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T-MOBILE WEST CORPORATION (2) -2010
c-� =I&I v 9ANUt' A-2010-134 LAND LEASE AGREEM1NS�p� �1�AK `IC ffY OF SANTA ANA AND T- OE INT LE WEST BETWEEN CORPORATION CLE aia ry 2 1UU for RIVERVIEW PARK This Agreement, made this day of ��� , 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-Mobile West Corporation, a Delaware corporation, hereinafter designated "LESSEE". The LESSOR and LESSEE are at times collectively referred to hereinafter as the "Parties". 1. 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 Property is attached hereto as Exhibit "A"), located at 1817 W. 21 st Street, Santa Ana, CA 92706, and being described as a nineteen foot, four inch (19'4") by twenty-two foot (22') space on the ground containing four hundred twenty-five (425) square feet for LESSEE's radio equipment cabinets, a twenty foot (20') by twenty foot (20') space on the ground containing four hundred (400) square feet for LESSEE's tower, 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 LESSEE 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 first day of the month, in advance, to LESSOR or to such other person, firm or place as the LESSOR may, from 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 permit 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 ("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 charge 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 anniversary of the Commencement Date. 6. INITIAL PAYMENT. LESSEE hereby agrees to pay to LESSOR a one-time, non -recurring, non- refundable payment equal to ten thousand dollars ($10,000.00), within thirty (30) days after the Commencement Date. Notwithstanding the above, LESSOR shall refund LESSEE the initial $10,000.00 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 six (6) months after the full execution of this Agreement. 7. EXTENSIONS. The Lease Agreement may be extended for up to three (3) additional five (5)- year terms (each a "Renewal Term"). Each Renewal Term shall be on the terms and conditions as set forth herein as follows: Site #: LA33807B Site Name: Riverview Park Date: 06/18/2010 (i) Six (6) months prior to the expiration of the initial term, if LESSOR, in its reasonable discretion determines 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 Lease will not be extended. (ii) Thereafter, 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 term. 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 a month -to -month basis. 8. GOVERNMENTAL APPROVALS. It is understood and agreed that LESSEE's ability to use the Premises is contingent upon its obtaining all of the certificates, permits 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 permit LESSEE's use of the Premises as set forth herein. LESSOR shall cooperate with LESSEE 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. Prior to the Commencement Date, LESSEE shall have the right (but not the obligation) to enter the Premises for the purpose of making necessary inspections and engineering surveys (and soil tests where applicable) and other reasonably necessary tests (collectively "Tests") to determine the suitability of the Premises for LESSEE's Facilities (defined below) and for the purpose of preparing for the construction of LESSEE's Facilities. In the event that any of such applications for such Governmental Approvals should be finally rejected or any Governmental Approval issued to LESSEE 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, LESSEE 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 such 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 LESSEE's plans. 10. USE/MAINTENANCE. 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 conditioned. 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 architectural and engineering drawings ("Plans") of the equipment to be 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, Site #: LA33807B 2 Site Name: Riverview Park Date: 06/18/2010 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 LESSOR 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 LESSOR. 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 constructed and maintained in a manner and with materials that are consistent with the approved plans for the project. The materials actually used must match up with the proposed materials and artistic renderings. LESSOR shall provide LESSEE, LESSEE's employees, agents, contractors, subcontractors and assigns with access to the Premises twenty-four (24) hours a day, seven (7) days a week, at no charge to 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. Except in cases of emergency, LESSEE agrees to provide twenty-four (24) 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. 11. INDEMNIFICATION. 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 willful misconduct of LESSEE, its officers, agents, employees, or contractors except for 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. B. LESSOR's 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 arising out of (i) the negligence or willful misconduct of LESSEE, its officers, agents, employees, or contractors; (ii) violation of law by LESSEE, 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. LESSEE 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 less than $1,000,000 per occurrence. Such insurance shall: (1) 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 negligence or misconduct; (3) contain standard separation of insured's provisions; and (4) give to LESSOR prompt and timely notice of claim made or suit instituted arising out of LESSEE's operations hereunder. Site #: LA33807B Site Name: Riverview Park Date: 06/18/2010 LESSEE shall: (a) prior to exercising any right under this Agreement, fiumish 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. INTERFERENCE. LESSEE's Facilities shall not disturb the communications configurations, equipment, and frequency, which exist on the Property on the date this Agreement is fully executed ("Pre -Existing Communications"), or public safety communication operations, as may be upgraded periodically, and LESSEE's 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 LESSEE fails to do so, LESSOR has the right to require that LESSEE 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 communications operations caused by LESSEE's Facilities. 14. REMOVAL UPON TERMINATION. LESSEE, 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, at LESSEE's sole expense, reasonable wear and tear, and casualty excepted. Underground conduits, foundations and equipment/storage buildings may remain at LESSOR's option. LESSOR agrees and acknowledges 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 completed. Antenna support structure and all utilities cabling and wiring shall remain at LESSOR's option in its as -is condition. 15. RECORDING AND QUITCLAIM DEED. If requested 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 SALE. 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 LESSEE in and to such right-of-way. LESSOR shall obtain for the benefit of LESSEE a reasonable non -disturbance agreement from the present and any future mortgagee(s) or holder(s) of a deed of trust confirming that LESSEE's right to quiet Site #: LA33807B 4 Site Name: Riverview Park Date: 06/18/2010 possession of the Premises during this Agreement 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 operation of LESSEE's Facilities. 18. TITLE. 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 that there are no other liens, judgments or impediments of title on the Property 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. NO LIENS. 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 all 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. 20. MISCELLANEOUS LESSEE RESPONSIBILITIES. A. Maximum Permissible Exposure — LESSEE shall comply with all present and future laws, orders and regulations relating to Maximum Permissible Exposure ("WE") 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 of 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 vandalism or acts of god not later than one (1) 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 LESSEE 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 LESSEE for the cost of services. C. LESSEE shall pay all personal property taxes assessed directly against its equipment and all increases in LESSOR's real property taxes 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 of LESSEE's share of such real estate taxes and proof of payment provided that such amounts are in fact due within the said sixty (60)-day period. LESSEE has the right to challenge any unreasonable tax assessment. D. LESSOR grants LESSEE 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 the 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 tear excepted. Site #: LA33807B Site Name: Riverview Park Date: 06/18/2010 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 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 LESSEE and that no verbal or oral agreements, promises or understandings shall be binding upon either the LESSOR or LESSEE in any dispute, controversy or proceeding at law, and any addition, variation or modification to this Agreement shall be void and ineffective unless made in writing and signed by the Parties. In the event any provision of the Agreement is found to be invalid or unenforceable, such fmding shall not affect the validity and enforceability of the remaining provisions of this Agreement. The failure of either Party to insist upon strict performance of any of the terms or conditions of this Agreement or to exercise any of its rights under the Agreement shall not waive such rights and such Party shall have the right to enforce such rights at any time and take such action as may be lawful and authorized under this Agreement, either in law or in equity. 23. GOVERNING LAW. This Agreement and the performance thereof shall be governed, interpreted, construed, and regulated by the laws of the State of California, with venue in Orange County. 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 -LOCATION. A. LESSEE will not assign or transfer this 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 that the City policy is to provide for co -location on communication tower facilities and will reasonably facilitate any co -location 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, other than the Premises which is already leased to Lessee. Further, regarding co-location/subleasing space on LESSEE's tower, LESSEE shall enter into a Tower Lease Agreement, or sublease, subject to all permits and approvals from all governmental agencies having jurisdiction thereover, with a future tower co -location user, subject to (i) LESSEE's right to require any such future co -location user to reimburse LESSEE for a pro-rata share of the costs of the tower and its installation, and (ii) LESSOR receiving eighty percent (80%) of the tower rent received by LESSEE. LESSEE shall provide for LESSOR's consent on any Tower Lease Agreement, or sublease and affidavits stating the sublease rent. The Parry's intent in allowing LESSEE to collect rent and a pro-rata reimbursement of costs 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 LESSEE, should benefit financially, from any future tower co -location agreement. Any future carrier or co -locator shall enter into a separate ground lease agreement with the City. 26. NOTICES. All notices hereunder must be in writing and shall be deemed validly given if sent by certified mail, return receipt requested or by commercial courier, provided the courier's regular business is delivery service and provided further that it guarantees delivery to the addressee by the end of the next business day following the courier's receipt from the sender, addressed as follows (or any other address that the Party to be notified may have designated to the sender by like notice): Site M LA33807B Site Name: Riverview Park Date: 06/18/2010 LESSOR: City of Santa Ana Clerk of the Council 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702 Courtesy City of Santa Ana — Office of the City Attorney Copies to 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 LESSEE: T-Mobile USA, Inc. 12920 SE 38s' Street Bellevue, WA 98006 Attn: PCS Lease Administrator, Site #: LA33807B With a copy to: Attn: Legal Dept. Copy to: T-Mobile West Corporation 2008 McGaw Avenue Irvine, CA 92614 Attn: Lease Administration Manager, Site #: LA33807B 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 the Parties hereto. 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 Property; provided however, that such relocation shall (1) be at LESSOR's cost and expense which shall be limited to reasonable expenses of moving and re -installing the tower structure and accompanying equipment, including the cost of City permits and fees which 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 LESSEE'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 LESSEE may relocate LESSEE's Facilities. LESSEE shall 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 part thereof, under subsection A above, affect, alter, modify or otherwise change any of the terms and conditions of this Agreement. Site #: LA33807B 7 Site Name: Riverview Park Date: 06/18/2010 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. 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 that it reasonably requires more than thirty (30) days and the defaulting party commences the cure within the thirty (30) day period and thereafter continuously and diligently pursues the cure to completion. The non -defaulting party may not maintain any action or affect any remedies for default against the defaulting party unless and until the defaulting party has failed to cure the same within the time periods provided in this Section. 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. ENVIRONMENTAL. 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. B. 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 conditions or concerns are caused by the activities of LESSEE. C. LESSOR shall hold LESSEE 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 concerns or conditions as may now or at any time hereafter be in effect, unless such 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 at the Premises for more than sixty (60) days, then LESSEE may at any time following such fire or other casualty, provided LESSOR has not commenced the restoration required to permit LESSEE 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. In the event of any condemnation of the Premises, LESSEE may terminate this Agreement upon fifteen (15) 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 Site #: LA33807B Site Name: Riverview Park Date: 06/18/2010 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 LEASE. 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 LAWS. LESSEE shall use the Premises for the use described herein in accordance with applicable laws, rules and regulations. LESSOR agrees to keep the Property in conformance with all applicable, laws, rules and regulations and agrees to reasonably cooperate with LESSEE regarding any compliance 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 Agreement. Additionally, any provisions of this Agreement, which require performance subsequent to the termination, or expiration of this Agreement shall also survive such termination or expiration. 36. CAPTIONS. The captions contained in this Agreement are inserted for convenience only and are not intended to be part of the Agreement. They shall not affect or be utilized in the construction or interpretation of the Agreement. 37. PROPERTY SPECIFIC ACCESS RULES/REGULATIONS. To the extent that such rules are not inconsistent with or do not interfere with LESSEE's rights herein, LESSEE agrees to abide by all rules and regulations of the 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 LESSEE. These rules and regulations are specific to the Facilities site and are imposed to insure the proper maintenance, good order and reasonable use of the Premises and Property and as may be necessary for the enjoyment of the Premises and Property by both parties hereto. 38. POWERING DOWN DURING MAINTENANCE /REPAIR. LESSEE 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 LESSEE) due to radiation, the effected transmitters of LESSEE will be turned off until the unsafe condition no longer exists. The earliest practicable notice will be given to LESSEE using the information in Exhibit E, as applicable. 39. TERMINATION. A. Compelled Termination: If, during the lease term, there is a determination made pursuant to an unappealable order of a county, state, or national governmental health agency having proper jurisdiction over LESSEE's operations that LESSEE's use of the Premises poses a human health hazard 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 LESSEE: LESSEE 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 party related to or reasonably necessary to operate, install, maintain, replace, or remove LESSEE's Facilities, or if any such approval is canceled, expires or is withdrawn or terminated without any fault of LESSEE, or (ii) LESSOR fails to have proper ownership of the Premises or the authority to enter into this Agreement, or Site #: LA33807B 9 Site Name: Riverview Park Date: 06/18/2010 (iii) LESSOR fails to cure a default pursuant to Section 29. Upon termination, all prepaid rent shall be retained by LESSOR, unless termination 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 LESSEE and reasonable time to cure as set forth in Section 29. 40. MISCELLANEOUS PROVISIONS. A. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to 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 fact, held by the signatory or is withdrawn. B. All Exhibits referenced herein and attached hereto shall be incorporated as if 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. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR DAVID N. REAM Clerk of the Council City Manager APPROVED AS TO FORM: JOSEPH W.FLETCHER City Attorney f �I " By: / f1�11% 11r�C9 LA� SHEEDY Assistant City Attorney LESSEE: T-MOBIJ.EAVEST CORPORATION By: Name: �� Eld g! Its: Date: OUrtn nN of R"foDev. _2. 1(, as Tania 8. Dao Corporate C c, -1 Site #: LA33807B 10 Site Name: Riverview Park Date: 06/18/2010 EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY APN: 001-011-08 & -25 All that certain real property located in the County of Orange, State of California, being more particularly described as follows: Parcel l: Those portions of Lots 1, 2 and 3 of the Mabury Tract, in the City of Santa Ana, County of Orange, State of California, shown as Tax Assessors Number 001-011-08. Parcel 2: That portion of Section 2 Township 5 South, Range 10 West, in the Rancho Las Balsas, City of Santa Ana, County of Orange, State of California, per Map recorded in Book 51, Page 12 of Miscellaneous Maps, shown as Tax Assessors Number 001-011-25. LESSOR INITIALS: LESSEE INITIALS: Site #: LA33807B i l Site Name: Riverview Park Date: 06/18/2010 EXHIBIT B LEGAL DESCRIPTION OF THE PREMISES SITE 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 incorporated into the Agreement. See the attached drawings dated 04/22/10, Sheets A-1, A-2, A-3, & A-4, identified with Site Information: Riverview Park, LA33807B. In addition to the approximately 825 square feet depicted on the attached drawings for LESSEE's equipment, the Premises also includes space for coax and cable runs to connect the radio equipment and antennas. LESSEE INITIALS: LESSOR INITIALS: Site #: LA33807B Site Name: Riverview Park Date: 06/18/2010 12 aP 00 0l — t f �... PROP�BILE LEAS AAREAS-' SECTOR ,A, T ..Mobile e a 40' t stick together SECTOR 'C' oN „ n, . A AM A 280° w« a .r w. v PLANS PREPARED BY. �� 11 _ _ j• ..'�\ \'.., / Y- WWII- " -(U f t rEii x �. r"I "I TIE Ill CEFETRET"I. - E - 't' PR ary NovAcom IF � - �'� Aw, t 7� P, E. U ,N, Ell 1112 t ONSV OUP. V �� -� -CONSULTING GROUP: t T , �� �,��� � _ _ _, � / _• .. _ � ��� � � — MONOBROADLEAF 3 { 9 ilu TPoa� \ \/ SETBACK TABLE wxoINE o \ F1 SEQUOIA y I a/ J g Nc x (r�so r aEr �.� / ✓ o -u' it E APN25 nsEUEx �, y \ _ •. ° . \ J� �RI OATEOESCPTION fi : CUI 011-��� ur T / �• SY- -j% 11 I. ME . _ ,SEE L NN (EW 1—III tC l : : F \ 11PUENT .-. .. �. /!/ / ... -- - i4E COMME_ T f;W `(E) ,nur .ux / . PLANN MM NT _. X.SECTOR 8 — IN21s1 ST. — fEe s-nNTr ae zo - eM TTAI A 4VO' -.'.� II LntiEUEx, UL%ti"i%1�1.. / ! ").MC NIL fC f AI] - \� IRRIWTI ON \\`� _� A 04/L7/�0 _COMMENTS JD N KI �OI)I-/UAHE ` SITE COI OII-OB i� RIVERVIEW PARK a . 4E E LA33807B Mf A P 'I 'EFFIT" 181TW.213TSTNEET IT I I I SANTA ANA, CA 92706 u we E - f _ ANExE.. Ax urtr[N 9,•nN xf, Ax, 1; IF xo E', .nu`Ne clETEED Att AAn INI-1 ar SEAL: LL eE I-EO w uE AVPPovtt 111-E COPYRIGHT NOTICE: PROPRIETARY -IRMATpN EIIIIE Ill IT THE Ill IIE1 (5EE Eo N. - II IlOI-I „ P ora , TIET, „E �E a �µ Ef E-11 A PIN vEV Eufx w EPEFERErl. FSMEET TTFLE: xw . E i,q I M PE ,x o x rx. NEI Et —I N xEE, T a Ax E „.,. G E SITE PLAN A-1 �EAEE -� 11 1 L ILL ,YIIMAW 1NTL E CtTMm 14111 ,EfFD /I:IpM tMOO' 11Tv IIt1TJt TE MTIDAD 19UKE C91�1 SECTOR 'C' 280° � SECTOR 'A' T-MpEE 40° T� N tOaE /� PApEOEp TEE / 6'-OY 1�M 1'MON tw rtw� �7a7 MWd MMl1G1 SECTOR'B' N 160° T•MtI.LL ELlEMT LL1fC MFA ® T-YOEL MIIFIN� 1INF MFA TTAL T-M7ME IFAE AIFA - 6a Sf. (b SA IIIAI TTE M.� r(Q fR NLM TFE M. W awt 1Mt iMAF� + + �nv4ee9 � m ANTENNA LAYOUT scut a tr-4• LL1E MrA/A00r auAAc t�,y. tansM ai9�x qM f9R C/MY IIIM® TtiIIML O) fueta4Ma 111pE011D T-YOEE M f1ONIE 1F111f -- 7 O9oE�i01mmr10 t191LM10 (M.» 2) I w'am 1 E T109® M]TOIAL � B TI' 6 NIIMiI[ lE Li:� i LMNE Lj V ?S MIITMN Cq�O�DSj M_� N nmr®r MCE tttt9utM Lt t1ttK w MH Mf011 Mw A.E9 ,° L9aut 0ro. 2) x1 EQUIPMENT LAYOUT 1a 4 CONDUIT DETAIL AT POLE �m MMM� ENLARGED SITE PLAN T M .Mobile $tic* tOgeftr' 3 M1CM7HUR PLACE, SUITE 1100 SANTA NU G 92707 -PLAN PHWAMBV. MOVN.. 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SHRUBS OFT(E) M2dNp ON SITE, xLl ENCE NORTH ELEVATION SUBIFCL ro AovROVAI SI 1-MOBILE.N Ui5.4 �Ep TELEVHME FACILIMs ME SUBI[cl LO MM TE1iFD —ENNA SOCKS' ALL EOMFMEM LOCAFIENIROxS NIE APHNxiwTE AHp ARE LOG1gNs OF PORCR ! NROVAL UDU F € I (E) BI -3' L.H1 SFNFDRRD BY CONNEwgiES. 2. ALL NRCNwS SHLLL BE 'SOCREO NID/OR vAlIrtEO TO 3 i� vgOvosEp psTKunpx iwµAClWLi 11. q VMIOuS AnACHNExrs, SUCK AS CNN CBE MADE TO DGWUY 1NESE CpiOKHFs AHp �/11ATRN ggNTMq � BERM N4MVTR, UPoN CLOSE BE wiCH vPoPoSFD —1 MAVES'. ilroxT A E. igHPowlC iuK GBlOs, � NUFS. AND SOLFs. fNR✓ EFmRF x Iq BF RFALAY —ENT TO THE SE.U— THE TRUE wNRC pE THE 1wF wT FMFWF OgDq _SE»DEDISH --- --- ----� IM FUId INIENNRiS ggprosm Bs a HDN �, FREE - IpNOPgE � iR@# • tE' (E) FREE (E)sp.REBO.wp xi �S'-O'_ $ 3 0l vROvo F-IaeHF Gv5 wVRxw NROPO _- OPOSE ES R CNWtI BSI 1 N3 (1) E � `� / LLE FOE g g (E)NpB SITE. �— �4 yi :;,�:1,``\\.4 /,��T.. •.._,.,._..L.. � "»`_ -;. ".I .... ... EAST ELEVATION �D vxEs ! SHRUBS 6G"E R® T M •Mobile e stick together" 5 �P1AGE 5''Fi 110U �AHTA A fA IFICOM NO ..... NNONE: (SS IDDROw GF93B83 350 s RT9-BOBS AX. (951) BOB BW PNOxE: (wv)3ao NDFBp z �.3utEl (o.o) 1v nni NO. 0 DATE. 03/,0/09 DESCRIRTION: 90r ZD SY. EET 1 D3/20/09 DRM COMMENTS EEf 2 05/19/09 PLANNINGCOMMENTS KH 3 07/30/09 EQUIPMENT REDESIGN EL 4 OB/D5/09 SEQUOIA COMMENTS TGW 5 09/23/09 PLANNING COMMENTS TOW 6 12/21/09 ZD SUBMITTAL RA 3 02/18/10 PLANNING COMMENTS RA 8 Da 22/10 / IRRIGATION COMMENTS JO rONO I 0 03/19/09 QC/QA CHECK KH SITE INFORMATION: RIVERVIEW PARK LA33807B 1817 W. 21ST STREET SANTA ANA• CA 02706 ...........MEORUSCWNNETAF, N')iM TON awi.ACESEc Nov -SHEET TTTLE: ELEVATIONS •SHEET NUMBER: A-4 EXHIBIT C 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 arising 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 carried 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 Policy # _ Issued to this endorsement form as a part of Named Insured Countersigned by Authorized Representative Site #: LA33807B 13 Site Name: Riverview Park Date: 06/18/2010 EXHIBIT D PROPERTY SPECIFIC ACCESS RULES/REGULATIONS 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 checking in on -site, parking, gates, etc. Site #: LA33807B 14 Site Name: Riverview Park Date: 06/18/2010 the Premises, EXHIBIT E CONTACT INFORMATION: LESSOR'S TECHNICAL CONTACTS: Name: Santa Ana Parks, Recreation and Community Services Agency 1. Ron Ono Address: 20 Civic Center Plaza (M-23) Santa Ana, CA 92702 Daytime Phone No.: Ron: (714) 571-4220 Facsimile No.: (714) 5714209 24-Hour Contact No.: Dispatch Center: N/A LESSEE'S TECHNICAL CONTACTS: Name: Address: Daytime Phone No.: Facsimile No.: 24-Hour Contact No.: Dispatch Center: Site #: LA33807B Site Name: Riverview Park Date: 06/18/2010 1. Robert Norton 2. Luis Gonzales 2008 McGaw Avenue Irvine, CA 92614 (714) 850-2403 (714) 850-6620 N.O.C. (888) 662-4662 N.O.C. (888) 662-4662 15 EXHIBIT F MEMORANDUM OF LAND LEASE AGREEMENT THIS MEMORANDUM OF LAND LEASE AGREEMENT is made and entered into as of , 2010, 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") and T-Mobile West Corporation, a Delaware corporation ("Lessee"). WITNESSETH: 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 California, County of Orange, City of Santa Ana commonly known as 1817 W. 21 st Street, Santa Ana, CA 92706, a legal description of which is shown in Exhibit A 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 , 2010, and incorporated herein by reference (the "Agreement') for an initial term of ten (10) 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 of non-exclusive right of way for rights of access to the Property and to electrical and telephone facilities serving the Property. IN WITNESS WHEREOF, the parties have executed the Memorandum as of the day and year first above written. LESSEE: T-Mobile West Corporation, a Delaware corporation By: _ Name: Title: Date: _ Address LESSOR: 2008 McGaw Avenue Irvine, CA 92614 Attn: Lease Administration Manager, Site #: LA33807B City of Santa Ana, 1 Name: DAVID N. RE Title: City Manager Date: _ Address: 20 Civic Center Plaza Santa Ana, CA 92702 [FORM DOCUMENT, PLEASE INITIAL ONLY - NOT FOR EXECUTION] LESSEE INITIALS: LESSOR INITIALS: i ? Site #: LA33807B 16 Site Name: Riverview Park Date: 06/18/2010 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: T-Mobile West Corporation 2008 McGaw Avenue Irvine, CA 92614 Attn: Property Management Site #: LA33807B ECOIR MEMORANDUM OF LAND LEASE AGREEMENT THIS MEMORANDUM OF LAND LEASE AGREEMENT is made and entered into as of , 20_, 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") and T-Mobile West Corporation, a Delaware corporation ("Lessee"). WITNESSETH: 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 California, County of Orange, City of Santa Ana commonly known as 1817 W. 21st Street, Santa Ana, CA 92706, a legal description of which is shown in Exhibit A 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 , 20_, and incorporated herein by reference (the "Agreement") for an initial term of ten (10) 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 of non-exclusive right of way for rights of access to the Property and to electrical and telephone facilities serving the Property. [SIGNATURE PAGE FOLLOWS] Site #: LA33807B Site Name: Riverview Park Date: 04/28/2010 IN WITNESS WHEREOF, the parties have executed the Memorandum as of the day and year first above written. LESSEE: T-Mobile st Corporation a corporation By:jjG. /D%elaware Name: Title: Christopher Eldrid9 Date: z C) Address: 3 MacArthur Place, Suite 1100 Santa Ana, CA 92707 Attn: Lease Administration Manager, Site #: LA33807B LESSOR: City of Santa , na i By: Name: DAVID N. REAM Title: City Manager Date: _ Address 20 Civic Center Plaza Santa Ana, CA 92702 Site #: LA33807B Site Name: Riverview Park Date: 04/28/2010 EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY APN: 001-011-08 & -25 All that certain real property located in the County of Orange, State of California, being more particularly described as follows: Parcel 1: Those portions of Lots 1, 2 and 3 of the Mabury Tract, in the City of Santa Ana, County of Orange, State of California, shown as Tax Assessors Number 001-011-08. Parcel 2: That portion of Section 2 Township 5 South, Range 10 West, in the Rancho Las Balsas, City of Santa Ana, County of Orange, State of California, per Map recorded in Book 51, Page 12 of Miscellaneous Maps, shown as Tax Assessors Number 001-011-25. Site #: LA33807B Site Name: Riverview Park Date: 04/28/2010 State of California County of On before me, , Nofary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose e(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the sa in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the pers s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF true and correct. WITNESS my hand and ofRcial seal. Signature: State of California County of On under the laws of the State of California that the foregoing paragraph is before me, Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: Site #: LA33807B 4 Site Name: Riverview Park Date: 04/28/2010 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California� County of W h/7al On #24d dP010 before me, tAtl�tt�f >qf %aG qejA;_, pate Here insert Name and Title of the Oflrcer personally appeared C'hrrJ�o�Iarrld.,•d Name(s) of Signe s) CODRUTA ALINA BESOM 0 IL M COMM. #1855547 W NOTARY PUBLIC - CAUFORNIA "D CONTRA COSTA COUNTY -� My Comm. Expires June 26, 2013 d who proved to me on the basis of satisfactory evidence to be the person* whose name* islaw subscribed to the within instrument and acknowledged to me that he/@Oife ey executed the same in his win authorized capacity; a*, and that by hisllbw4l ►err signatures) on the instrument the persoro+, or the entity upon behalf of which the person(,s cted, executed the instrument. 1 certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS �X= Signature Place Notary Seal Above Sign ore of Notary Public OPTIONAL Though the information below is not required by taw, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document J�f��2 Title or Type of Document: � o L L P "33 © Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Number of Pages: 3 Signer's Name: Signer's Name: Individual r Individual ❑ Corporate Officer — Title(s): _ Corporate Officer — Title(s): Partner — D Limited ❑ General _ Partner — 0 Limited = General ❑ Attorney in Fact '• _ Attorney in Fact • op of t^.umh here _ Trustee T Too of th�rrb here -Trustee ❑ Guardian or Conservator =' Guardian or Conservator = Other: - Other: Signer Is Representing: Signer Is Representing: 4=20V National Notary Assecwivn • b360 De Scto Ave.. PO Box 2402 •Cha!s-;orth. CA *v v.Nauonavofaryorg Item MSM7 Reorder: Call Toll -Free 1.600-676.682i CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California County of Orange SS. On July 29, 2010 before me Claudia M. FernandezShaw, Notary Public Date Name and Title of Officer (e.g., "Jane Doe, Notary Public") personally appeared David N. Ream Names) of Signers) who proved to me on the basis of satisfacto evidence to be the person(s)whose name (glare -subscribed to the within instrument and acknowledged to me that Joshe� executed the same in dis&heNt:hsir authorized capacity(i es�), and that by Jffrer/t e r signature( on the instrument the person(i), or the entity upon behalf of which CLAUDIA M. FERNANDEZ SHAW the pel son(b) acted, executed the instrument. ,egg Comm. ExfireJan 25, 2014 Commission # 1875128 z •: Notary Public - California I certify under PENALTY OF PERJURY under orange county the laws of the State of California that the s foregoing is true and correct. ,WITNESS my hand and official seal. Place Notary Seal Above 'OPTIONAL U Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document Description of Attached Document Title or Type of Document: Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Individual ❑ Corporate Officer— Title(s): ❑ Partner -- ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer is Representing: Number of Pages: 2 6) U ) 39 rC /� �-+ a + A 4 O D. i ; �� F, rE �� I�/1,/,y) 08/24/30 Aon Risk Insurance services west, Inc. E;C,i3O PRODUCER (r+r (r�t'-'C—�&Ny: ERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND POa�ITiiECERTIFICATEHOLDER. TMSCERTIFICA"TE Seattle wA Office AND OR ALTER THE COVERAGE AFFORDED BY THE 1420 Fifth Avenue ESBELOW. suite 1200 Cl�� ANIES AFFORDING COVERAGE Seattle wA 98101-4030 USA 'i0tti anz Global Risks US Insurance �" PHONE. 206 749-4800 FAx. (206) 749-4860 Co. A INSURED.. COMPANY • . T-Mobile USA, Inc. B °' and its Affiliates &subsidiaries 12920 SE 38th street COMPANY Bellevue wA 98006 USA L COMPANY u 7 D T COVERA ,s.S y, a- TFIIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHO)X'N MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO LTR TYPE OF MURANCE POUCYNUMBER POLICY EFFECTIVE POUCYEXPIRATIOP COVERED PROPERTY i.L�[I"[5 DATE (MMIDDJYY) DATE (MMiDD/YY) A X PROPERTY CLP 011373 05/01/10 05/01/11 BUILDING CAUSES OF LOSS PERSONAL PROPERTY BASIC BUSINESS INCOME nor BROAD EXTRA EXPENSE X SPECIAL BLANKET BUILDING N FART HWAKE BLANKET PERS PROP S 5, 000, O FLOOD X BLANKET SLOG & PP rW FOR ► M o v, TYPE iNL.L�iD MARINE OF POLICY \ / _`� -• CAUSES OF LOSS E NAMED PERILS Z OTHER v m G �. CRIME TYPE OF POLICY G (} BOILER 3 MACHINERY OTHER LOCATION OF PREMISES I. DESCRIPTION OF PROPERTY - Site Number/Name: LA33897B, Site Address: 1817 W. 21st Street, Santa Ana, CA 92706. SPECIAL. CONDITIONS 1 OTHER COVERAGES All Risk of Direct Physical Loss or Damage; Includes Property, BPP, 81, EE, Flood & Earth Movement; Replacement Cast - Property Damage; Actual Loss sustained - -rime Element. SHOULD ANY OF THE ABOVE.. DESCRIBED POLICIES BE CANCELLED BEFORE THE City of Santa Ana EXPIRATION DATETHSREOF THE ISSUINGCOMPANY WILL, ENDEAVOR TO MAR Attn: Clerk of the council 30 DAYS WRITTEN NOTICE To TM CERTIFICATE HOLDER NAMBD TOTIIE LEFT, 20 civic Center Plaza (M-30) BUT FAILURE TO MAR SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY�S• T PO Box 1988 Santa Ana CA 92702 USA OF ANY KIND UPON THE COMPANY: ITS AGENTS OR REPRESENTATIVES: AUTHORIZED REPRESENTATIVE e2�is xniAF✓ eai�/ ,dfiM� `�,..a„.....:,kY�� .4cr>rrr�• CERTIFICATE OF LIABILITY INSURANCE �---�--�� aATE(MM/DD/YYYY) as/z4/2alo PRODUCER On Risk Insurance services West, Inc, HIS CERTIFICATE IS ISS[IED AS A MATTER OF INFORIMATION ONLY Seattle WA Office AND CONFERS NO RIGHTS UPON THE CERTIFICATE BOLDER THIS 1420 Fi fth Avenue t suite 1200 'M ? I 2 f j R LATE DUES NOT AMEND, EXTEND OR ALTER THE Seattle WA 98101-4030 USA GE AFFORDED BY THE POLICIES BELOW. WSURERS AFFORDING COVERAGE a x NAIL # PHONE • 206 749-4800 PAX-(2M Tn7 -4860 INSURED•.- CLE' fin• fidelity & Guaranty ins Co 35386 i Frmta: National Union Fire Ins Co of Pittsburgh 19445 T-Mobile USA, Inc. its Subsidiaries and Affiliates 12920 SE 38th Street Bellevue WA 98006 USA INSURERG Discover Property & casualty ins co 36463 INSURER D: Fidelity & Guaranty Ins U/W 25879 rNSIJRIIt E: United States Fidelity & Guaranty co. 25887 e^°J. 7 q COVERAGES STR annlioc nor rorme anti —Airi— of rke .11 , .+ THE P01JCM OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAME] ABOVE FM THE POLICY PERIOD INDICATED. NO'TWTITiSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR C7CFER DOCUMENT WITH RESPECT TO WHICH THLS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITION'S OF SUCH POLICIES, AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, LIMTS SHOWN ARE AS REQUESTED iNSR In In AD 'S TYPE OF INSURANCE. POLICY NUMBER POLICY EFFECTIVE A D DIYYYY POLICY EXPIRATION DATE(MMMOTYYY LIMITS B WJL4LLIABIUTY GL2264628 OS/01/2010 05/01/2011 EACH OCCURRENCE $1.000,000 }C COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED — S1, 000, 000 CLAIMS MADE ® OCCUR PREMISES (Ea' omarance} 1Am me mrson! X Contractual Liability Tncl- PERSONAL& ADV INJURY SI1OC101000 OENERALAGGREGATE S2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER; PRODUCTS - COMPIOP AGG $2.000 , 000 POLICY u PRO- LOC JECT B B AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS CA9835799 AOS CA 9835799 MA 05/01/2010 OS/01/2010 05/01/2011 05/0112073 COMBINED SINGLE LIMIT (Eaacudmt) $2,000,000 BODILY R+iJi1RY (Pa Pa ) HIRED.4UT05 NON OWNED AUTOS pI--�I !irI)S�(J�"S: i`? -; i-;1 BODILY INJURY (Pet x©,kut} 1H. „' ^ �. � � '�---r—'-""�" ,? �-1 -_..._.__-.... PROPERTY DAMAGE (➢a auutmt} IR GARAGE UABILITY ANY AUTO ,jai i.�i... I n, ,r•i:., AUTO ONLY - EA. ACCIDENT OTHER THAN EA ACC AUTO ONLY: AGG 8 EXCUSI UMBRELLA LIABELl7l 15972273 OS/61/2010 Ett7i OCCURRENCE , nX occm ❑ CLAM MADE AGGREGATE 55,000,000 DEDUCTIBLE RETENTION A E D WORKERS COMPENSATION AND §' LUB7li7Y PROPRIETOR IPARTNER IEMCUTVE �. OFFIC�RfMEIN$ER EXCLUDED? (M�m �t HE oGDADS - D003w0409 '�= D003WO0410 05/O1j2010 05/01/2010 05/01/2011 05/01/zO11 X STATU- OTH- LIMITS IER E.I,EACH ACCIDENT 51.,.000, O0ANY EL DISEASE -EA EMPLOYEE , $l , 000, 000 EL DISFAS$POUCY LIMIT S1,000,000 Ifyo, dao*e nda SPECIAL PROVISIONS below HT OTHER DESCRIPTION OF OPERATIONS4.00ATION&VEMC ESfOU3 USIONS ADDED BY $FStElv'I',S➢ECIAL PROVISIONS Site NUmber/Name: LA338078, Site Address: 1817 W. 21st street, Santa Ana, CA 92706. The certificate Holder is an Additional Insured for General Liability solely as respect to operations of the Named insured at the above location if required by contract. /'L13T7L-i1'1 T'ETYAY Ti!riY City Of Santa Ana SHOULD ANY OFTHE ABOVEINDESCRIBED POLICIES sE CANCELLED BFORE THE EX?mAmm Attu. C1Erk.. Of the COUACII DATE THEREOF; THE ISSUING INSVRERWHi ENDEAVOR TO MAIL 20 civic Center Plaza (N-30) 3oDAYS WRIrrENNOTICETOTHE CERTIFICATE HOLDER NAMED TOTHE LEFT, PO BOX 1988 BUT FAILURE TO DO $O SHALL IMPOSE NO OBLIGATION OR LIABILITY Santa. Ana CA 92702 USA OF ANY XWD UPON THE DOLM ITS AGENTS OR. REPRESENTATTYES. AUMORIZEDREPRES04TATIVE aM-1'Qb4 .— a..re7reriru wJr. ACORD 25 (2009101) 01988-2009 ACORD CORPORATION. An rights resets The ACORD name and logo are reghftred marlin etACORD .-I rr�4 04 CP E!1 m O O tw te+ a Z a u w i C.d A o CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDNYYY) 06/14/2012 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Aon Risk Insurance Services West, Inc. Seattle WA Office CONTACT NAME: PHONE (206) 749-4800 FAX (206) 749-4860 (A/C. No. Ext): A/C. No.): E-MAIL ADDRESS: 1420 Fifth Avenue Suite 1200 Seattle WA 98101-4030 USA INSURER(S) AFFORDING COVERAGE NAIC 1t INSURED INSURER A: XL Specialty Insurance CO 37885 T-Mobile USA, Inc its Subsidiaries and Affiliates INSURERB: Greenwich Insurance Company 22322 INSURERC: National Union Fire Ins Co of Pittsburgh 19445 12920 SE 38th Street Bellevue WA 98006 USA INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: b/UU4bb4b913 REVISION NUMBER, THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Limits shown are as requested LTR TYPE OF INSURANCE INSR WVD POLICY NUMBER MM/DD MMIDD LIMITS B GENERAL LIABILITY RGD EACH OCCURRENCE $1, 000, 000 X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE x1 OCCUR PR AGE TO RENTED ES Ea occurrence)$1, 000, 000 MED EXP (Any one person) S5,000 PERSONAL &ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $2 , 000 , 000 POLICY PRO X LOC IECT B AUTOMOBILE LIABILITY RAD 500025701 AOS 05 01 2012 05/01/2013 COMBINED SINGLE LIMIT Ea accident $2,000,000 BODILY INJURY ( Per person) B X ANY AUTO RAD 500025801 05/01/2012 05/01/2013 ALL OWNED r SCHEDULED AUTOS AUTOS HIRED AUTOS NON -OWNED AUTOS MA BODILY INJURY (Per accident) PROPERTY DAMAGE Per accident C X UMBRELLA LIAB OCCUR 13273159 05/01/2012 05/01/2013 EACH OCCURRENCE $5,000,000 EXCESS LIAB H CLAIMS -MADE SIR applies per policy terns & conditions AGGREGATE S5,000,000 DED I X RETENTION A A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N ANV PROPRIETOR I PARTNER / EXECUTIVE OFFICER/MEMBEREXCLUDED? N/A RWD5000301 AOS RWR5000302 05/01/2012 05/01/2012 05/Ol/2013 05/01/2013 X I WC STATU- I OTH- TORY LIMITS ER E.L. EACH ACCIDENT $1, 000 , 000 E.L. DISEASE -EA EMPLOYEE $1, 000, 000 (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below yll E.L. DISEASE -POLICY LIMIT S1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) The Certificate Holder and other entities as defined if required by written contract" are Additional Insured for General Liability and Automobile Liability solely as respect to operations of the Named Insured at the above location if required by contract. A waiver of Subrogation is granted in favor of Certificate Holder as required by written contract but limited to the operations of the Insured under said contract, with respect to the General Liability and Automobile Liability policy. General Liability and Automobile Liability evidenced herein is Primary and Non -Contributory to other insurance available to the Certificate Holder, but only to the extent required by written contract with the insured. Per Cancellation Notification to others Endorsement - In the event coverage is cancelled for any statutorily permitted reason, other than nonpayment of premium, CERTIFICATE HOLDER CANCELLATION .,! / J SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Santa And '-� - , , , . _ AUTHORIZED REPRESENTATIVE Santa Ana City Fire Department. - Santa Ana CA 92707 USA F 'X' XM ylfitliw X"XI ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: 10616550 LOC #: A� ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED Aon Risk Insurance services West, Inc. T-Mobile USA, Inc POLICY NUMBER see certificate Number: 570046545973 CARRIER NAIC CODE see certificate Number: 570046545973 EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, I FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Additional Description of Operations / Locations / Vehicles: advanced written notice will be mailed or delivered to person(s) or entity(ies) according to "Blanket per List on file" - 30 Days Notification. All other terms and conditions of the Policy remain unchanged, with regard to the General Liability and Automobile Liability policy. See Attached Addendum for Site Information. ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD INSURED T-Mobile USA, Inc its subsidiaries and Affiliates 12920 SE 38th Street Bellevue wA 98006 USA site List LA02024A - 1405 North French St., Santa Ana, CA 92701 LA02899D - 120 W. walnut, Santa Ana, CA 92701 �svrc AA02901A - 1528 South Standard Avenue, Santa Ana, CA 92707 XA03009C - 1825 3/4 Civic Center Drive west, Santa Ana, CA 92703 ✓LA03010A - 888 w. Santa Ana Blvd., Santa Ana, CA 92707 LA13160A - 1801 w. Segerstrom Ave., Santa Ana, CA 92704 ZA33321C - 4622 3/4 west Hazard Avenue, Santa Ana, CA 92703 veA33807B - 1817 w. 21st Street, Santa Ana, CA 92706 1 LA338076 1817 W. 21st street, Santa Ana, CA 92706 a, LA33835A 2302 S Raitt Street, Santa Ana, CA 92704 r LA33836B 730 E warner Ave, Santa Ana, CA 92707 r Certificate No : 570046545973 ENDORSEMENT # This endorsement, effective 12:01 a.m., May 1, 2012 forms a part of Policy No.RGD500025901 issued to T-MOBILE USA, INC. by Greenwich Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY ADDITIONAL INSURED — WHERE REQUIRED UNDER CONTRACT OR AGREEMENT This endorsement modifies insurance provided under all coverage parts. COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE FORM RAILROAD PROTECTIVE LIABILITY COVERAGE FORM Section II — WHO IS AN INSURED is amended to include as an Insured any person or organization for whom you have agreed under written contract or agreement to provide insurance. However, the insurance provided shall not exceed the scope of coverage and/or limits of this policy. Notwithstanding the foregoing sentence, in no event shall the insurance provided exceed the scope of coverage and/or limits required by said contract or agreement. All other terms and conditions remain the same. (Authorized Representative) MANUS © 2011 X.L. America, Inc. All Rights Reserved. May not be copied without permission. ENDORSEMENT # This endorsement, effective on May 1, 2012 at 12:01 A.M. standard time, forms a part of Policy No.RAD500025701 of Greenwich Insurance Company issued to T-MOBILE USA, INC. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED WHERE REQUIRED UNDER CONTRACT OR AGREEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM SECTION II A.1. WHO IS AN INSURED is amended to include as an insured any person or organization for whom you have agreed under contract or agreement to provide insurance. However, the Insurance provided shall not exceed the scope of coverage and/or limits of this policy. Notwithstanding the foregoing sentence, in no event shall the insurance provided exceed the scope of coverage and/or limits required by said contract or agreement. All other terms and conditions remain unchanged. (Authorized Representative) MANUS 02011 X.L. America, Inc. All Rights Reserved. May not be copied without permission. POLICY NUMBER: RGD500025901 COMMERCIAL GENERAL LIABILITY CG24040609 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: Where required by written contract or agreement executed prior to loss (except where not permitted by law). Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV — Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products - completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 ©Insurance Services Office, Inc., 2008 Page 1 of 1 POLICY NUMBER: RAD500025701 XIC 404 1007 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM BUSINESS AUTO PHYSICAL DAMAGE COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. Changes In Conditions The Transfer Of Rights Of Recovery Against Others To Us Condition is changed by adding the following: We waive any right of recovery we may have against the person or organization shown in the Schedule below because of payments we make for "bodily injury" or "property damage" arising out of your ongoing operations or work you performed under a contract with that person or organization. This waiver applies only to the person or organization shown in the Schedule below: SCHEDULE Name of Person(s) or Organization(s): Any person or organization for whom you are required to waive your right of recovery under the terms of a written contract. All other terms and conditions remain the same. (Authorized Representative) XIC 404 1007 © 2007, XL America, Inc. Page 1 of 1 Includes copyrighted material of Insurance Office, Inc., with its permission. POLICY NUMBER: RAD500025701 COMMERCIAL AUTO CA04440310 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM BUSINESS AUTO PHYSICAL DAMAGE COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: T-MOBILE USA, INC. Endorsement Effective Date: May 1, 2012 SCHEDULE Name(s) Of Person(s) Or Organization(s): Where required by written contract or agreement executed prior to loss (except where not permitted by law). Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Oth- ers To Us Condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "ac- cident' or the 'loss" under a contract with that person or organization. CA 04 44 03 10 © Insurance Services Office, Inc., 2009 Page 1 of 1 13 ENDORSEMENT # This endorsement, effective 12:01 a.m., May 1, 2012 , forms a part of Policy No.RGD500025901 issued to T-MOBILE USA, INC. by Greenwich Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY INSURANCE CLAUSE ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS COVERAGE PART It is agreed that to the extent that insurance is afforded to any Additional Insured under this policy, this insurance shall apply as primary and not contributing with any insurance carried by such Additional Insured, as required by written contract. All other terms and conditions of this policy remain unchanged. (Authorized Representative) XIL 424 0605 ©, 2005, XL America, Inc. ENDORSEMENT # This endorsement, effective 12:01 a.m., May 1, 2012 forms a part of Policy No.RGD500025901 issued to T-MOBILE USA, INC. by Greenwich Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, CANCELLATION NOTIFICATION TO OTHERS ENDORSEMENT In the event coverage is cancelled for any statutorily permitted reason, other than nonpayment of premium, advanced written notice will be mailed or delivered to person(s) or entity(ies) according to the notification schedule shown below: Name of Person(s) or Entity(ies) Mailing Address: Number of Days Advanced Notice of Cancellation: "Blanket per list on file". "Blanket per List on file" 30 All other terms and conditions of the Policy remain unchanged. (Authorized Representative) IXI 405 0910 © 2010 X.L. America, Inc. All Rights Reserved. May not be copied without permission. ENDORSEMENT # This endorsement, effective 12:01 a.m., May 1, 2012 forms a part of Policy No.RAD500025701 issued to T-MOBILE USA, INC. by Greenwich Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CANCELLATION NOTIFICATION TO OTHERS ENDORSEMENT In the event coverage is cancelled for any statutorily permitted reason, other than nonpayment of premium, advanced written notice will be mailed or delivered to person(s) or entity(ies) according to the notification schedule shown below: Name of Person(s) or Entity(ies) Mailing Address: Number of Days Advanced Notice of Cancellation: "Blanket per list on file". "Blanket per List on file" 30 All other terms and conditions of the Policy remain unchanged. (Authorized Representative) IXI 405 0910 © 2010 X.L. America, Inc. All Rights Reserved. May not be copied without permission. T • •Mobile T-Mobile USA, Inc. 12920 SE 38th Street, Bellevue, WA 98006 City of Santa Ana PO Box 1988 Santa Ana, CA 92702 2012 tKAY 29 PH 4: 23 CL ERi" Cif-- COUNCIL May 17,2012 RE: T Mobile Site No.: LA33807B. Lease between City of Santa Ana and T Mobile West Corporation or its predecessor -in -Interest e'Lease•7, for the Premises located at or about 1817 W. 21st Street Santa Ana California 92706. CHANGE IN NOTICE ADDRESS AND CONVERSION OF T-MOBILE WEST CORP. TO T-MOBILE WEST LLC Dear City of Santa Ana: Notice A dress: T-Mobile is changing its Legal Notice Address for our leases/licenses/subleases/sublicenses to the following single address for notification: T-Mobile USA, Inc. 12920 S.E. 38'h Street Bellevue, WA 98006 Attn:Lease Compliance SJ� — ao 1p " 13q SiteeNo. LA33807B The current Lease T-Mobile has with you may have several Legal Notice Addresses for T-Mobile, including our local market ofixi: addresses. The change to a single Notice Address is intended to both simplify and improve communications. T-Mobile is converting T-Mobile West Corporation from a corporation to a limited liability company (T Mobile West LLC) for administrative efficiencies. This conversion will occur on or about June 25, 2012. This will have no functional effect on you and is merely an internal change. The conversion will not modify or affect your relationship with T-Mobile, including the contact information you currently use, the T-Mobile persons who administers your Lease or your rent payments. The tax identification number (TIN) for T-Mobile West LLC will remain unchanged from the one used for T Mobile West Corporation. As a reminder, T-Mobile's preferred method of payment is direct deposit using an electronic funds transfer (EFT) service. If you wish to take advantage of this free electronic service, please contact Xign at Xign@T-Mobile.com or call 1-888-526-4612 (select option 3) to complete the enrollment process. In closing, you need not respond to this letter and need only to make the change in your records regarding die above T- Mobile Legal Notice Address and the entity conversion. If you have any questions, a -mail us at propertymanagementQt-nnobile.com. Thank you. Very truly yours, T-Mobile USA, Inc. Real Estate & Facilities CROWN CASTLE January 20,2015 City of Santa Ana 20 Civic Center Plaza Parks & Recreation M-75 Santa Ana, CA 92701-4058 Re: BU# 827015; Riverview Park Crown Castle 38 Technology Drive, Suite 250 Irvine, CA 92618 Via: FedEx Land Lease Agreement Between the City of Santa Ana and T-Mobile West Corporation for Riverview Park dated, 7/19/2010 "Lease" —Zo l© y J Consent for Modification Dear Landlord, Pursuant to an agreement between T-Mobile West Tower LLC ("T-Mobile") and CCTMO LLC ("CCTMO"), CCTMO manages and operates the tower site that is subject to the Lease on behalf of T-Mobile. CCTMO is a Crown Castle company. CCTMO and its affiliates and subsidiaries own and operate shared wireless communication facilities. In order to better serve the public and minimize the amount of towers in an area where this property is located, T-Mobile plans to modify T-Mobile equipment at the wireless communication facility as follows: The customer proposes relocate existing antennas to accommodate (1) new panel per sector. The customer proposes to add: (1) Hybrid cable, (3) RRUS s1 B12, (3) 718" coax cables, (3) TMAs. All other existing equipment not listed on the application to be removed. No additional changes to ground space. Final Configuration: (9) antennas, (& lines, (3) RR US, (3) TMAs. T-Mobile has authorized CCTMO to contact you and request consent to the modification of the existing equipment. Pursuant to Paragraph ro of the Lease, T-Mobile is required to obtain your consent, which consent cannot be unreasonably withheld, conditioned, delayed. Therefore, CCTMO, on behalf of T-Mobile, respectfully requests your consent to this modification. Please indicate your consent by executing this letter where indicated below and return one original of same to the address indicated above. A prepaid envelope is included for your convenience. Thank you for your continued cooperation with Crown Castle. If you have any questions concerning this issue, please contact Lisa Goldner at (949) 9307450 or lisa.goldner.contractor@crowncastle.com. Sincerely, Agreed and accepted this OT) day of 20 i Lisa Goldner (Lessor's signature) Real Estate Specialist (contractor) The Foundation for a Wireless World. CrownCastle.com CROWN CASTLE January 20, 2015 City of Santa Ana 20 Civic Center Plaza Parks & Recreation M-75 Santa Ana, CA 92701-4058 RE: BU# 827015; Riverview Park Telecommunications Facility Modification Dear Landlord: Crown Castle 38 Technology Drive, Suite 250 Irvine, CA 92618 Via: FedEx In order to better serve the public and minimize the amount of towers in an area where a Lease is located, Lessee plans to modify the equipment at the telecommunication facility for T-Mobile. The modification will not alter the character or use of the site nor will it change the nature of Lessee's occupancy of the site. In order to submit for the appropriate building permit approvals, the City of Santa Ana requires a property owner signature. Therefore, I respectfully request your signature where indicated and have notarized on the enclosed Letter of Authorization documents and return the originals to me. If you should have any questions, please feel free to contact me at (949) 930-7450 or via email at lisa.goldner.contractorPerowncastle.com should you have any questions. Sincerely, r, r Lisa Goldner Real Estate Specialist (contractor) The Foundation for a Wireless World. CrownCastle.com ff CROWN CASTLE January 20, 2014 City of Santa Ana, California 20 Civic Center Plaza Parks & Recreation M-19 Santa Ana, CA 92702 Re: Zoning/ Permit — Plan / Design Review Process Crown Castle 38 Technology Drive, Suite 250 Irvine, CA 92618 I hereby represent that I am the legal owner of the property referenced below, and I hereby give my authorization to T-Mobile and/or its Agent(s), to act as our Agent(s) in the processing and obtaining approval for Building and/or Zoning permits through the City of Santa Ana for the modification of the facility that would be located at the existing wireless communications site described as: Crown site ID: 827015; Riverview Park T-Mobile site ID: LA33807B Site Address: 1817 W. 21st Street, Santa Ana, CA 927o6 APN: ooi-oli-o8 Property Owner: City of Santa An���lfs' V By: ` David Cavazos City Manager City of Santa Ana Date: ATTE87 MARIA D. HUIZAR CLERK OF THE COUNCIL The Foundation for a Wireless World. CrownCastle.com CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT State of California County of Orange On February 20, 2015, before me, Maria D. Huizar, Notary Public personally appeared David Cavazos, City Manager, who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. I certify under PENALTY OF PERJURY for o' aawrap_h_is ue ad orrect. k_, , MARIA D. HUIZAR Commission # 1974202 Notary Public - California Orange County M Comm. Expires A��2010 (Seal) CAPACITY CLAIMED BY SIGNER: ❑ Individual(s) ❑ Corporate _ ❑ Officers Title(s) ❑ Partner(s) ❑ General Partner of a Limited ❑ Partnership ❑ Attorney -in -Fact ❑ Trustee (s) ❑ Subscribing Witness ❑ Guardian/Conservator ❑ Other: under the laws of the State of California that the WITNESS my hand and official seal. Signature i` SIGNER IS REPRESENTING: THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED TO THE BELOW: RE: RIVERVIEW PARK TITLE OR TYPE OF DOCUMENT: LAND LEASE AGREEMENT WITH T-MOBILE WEST CORPORATION NUMBER OF PAGES: DATE OF DOCUMENT: SIGNER (S) OTHER THAN NAMED ABOVE: SITE NUMBER: LA33807B SITE NAME: RIVERVIEW PARK SITE TYPE: RAWLAND / MONOPINE TOWER HEIGHT: 65'-0" PROJECTSUMMARY: PUREARE, MANNER HERE, RA —18 OUR MORGARY AVENUE Nl EPBEMD nvc DESDOP ENT uAwcsa Ice TTHDARTex LEAD .1 ED MIDEBRE CONSULTING TEAM: �DOTSUPGSBKYFAE — suG xE-R nc T - SUITE xw AN o snNAMNY wE. suiE 10 ENT �x1(11 EARN,I IAvsj O1D UPI LEUCE'DETIDE HASTATEDENT P n SperA sT PERFORDu, rR Suee E. I IN ARY M— RIMse SHEET INOF]!: s prxuwiQ{g;- —camox. ISOTOPE. IRS "iI 1-0- HwH DUAL PANEL -M-G n RARE ARE : Ram RENTIM AN' Rau¢ 'T PER wind ox"I'l "REP (GH[ouwu .""ueiu' INGELL (s) Eia ue�+uupm (+rLa s[cmal NEW INTERIM AGE FORK GETS11 M 1-1 INRETO eE puxrm ED xnicx MENTIR APPROVALS: uiwrvc eennxnEx7 �RiNT h'EbEND ANY � °"DSICN�e THEY wA on. VELF urvomnD DNST. Ml DEVELOP. Hcre 2FNINC MGR CONST. uGR(TWO) PROJECT MGR rei ENGINEER OPERATIONS JC REP. T CROWN BU# 827015 SITE ADDRESS: 1817 W. 21ST STREET SANTA ANA, CA 92706 COUNTY: ORANGE JURISDICTION: CITY OF SANTA ANA VICINITY MAP: mm ..M. ED, — (eSdvol 11-. PER Arc W' — nlvavlevoon �Ea S7 IT 3 .rtµm OR 1 9 k.em,,n `%tOJECiAREA A )eSN = wemnn .RMET refser:p, _ m �masc A.'EMS, �Htl>hs WIlIh St. WITth St SanNAtla College _ ... 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ARE naeH iLC!(uE=_r� cry 'DOE LF L(1'UUIrvAL)�r) AM Siq SeEL P.MDR 10 IxE SUBN 590N Df BDS THE [DMMRms 91A1L v6R ME JDB SIE ADp BE AR G . _ GAUGE IMM$ "FICLURAL RENPONSIBLE FOR ALL CENTRAL DOMMENTA. FEW CONDR0N5 AND ANTEATER. AND ALDL - B a�H E%G EDUALEP DXIANS ON MMHNNNIA B 901E E RARf D PINGRTHHAI DIE K NAY BE KNMPLSHED AS SHDWN UNION iO PEADE FDXG BE BROBGHT TO ME AmNBDN DF 'BE CROWN BLUE.BI.AN FOXE GP (E) E%)IERGT F RUPFA r rc(NL:IR) FAR F ANTENNA NIN RAC .ARE ME M MURDER AND REDIRECT WEARER 'NGNf➢t PROip AROLEEQNG HER CASTLE HONK HE BOUNDARY NMHNB IN E SN FLOOR R) ,N Rsx(Ell) NRY Gry SL L EOUS TLIC )OF- IRA OF CURB O OFF FOUNDATION NG AUIHCA E RMN STATE RMAEE�E. IN ND AUTU v 6 uW, -11 GHF NEING BRIEF NI.) NE. (PANAPET) , Y THREE. BY THE DONRE IRN ON AND BEEN NO DR IRAtt N ¢GA 3U CAN �rvLMI(EOE CAN Nu. FOUNMi DN N I BTOR SCALE i IF WALL TM IWSPl R Y .P.CAND FACE OCECIL F MDSOxN M T. ING DDRL PRERSD CIA CLEAR 5 FACE BE BLUE A D /C EC ONCRETE N CAUD an fIME P s NDN W M LM'cFs UNLESS NOTED piHERW SE IMCIOP N111, ETRUCU.N. USA BUT, BENPE PPOCEE.. RUN ANt E%GVATM 91E _ sxw wslAlE ALL FllUPMFM BUD RAFFERIALA IN 11 AUBB COLUMN W FACE OF FINSX SURFACE D ryRw.'!oR DTWi [RW4FDRTN DOFMF[u ,C1 (oR) FrC(') o0_(FEEF) PPcPLY R0�1FCl ox GR rvE- (1VloinjL µ1fRE�N➢GLPCDREMUNERATIONS S wi oxsN'uE aa[csoiw<E V�V CENT cnsi Puuory OR(TAB BOIL u-r) ccAR UOi Pouxos P sou E TNOBry / woFAoE w wnla PERFTRNso TERws xnuLao s - NY (NNLE) CALVANIZWE FAIR.FIX FBU w NO., MALLONEAI TMETTX. qy PREFEpME CBDES. P NCLA)IWS ADD DP RINTER.PLY FFEET EET ALC � PORTAE,i IT = `D) AROUND le IFsw E TR [R pOwWE (GBINET)SD PpM QPIEFF ALL WEEFIE,P RFIiN- =R11 WDID ALL LAM, NUTCRACKER. G THE FUL PEGWUING iXE PERFDRUWfI DF ME'AVIIX. •90n01M BAPPAPPEN m MlC GCRan�N J. f. FDUGus : GLBIGLu-wn) GLu_DUMINwiEo C PLATE BOBTAILA CALL AT I.N. AR THROUTBOAL NWAPPUDABDD HA11 IN (R) vINIULTY UTpuSI ANDWIN SAIAi uuxNT THAPTACRDNAL EA... DERRINGER AND ANTLIG91E REDDunoNE, B MIIIDME EMDTRMIBN, MEEANNIRICiOR,..1ROLE, HRE.A. FEE YI ES +%/Ts/�< PR uM sax E10U%NCF TI eA. ABBREVIATIONS 2 of/i]/IB NEW 4- NEW AFTER. C END, ABETMENT BRICK PROP_RIY/LEASE LINE (') WSBrvRv RCE A. FAR S ARE PRDCEWP6 AND FAR S ARE cW LL P� 4 (E) ANTENNA <i SPOT ELEVATON �_ ® C NCRELE MATCH LINE IRATTEPNC F.B.I. OF THE WORREU REPAIR T INCLU N EN ME THI ENRI THE INPLEIAEMAnon ENCM[ER ADD WITH THE 4NDLDRpS ZEDI ME V CAREER NDU J,. SEE, P POINT _ — ACED POINT RE TA AUTHORIZED SAM G - EARTH TWS iNRWPI PRE OXIDE AFFAIR WITH LLL LU EF AND FE CODE DIE SREFERENCE ABOUIBNENDUCTED APPROX. ISPINS PER SECTION'.. /� AND d'oP°v°v°°o a� GRAVEL • MECHAVGROUNDICALSCRND COIN \'� uou0 D. FEVRY FAMILY A KAREN OF BUT III MAN R A DR �H /!1Q TBCAWITHIN75 LET LARVAL DISTAER NCE TO ALL PORTLAND OF THE INITIAL utFA AELD BRNL F6 DODO [ C D Ui NEEL fPO1 EV RDLN"ON I All CONSPUCLWN5SU4L BE IN WM DOWNER 16 OFMESDEC CRDUND MCESS WELL A�A e-" P €NCE ELEVAT 9N REFERENCE COAX. CABLE MREDEEMING EwMDIMI¢ PPREC, uc 6 NEUNB ROD CUWACAL NTIAT W.m Gvm£eu NUMNER Ct G G WBDD CHAR s TENEMENT Mrc BE w MAREARCE TELL LEI GRmBWl2 RATES AND L-J ALE. vlc Box ----- BVERLEAD I EICE x SECTION REFERENCE ,DON BLOCNmG R BEHALF ARE IMENUED TO SHOW END REFUTE OF FIFTH. wNW mWIFlGnON NAY BE �1 .1 C TCLEPHONE BD% `%� — v A— CHAIN LINK FENCING TA AMFIATHEBE NXDIRDNs. AND SUCH MOpNCATIDNS SLNLL RE 827015 BUILT_ POILY RBui DR LETTER CEN1'EPLNE -11, w¢ODEI AS TDEEEBBED THE ACTURACURNI MAIL RARE REACANY PROVISIONS IN PROTECTNMwPvEMz. REPAIR ANY RTUALLY. PEPPERED XURFADEA$. All, MANAGE BUT IDEATE BDPINc mxslRucpoX TaE,INiE S.nsFARIDN LEGEND 3DATA ANPOEUTINN_ LA33807B I NMEi' EXISTING ANTENNA / CABLE SCHEDULE ., KEEP GENERAL AxEA DIEM. HEATH THEE, AND BISPUSE BE ALL DIRE. OPERA. RUBBISH AND RENEE REPORTER NET XUAREND A5 REFINING AN FHE PRBPERI. NEWE PRAISED w READ CONDXICN AND FROTH PLANE PART SPOT. DUST ON AVUDLES M ANF ATURAI TEE NORTH, YEAR iWN THOSE FOUND AN ME PLOT OF AURAO B_ oMWWR RIVERVIEW PARK -r.,WA/a A�PDUR .,-. E=U _ iF - m TO AINCER IT 11 w RNITHENK LPFAR. - o-i - - - - - T/g- RSHENM LAIR), 1. NDr 9E LAND N msxnfY BR 6L 15H ME RGIUNC DF _ _ _ _ _ _ _ _ - - H. FEEORS HE SHE. MEEK TRMNR SHNL RELY .11 ory ME FLOE M YMI[INGS ATixE 5DE NP ME OTS 1.111EM RAND TATI _ _ _ OF TRUE NORTH SNLLUNOTIh MS "CH URUNDAY SANC UR ENGINEER PACE iD IM THE WORK IF ART FOUND 8MBEEN THE ONYOUR EME o � I = - DN 9 Ere' III TO wn�UTDN OF AND C OFWTHE BURDEN DRAW DS BUD NMAD RPICIEBR ANY RE ME .911E DELTA FURTHER _ - N REPLY ME A�BECI ,ANI ENGINE@, ws rvA sM ) E4uIPw. xi AREA NA DAINY RARE EORMANCE NTERED WATERTIS AND GHT TURN EKE REPAR N - - - - - - - WMRKNP REALL RHRXDEPELINC CLMBECATON FOR SRE-SPECDk CONDIUN5 FEE MCHRECT/ENGINEER. IF MGFSZNY.. BEFORE AMPEEDING. PROPOSED ANTENNA / CABLE SCHEDULE - RFDS VERSION 2 NW/NA NPLEEN RUFFIR C, El OF Are' FETTTTE GENERAL IN TES,ANTENNA& x-^-I 'E maFc ws lw GABLE BCREDBLE"LEGEND& R ... __ _ _ - - _ - 1 SSONs A T/e' a Is ABBREVIATIONS CROWN CASTLE � I112/1 0. CD �K � m\ RIVERVIEW . A - SITE PLAN PE/Ni CHPI I DNES ateVIE I —I N fib. m° a /\ III PANEL awg5TENIA IHANAE 1. �(2, El 11/NN cuMq SV—NS " I f4xo ouuG)1 u � n IJnnwS ) lnP ) 5 PEEIcwW EMPLA PIPE (m. 1 APIINABIP uw ueE5 )5/xo piawinon uv0 "I Row).. EXISTING ANTENNA CONFIGURATION s2- 2 1 PEP 1 2 Al P— ERAuE M ua1ER o«ff NN �NE LAID NI I'Y"a � a ag (M i umm' aeuxs uou°rvLINE n PIPE Z"o 1 mE f>,. - Pl�� .] _(Spxo cnw[[I r ua 1AN TM\S C \ i rea o°I 4 IVxo cNixASgpµMMoeliS /l ryP.`L� r i \ N[� M1Ew� DI ARAI � Mx5 _ m PIN PEELER)NEANAP —.I— (f/No cx�vv51 uoNNPiM --� �q ( I' (ry 1 PILE SEnowl \ \� N1 PER zECJDI Pik NPEAND ALISMON`SUill 11-5a ..._p ._�\ NEW ANTENNA CONFIGURATION ENLARGED SITE PLAN\ EQUIPMENT PLAN CROWN v CASTLE 1 LS 13/19/10µ PflEL Nw Z CN�GK 1/13/15LEI C� 1c`A"AP`— 827015 IINEINNAPPLAPAPPEANI LA33807B RIVERVIEW PARK Iiii L sHii ENLARGED SITE PLAN & ANTENNA CONFIGURATION A-2 NRNED END .N,"R . PINE EBE,17, , g159N4 iExrtR BE JNJ `U L NEEB s'� a2 IN, E- .,�E",P "�"aw� E.PER NI IPPRE�,. 9A , —R, FINAL NORTH ELEVATION iEe-i o c 3 EXISTING NORTN ELEVATION - - - c 'I .R.'�BEN.N. A. . EREEPER �.R PRE,..ENE N.E. IN NE., BENPRN. a jai o E nw xn .�. Ruwuw� _ PER EP a[a s�Enoal RiI — TNI_ o IN E uo 9. � sEa �Roal FINAL EAST ELEVATION EXISTING EAST ELEVATION CROWN IRo CASTLE I n I PRELIM NI ED I R. I 827015 LA33807B RIVERVIEW PARK ELEVATIONS A-3 rotovT .,. re CROWN �(N) �` CASTLE —o� v 22 xourrt Pw.w, e a_m.; w:.z aYRq l�T 7 �.(� l u eNvfs BO�FW RRU MOUNT DETAIL 3 RRU SPECS x.1s. p u/19/w RsuWS p W12/15 t Cp _gIAL PANEL AM9JNh +i rr 71 mw uwvwm imlbuYmlQmnay v�� Nre„re�l anenre oxwnu+ns �*wvo �° i� In mm xeaweieu v.e svletn �m NOT USED 4 'a I 827015 u t` °MFE k 11 rv—xF„ RILA33807B VERVIEW PARK I i I w,r::w:,U�: ow.xGE�wxrc i.1 �xw „,xM„, � t �. ZN, 1J IN; A-4 CROSS PLATE DETAL 6 ANTENNA MOUNT DETAIL 5 ANTENNA DETAIL 2 GENERAL NOTES. COAX AND GROUNDING SYSTEM SCHEMATIC e e ,1 gl �1 1 — 1 lol 1 1 1 � eel DC / FIBER / COAX SINGLE LINE DIAGRAM T- - CROWN CASTLE 1— ,�nsn4 �k 827015 F� LA33807B RIVERVIEW PARK w'm�uuu SxEGROUNDING PLAN SINGLE LINE DIAGRAM E-1 SIGNATURE PAGE LEASE AGREEMENT AT: Riverview Park CONSENT TO MODIFICATION ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: Sonia R. Carvalho City Attorney Lisa Storck Assistant City Attorney CITY OF SANTA ANA David avazos City Manager APPROVED AS TO CONTENT: Gerardo Monet V Executive Director—] Community Services Recreation & COTC PROCESSING FORM Agreements / Amendments / t", q,�n _9 p4; ;: 7 CITY OF S,HTA CLERK OF TO: CLERK OF THE COUNCIL OFFICE FROM: DEPT.: Parks, Recreation and Community Services Agency PROJECT MANAGER: Silvia Cuevas AGREEMENT NUMBER (if amendmen A / N \, ' )CV],M0111 tb)-Al — AMENDMENT NUMBER (if applicable): LJ 1ST ❑ 2ND I 1 3RD CL� �j%4/ MAIL STOP: EXT.: M-23 5254 NAME OF CONSULTANT / PARTY: Omnipoint Communications Inc. (T-Mobile USA, Crown Castle) 1 AMOUNT: ❑ *OVER $25,000—(A) m *UP TO $25,000 - (N) Note: If your agreement with a vendor exce ds $25,000 within a Fiscal Year, then you will need to ob in Council Approval. 1) NOT approved by council. ❑ 2) Approved by council. COUNCIL APPROVAL DATE: N/A ITEM #: TERM OF AGREEMENT- EFFECTIVE DATE: TERMINATION DATE: N/A SIGNATURES REQUIRED: 0 VENDOR © AGENCY 71 CITYATTORNEY ©OTHER (INSURANCE APPROVAL REQUIRED BY. CAD 'PRIOR TO SUBMITTING TO COT INSURANCE REQUIRED: El YES NO (Provide City Attorney Office appr val) ❑ AUTO ❑ CGL (Commercial General Liability) ❑ PROFESSIONAL LIABILITY ❑ WORKERS COMPENSATION COMMENTS: T-Mobile_Crown Castle is proposing to change the antennas and replace the equ pment. Nothino else is chanaina. Thev are asking that the owner of the Drooerty sion and notarize attached docu ant. �yv eXv lP .t.v �c>X� CLERK OFFICE USE ONLY: ❑ PROCESS ❑ DO NOT PROCESS ❑ Needs Council Approval ❑ Missing Signatures ❑ Other * Charter amendment effective December 21, 2006 for City Manager contract authority increase; NS-271 1:1AgreemenWf`orm -AGREEMENT PROCESSING FORM_canary,doc Revised: 1/1712012 CCROWN 200 Spectrum Center Drive Suite 1700 CASTLE Irvine, CA 92618 March 12, 2018 CITY OF SANTAANA 20 CIVIC CENTER PIZ PARKS & RECREATION M-75 SANTA ANA, CA 92701-4o58 VIA FedEx Tracking Number: 7710 go616576 Ar-020 0-161 RE: BU 827015 / Riverview Park / 1817 W. 218t Street Santa Ana, CA 927o6 ("Site") land Lease Agreement, dated July 19, 20ro, as amended ("Lease") Consent for Modification Dear CITY OF SANTAANA, Phone: (926) 737-1041 "W.cmwntas0e.cum Pursuant to an agreement between T-Mobile West Tower LLC ("TMO'7 and CCTMO LLC ("CCl'MO"), CCTMO manages and operates the tower site that is subject to the Lease on behalf of TMO. CCTMO is a Crown Castle company. CCTMO and its affiliates and subsidiaries own, manage and operate shared wireless communication facilities. In order to better serve the public and minimize the amount of towers in an area where this property is located, T-Mobile West LLC plans to modify its equipment at wireless communication facility (the "Modification"). TMO has authorized CCTMO to contact you and request consent to the modification ofT-Mobile West LLC's equipment. Pursuant to Paragraph 10 of the Lease, TMO is required to obtain your consent. Under the Lease, Landlord's consent cannot be unreasonably withheld, delayed or conditioned. Therefore, CCTMO, on behalf of TMO, respectfully requests your consent to the Modification. Please indicate your consent by executing this letter where indicated below and return one original of the same to the address indicated above by March 1Q. 2oi8. A prepaid envelope is included for your convenience. Thank you for your continued cooperation with TMO and CCTMO. If you have any questions concerning this issue, please contact Kyla Whaley at (925) 737-1041 or Kyla.Whaley@crowncastle.com. Sincerely, 41,laldjl��, dladkgey Real Estate Specialist Agreed and accepted Z o - l (Date) 1 " (L ssor's signature) 'We are agreeing to the modification drawings sent January 22, 2018. The Foundation for a Wireless World. CrownCastle.com MN. Mill Et ■ iian `TI N ■ Cl) z XZ� W D m � �> �i �/r/ W ZWMO DN M M . ._.. IMAM Mn�T N��' C) r— D � 33 p�p�� i$7 N-ITS-� ^ /�/ V/ pyv.. w /O V. ... 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THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER Willis of Pennsylvania, Inc. c/o 26 Century Blvd P.O. Box 305191 CONTACT NAME: PHONE 1-877-945-7378 FAX 1-888-467-2378 _(A/C,N_o..Exn' __ IA/C, NoI: E-MAIL certificates@willis.com ADDRESS: INSURER(S) AFFORDING COVERAGE NAICp Nashville, IN 372305191 USA INSURERA: Federal Insurance Company 20281 INSURED Crown Castle International ./� ^ 10 �{-n/61,a See Attached Named Insured List I IIIJJJ«< INSURER B: National Union Fire Insurance Company of P 19445 INSURER C: Berkshire Hathaway Specialty Insurance Core 22276 INSURER D: New Bampshire Insurance Company 23841 1220 Assgusta Dr. Suite 600 Houston, TX 77057 INSURER E: INSURER F : COVERAGES CERTIFICATE NUMBER: W10726640 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR - ADDL SU BR -- - LTR TYPE OF INSURANCE POLICYNUMBER MMIDIDY/YYYFY MMIIODY/YYYYT LIMITS X COMMERCIAL GENERAL LIABILITY EACHOCCURRENCE $ 1,000,000 NED CLAIMS-MADEDAMAGE TOERET X OCCUR PREMISES a occunence $ 1,000,000 A MED EXP(Any one person) $ 10,000 y y 3605-3335 04/01/2019 04/01/2020 PERSONAL BADV INJURY $ 1,000,000 GENT AGGREGATE LIMIT APPLIES PER GENERALAGGREGATE I$ 2,000,000 _ X POLICY JECT DOC PRODUCTS-COMPIOPAGG $ 2,000,000 OTHER. I$ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT _La accident $ 1,000,000 $ X ANY AUTO BODILY INJURY (Per person) B - - _ OWNED hi SCHEDULED y y CA 4993141 04/01/2019 04/01/2020 BODILY INJURY (Per scaidenI)I $ AUTOS ONLY AUTOS HIRED I�1 NON -OWNED PROPERTY DAMAGE $ AUTOS ONLY i AUTOS ONLY Per accident l$ X UMBRELLA LIAR X OCCUR EACH OCCURRENCE $ 5,000,000 C g 5, 000,000 EXCESS LIAR CLAIMS -MADE 47-WO-303445-03 04/01/2019 04/01/2020 AGGREGATE g DED X RETENTION$ 25, 000 WORKERS COMPENSATION PER OTH- STATUTE I ER AND EMPLOYERS' UABILITY YIN _X.. 1,000,000 D ANYPROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT N0 IN y $ $ 1,000,000 OFFICERIMEMBEREXCLUDED7 WC 012717225 04/Ol/2019 04/Ol/2020 (Mandatory in NH) E.L. DISEASE - EA EMPLOYEE, If yes. describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES (ACORD 101, AddiBonal Remarks Schedule, maybe attached if more space h;Zq I Re: Business Unit # 827015 - Riverview Park at 1817 W. 21st Street Santa AnaryQA,4706. Certificate Bolder is included as an Additional Insured under the General Liability, An 0,`1�`�L, ility and Excess/Umbrella Liability policies as their interest may appear and as required by t1it and only respect to the liability arising out of the operations performed by or on behal �G°N nsured. with � CJ �G City of Santa Ana Attn: Insurance Compliance 20 Civic Center Plasa E.O. Box 1988 Santa Ana. CA 92702 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. ©1988-2016 ACORD 26 (2016/03) The ACORD name and logo are registered marks of ACORD -- xo: 17728222 BATCH: 1132061 All rights reserved. AGENCY CUSTOMER ID: LOC #: A ® ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED Willis of Pennsylvania, Inc. Crown Castle International See Attached Named Insured List 1220 Augusta Dr. Suite 600 POLICY NUMBER See Page 1 Houston, TX 77057 CARRIER NAIC CODE See Page 1 See Page 1 EFFECTNE DAIS: See Page 1 THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance General Liability, Automobile Liability, Excess/Umbrella Liability and Workers Compensation policies include a Waiver of Subrogation in favor of the Additional Insured when required by written contract and as permitted by law but always subject to the policy terms, conditions and exclusions. 3�yG5�P� Q� reserved. The ACORD name and logo are registered marks of ACORD SR ID: 17728222 BATCH: 1132061 CERT: W10726640 Crown Castle International Corp. Consolidated Subsidiaries as Named Insureds 24/7 Chesapeake Holdings, LLC Crown Castle International Corp. Global Signal GP LLC 24/7 Mid -Atlantic Network of Virginia, LLC Crown Castle International Corp. de Global Signal Holdings III LLC Puerto Rico 24/7 Mid -Atlantic Network, LLC Crown Castle International LLC Global Signal Holdings IV LLC Access Fiber Group Holdings LLC Crown Castle Investment Corp. Global Signal Operating Partnership, L.P. Access Fiber Group, Inc. Crown Castle Investment II Corp. Global Signal Services LLC AirComm of Avon, L.L.C. Crown Castle MM Holding Corp. GoldenState Towers, LLC Atlantic Coast Communications LLC Crown Castle MM Holding LLC GS Savings Inc. CA - CLEC LLC Crown Castle MU LLC GSPN Intangibles LLC CC Castle International LLC Crown Castle MUPA LLC High Point Management Co. LLC CC Edge LLC Crown Castle NG Atlantic LLC ICB Towers, LLC CC Edge Solutions LLC Crown Castle NG Central LLC InfraSource FI, LLC CC Finance LLC Crown Castle NG East LLC InSITE Fiber of Virginia LLC CC FN Holdings LLC Crown Castle NG Networks LLC InSITE Solutions LLC CC Holdings GS V LLC Crown Castle NO West LLC Interstate Tower Communications LLC CC Site Acquisitions II LLC Crown Castle Operating Company Intracoastal City Towers LLC CC Sunesys Fiber Networks LLC Crown Castle Operating LLC IX2 Center, LLC CC TM PA LLC Crown Castle Orlando Corp. IX2 Wilshire, LLC CC Towers Guarantor LLC Crown Castle PR LLC JBCM Towers LLC CC Towers Holding LLC Crown Castle PR Solutions LLC Light Tower Clearinghouse LLC CC TS LLC Crown Castle PT Inc. Light Tower Fiber New York, Inc. (NY) CCATT Holdings LLC Crown Castle Puerto Rico Corp. Light Tower Holdings LLC CCATT LCC Crown Castle Services LLC Light Tower Management, Inc. CCATT PR LLC Crown Castle Solutions LLC Light Tower Metro Fiber LLC CCGS Holdings Corp. Crown Castle South LLC Lightower Fiber Infrastructure Corp. COPE Acquisitions LLC Crown Castle TDC LLC Lightower Fiber Networks I, LLC CCPR VI Tower Newco LLC Crown Castle TLA LLC Lightower Fiber Networks 11, LLC n/k/a Crown Castle Fiber LLC CCS & E LLC Crown Castle Towers 05 LLC LTS Buyer LLC CCT2 Holdings LLC Crown Castle Towers 06-2 LLC LTS Group Holdings LLC CCTM Holdings LLC Crown Castle Towers 09 LLC LTS Intermediate Holdings A LLC CCTMI LLC Crown Castle Towers LLC LTS Intermediate Holdings B LLC CCTM2 LLC Crown Castle USA Inc. LTS Intermediate Holdings C LLC CCTMO LLC Crown Communication LLC Md7 Capitol One, LLC Chesapeake Fiber, LLC Crown Communication New York, Inc. Mobile Media California LLC Coastal Antennas LLC Crown Mobile Systems, Inc. Mobile Media National LLC ComSite Venture; Inc. DAS Development Corporation Modeo LLC Coverage Plus Antenna Systems LLC Fiber Technologies Networks, L.L.C. MW Cell REIT 1 LLC Cross Connect Solutions, Inc. (PA) Fibemet Direct Florida LLC MW Cell TRS 1 LLC Crown Atlantic Company LLC Fibemet Direct Holdings LLC NEON Transcom, Inc. Crown Castle AS LLC Fibemet Direct TEL LLC NewPath Networks Holding LUCa��' Crown Castle Atlantic LLC Fibernet Direct Texas LLC NewPath Networks LLC I Crown Castle Augusta LLC Fibertech Facilities Corp. (NY) NY - CLEC LLC Crown Castle BP ATT LLC Fibertech Holdings Corp. OP 2 LLC Crown Castle CA Corp. Fibertech Networks, LLC OP LLC Crown Castle Fiber LLC f/k/a Lightower Freedom Telecommunications, LLC P3 CHB-1, LLC CJ\ Fiber Networks II, LLC GCJr Crown Castle GS III Corp. Global Signal Acquisitions II LLC P3 Holdings 20 LLC Q� Crown Castle GT Company LLC Global Signal Acquisitions III LLC P3 OASA-I, LLC Crown Castle GT Corp. Global Signal Acquisitions IV LLC P3 PBA-I, LLC Crown Castle GT Holding Sub LLC. Global Signal Acquisitions LLC PA - CLEC LLC Crown Castle International Consolidated Subsidiaries as Named Insureds Pinnacle San Antonio L.L.C. Pinnacle St. Louis LLC Pinnacle Towers Acquisition Holdings LLC Pinnacle Towers Acquisition LLC Towers Finco LLC TriStar Investors LLC TVHT, LLC WA - CLEC LLC Pinnacle Towers Asset Holding LLC WCP Wireless Lease Subsidiary, LLC Pinnacle Towers Canada, Inc. WCP Wireless Site Funding LLC Pinnacle Towers III LLC WCP Wireless Site Holdco LLC Pinnacle Towers Limited Pinnacle Towers LLC Pinnacle Towers V Inc. PR Site Development Corporation PR TDC Corporation Princeton Ancillary Services II LLC Princeton Ancillary Services III LLC Radio Station WGLD LLC RGP Tower Group, LLC Shaffer & Associates, Inc. Sides Networks UK Limited (UK) Sidera Networks, Inc. Sierra Towers, Inc. Sunesys Enterprise LLC Sunesys of Massachusetts, LLC Sunesys of Virginia, Inc. Sunesys, LLC Thunder Towers LLC Tower Development Corporation Tower Systems LLC Tower Technology Company of Jacksonville LLC Tower Ventures III, LLC TowerOne 2012, LLC TowerOne Allentown 001, LLC TowerOne Bethlehem 001, LLC TowerOne Doylestown, LLC TowerOne East Rockhill 001, LLC TowerOne Marple, LLC TowerOne Middletown 001, LLC TowerOne Middletown 002, LLC TowerOne Middletown 003, LLC TowerOne North Coventry, LLC TowerOne Partners, LLC TowerOne Richland, LLC TowerOne Upper Pottsgrove 002, LLC TowerOne Upper Pottsgrove, LLC TowerOne Warminster 001, LLC TowerOne Warrington 002, LLC Towers Finco II LLC Towers Finco III LLC WCP Wireless Site Non -RE Funding LLC WCP Wireless Site Non -RE Holdco LLC WCP Wireless Site RE Funding LLC WCP Wireless Site RE Holdco LLC Wilcon Holdings LLC Wilcon Operations LLC Wilshire Connection, LLC Wilshire Services, LLC Wireless Funding, LLC Wireless Realty Holdings 11, LLC Wireless Revenue Properties, LLC Yankee Metro Parent, Inc. NOTICE OF COMPLIANCE CITY STAFF: PRINT THIS PAGE AND INCLUDE WITH AGREEMENT TO THE CLERK OF THE COUNCIL Contractor Crown Castle International Name: Project A-2010-134 Number: Project First Extension of Land Lease Agreement between the City of Name: Santa Ana and T-Mobile USA, Inc. (Riverview Park) The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. The compliant coverage(s) are: TYPE OF POLICY EXPIRATION COI FILE NAME INSURANCE NUMBER DATE DATE GENERAL LIABILITY 7018331477 04/01/2024 03/27/2023 CityofSantaAna_W28462990.pdf WORKERS COMPENSATION WC7018331446 04/01/2024 03/27/2023 CityofSantaAna_W28462990.pdf AND EMPLOYERS' LIABILITY Thank you, City of Santa Ana Risk Management Division in partnership with CTrax Plus Services Team 6/2/2023 2:08 PM