that its signature herein
below has [he power,
authority and right to bind their respective parties to each of the terms of this Agreement,
and each party shall indemnify the other fully, including reasonable costs and attorney's
fees, for any injuries or damages incurred in the event that such authority or power is not,
in tact, held by the signatory or is withdrawn.
B. All Exhibits referenced herein and attached hereto shall be
incorporated as i f fully set forth in the body of this Agreement.
C. LESSOR shall not have unsupervised access to LESSEE'S
equipment and LESSEE'S Facilities, except in cases of exigent circumstances or
emergency situations.
r-moaar:
RIVERV~W PARK
25F-17
IN WI'T'NESS WHEREOF, the parties hereto have executed this Agreement the date and
year first above written.
ATTEST: CITY OF SANTA ANA
MARIA D. HUI7.AR DAVID N. REAM
Clerk of the Council City Manager
APPROVED AS TO FORM:
JOSEPH W. FLE"OCHER
City Attorney
T-MOBILE WEST COPORATION
By:
LAURASHBEDY
Assistant City A[tomey By;
Printed Name:
Its:
Date:
r-nnoen.>:
RIVGRVIh'W PARK
25F-18
EXHIBIT A
LEGAL DESCRIPTION
OF THE PROPERTY
A PN:
All that certain real property located in the County of Orange, State of California, being
more particularly described as follows:
End of Legal Description
LESSOR INITIALS:
LESSEE, INI"fIALS:
r-MOeaR
RIVERVIf:W PARK
25F-19
EXHIBIT B
LECAL DESCRIPTION OF THE PREMISES
SITF. PLANS/ DESCRIPTIVE RENDERINGS
However, it is expressly agreed and understood by and between the LESSOR and
LESSEE that the exact and precise location of the LESSEE'S Facilities are subject to
review and approval by the planning and/or zoning Boards having jurisdiction over the
"Premises".
Therefore, it is expressly agreed and understood by and between LESSOR and
LESSEE that the precise location of the Premises as shown on Exhibit "B" may be
modified by the LESSEE in order to comply with and obtain necessary planning and/or
zoning approvals, and any and all other approvals necessary for LESSEE'S intended use
of the property. The Premises as described herein may therefore be modified by the
LESSEE to reflect the final engineering design. An amended Exhibit "B" (if necessary)
will be provided by the LESSEE and attached to the lease in place of the existing Exhibit
"B", a copy of which will be provided to the LESSOR for review prior to being
inwrporated into the Agreement.
LF,SSOR INITIALS:
LESSEE INITIAfS:
T-MOBB,E
RIVERVIF,W PARK
25F-20
EXHIBITC
ADDITIONAL INSURED ENDORSEMENT
insurance Company
This endorsement modifies such insurance as is afforded by the provisions of Policy
# relating to the following:
1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California
92702; its officers, employees, agents and volunteers are named as additional insureds
("additional insureds") with regard to liability and defense of suits arising from the
operations and uses performed by or on behalf of the named insured.
2. With respect to claims azising out of the operations and uses performed by
or on behalf of the named insured, such insurance as is afforded by this policy is primary
and is not additional to or contributing with any other insurance cartied by or for the
benefit of the additional insureds.
3. This insurance applies separately to each insured against whom claim is
made or suit is brought except with respect to the company's limits of liability. The
inclusion of any person or organization as an insured shall not affect any right which such
person or organization would have as a claimant if not so included.
4. With respect to the additional insureds, this insurance shall not be
canceled, or materially reduced in coverage or limits except after thirty (30) days written
notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana,
California 92702.
(Completion of the following, including countersignature, is required to make this
endorsement effective.)
Effective ,this endorsement form as a part of
Policy #
Issued to
Named Insured
Countersigned by
Authorized Representative
r-mosu.e
RIVGRVILiW PARK
25F-21
EXHIBIT D
PROPERTY SPECIFIC Arrccc am ~c~RC~UI ATIONS
1. LESSOR shall have the unilateral right and privilege to undertake all
normal items and operations associated with the current use of the Property, including,
but not limited to public events and City business, which may include high powered
electric lights and food services, arrange for the televising of any public event to be held
at the Property, and ability to contract with other interested parties.
2. City business may also include minor landscaping, minor maintenance and
minor construction proximately located near the Premises, so long as the City business
does not interfere with or impair the operation of LESSEE'S Facilities.
3. LESSEE'S access to the Premises shall be limited when the Premises is
being used for a public event, and the four (4) hours before and after any such event.
LESSEE will obey any procedures set by LESSOR regarding notification before visiting
the Premises, checking in on-site, parking, gates, etc.
4. For purposes of describing the Premises and LESSEE Facilities only,
LESSEE will design a I9'4" x 22' equipment building and plant four (4) 24-inch box pine
trees on the northwest side of Riverview Park north ball field, adjacent to Riverview golf
course.
T-MOa1LL
RIVCRVIF,W PARK
25F-22
EXHIBIT F.
CONTACT INFORMATION:
LESSOR'S TECHNICAL CONTA T :
Name: Santa Ana Parks, Recreation and Community Services Agency
Ron Ono
Address: 20 Civic Center Plaze (M-23)
Santa Ana, CA 92702
Daytime Phone No.: 714-571-4220
Facsimile No.: (7l4) 571-4209
24-Hour Contact
No.:
Dispatch Center: N/A
LESSEE'S TECHNICAL CONTA .T
Name:
Address:
Daytime Phone No.:
Facsimile No.:
24-Hour Contact
No.:
Dispatch Center:
T-MOBIIF.
RIVERVIEW PARK
25F-23
EXFIIBIT F
MEMORANDUM OFIAND EA A R M NT
THIS MEMORANDUM OF LAND LEASE AGREEMENT is made and entcrod
into as of , 200_ by and between City of Santa Ana, a
charter city and municipal corporation organized and existing under the Constitution and
laws of the State of California ("Lessor's and T-Mobile West Corporation, a Delaware
corporation ("Lessee'.
W fI'NF.SSETH:
That Lessor hereby leases to Lessee and Lessee hereby leases from Lessor a
portion of that certain real property (the "Property") in the State of Califomia, County of
Orange, City of Santa Ana commonly known as 1817 W. 21" Street, Santa Ana, CA,
92703, a legal description of which is shown in Exhibit attached hereto and
incorporated herein by reference, under the terms and conditions of the unrecorded Land
Lease Agreement by and between Lessor and Lessee dated by Lessor ,and
incorporated herein by reference (the "Agreement") for an initial term of ten (I O) years,
commencing on the Commencement Date, as defined in the Agreement, and three (3)
subsequent optional extension terms of five (5) years each, pursuant to the terms of the
Agreement. The Agreement provides for grant ofnon-exclusive right of way for rights of
access to [he Property and to electrical and telephone facilities serving the Property.
IN W[TNESS WHEREOF, the parties have executed the Memorandum as of the
day and year first above written.
LESSEE LESSOR:
T-Mobile West Corporation City of Santa Ana
sy: By:
Name: DAV[DN. REAM
Title: City Manager
Dale: Date:
Address 20 Civic Center Plaza
Santa Ana, CA 92702
[FORM DOCUMENT, PLEASE 1NIT[AL ONLY -NOT FOR CXECUTiON]
Owner Initials
Lessee Initials
T-MOBIIF
RIVERVIEW PARK
25F-24
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