HomeMy WebLinkAbout25A - CELLULAR ANTENNA AT DELHI PARK
REQUEST FOR
COUNCIL ACTION
CITY COUNCIL MEETING DATE: CLERK OF COUNCIL USE ONLY:
OCTOBER 18, 2010
TITLE: APPROVED
As Recommended
LEASE AGREEMENT WITH Or Amended
Ordinance on 15t Reading
T-MOBILE WEST CORPORATION Ordinance on 2nd Reading
FOR CELLULAR ANTENNA AT Implementing Resolution
DELHI PARK Set Public Hearing For
CONTINUED TO Cj 0
Cw I , FILE NUMBER
CITY MANAGER
RECOMMENDED ACTION
1. Direct the City Attorney to prepare and authorize the City Manager and the Clerk of the Council
to execute a lease agreement with T-Mobile West Corporation for installation of a stealth
monopalm antenna and equipment building at Delhi Park, subject to non-substantive changes
approved by the City Manager and the City Attorney.
2. Approve an appropriation adjustment recognizing $38,800 in the Capital Outlay Fund
Miscellaneous Recovery account (no. 05102002 57010) and appropriate same to the Capital
Outlay Fund Improvements Other than Buildings Expenditure account (no. 05113263 66220).
3. Receive and file Categorical Exemption for Environmental Review No, 2010-30 (Delhi Park).
BOARD OF RECREATION AND PARKS
Recommended approval of lease agreement with T-Mobile West Corporation for cellular equipment
building and monopalm cell tower at Delhi Park, at their meeting of April 28, 2010, by vote of 4:0:3.
DISCUSSION
T-Mobile is requesting approval of a lease agreement to install a 65 foot monopalm with cellular
antenna at 60 feet in Delhi Park. The lease agreement with T-Mobile West Corporation is for 636
square feet of lease space for the equipment building and cell tower area. T-Mobile will build the
equipment building and plant (2) palm trees on the west side of Delhi Park ball field (see Exhibit 1).
25A-1
Lease Agreement with T-Mobile West Corporation at Delhi Park
October 18, 2010
Page 2
The lease agreement is for 10 years, with three 5 year extension options in the amount of $2,400 per
month ($28,800 per year). The agreement provides for a rate increase of 4% per year throughout the
term of the lease. In addition T-Mobile has agreed to submit a one time $10,000 payment as soon
as the lease is signed. The $10,000 payment will be deposited in a special account for deferred
maintenance improvements at Delhi Park. The annual $28,800 lease payment will be deposited in
the General Fund for payment of the landscape maintenance contracts in City parks. T-Mobile will
provide all the proper insurances and obtain the necessary City permits prior to construction.
Three presentations were made to the neighborhood association and OCCCO on T-Mobile's
proposal. Questions were mainly focused on health/safety issues which were addressed by T-
Mobile's representatives.
ENVIRONMENTAL IMPACT
In accordance with the California Environmental Quality Act, the recommended action is exempted
from further review. Categorical Exemption Environmental Review No. 2010-30 (Delhi Park) will be
filed for this project.
FISCAL IMPACT
This appropriation adjustment will recognize $28,800 and the $10,000 onetime payment in the
Capital Outlay Fund Miscellaneous Recovery account (no. 05102002 57010) and appropriate same
to the Capital Outlay Fund Improvements Other than Building Expenditure account (no. 05113263
66220) for landscape maintenance of City parks.
APPROVED AS TO FUNDS AND ACCOUNT:
AM~1-~Z N"~Nrl iL I -
Gerardo Mouet, Francisco Gutierrez,
Executive Director Executive Director
Parks, Rec. and Com. Svcs. Agency Finance and Mgt. Svcs. Agency
Exhibit: 1. Map
2. Agreement
25A-2
LAND LEASE AGREEMENT BETWEEN
THE CITY OF SANTA ANA AND T-MOBILE WEST CORPORATION
for
DELHIPARK
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".
I. PREMISES. LESSOR hereby leases to LESSEE a portion of that certain parcel of property
commonly known as Delhi 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 730 E. Warner Ave., Santa Ana, CA
92707, and being described as a twenty-two foot (22') by twenty foot (20') space on the ground containing four
hundred forty (440) square feet for LESSEE's radio equipment cabinets, a fourteen foot (14') by fourteen foot (14')
space on the ground containing one hundred ninety-six (196) 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. TFR,~M. 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 fast 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 alter 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:
EXHIBIT 2
Site LA33836B 1
Site Name: Delhi Park
Date: 0611 WO 10
(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 tercet 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.
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. USE84AINTENANCE. 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 ui ment 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 LA3383 B 2
Site Name: Delhi 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 shalt 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 weak, 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 LA33836H 3
Site Name: Delhi Perk
Date: 06/18/2010
LESSEE shall: (a) prior to exercising any right under this Agreement, furnish properly executed
certificates of insurance and additional insured endorsement to LESSOR which shall clearly evidence all coverages
required above; (b) provide that such insurance shall not have its required limits reduced or terminated except on
thirty (30) days prior written notice to LESSOR; (c) maintain such insurance for the period covered by this
Agreement; and (d) replace such certificates for policies expiring prior to the expiration of this Agreement.
13. 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
L.ESSEE'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 il: LA33836B 4
Site Name: Delhi Park
Date: 06/18/2010
29 e
~ %F AV IL %W
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 ("MPE'~ and other related health issues
directly applicable to its operation of LESSEE's Facilities, as well as the American National Standards Institute
(ANSI) standards. Without limiting the provisions 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 LA33936B S
Site Name: Delhi Park
Date: 06/18/2010
~A.-_-.
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 "tower 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 finding shall not affect the validity and enforceability of the remaining provisions of this
Agreement. The failure of either Party to insist upon strict performance of any of the terms or conditions of this
Agreement or to exercise any of its rights under the Agreement shall not waive such rights and such Party shall have
the right to enforce such rights at any time and take such action as may be lawful and authorized under this
Agreement, either in law or in equity.
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 fiuther 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 uses, 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 Party'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 LA3383613 6
Site Name_ Delhi Park
Date: 06/18/20I0
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 38" Street
Bellevue, WA 98006
Attn: PCS Lease Administrator, Site LA33836B
With a copy to: Attn: Legal Dept.
Copy to: T-Mobile West Corporation
2008 McGaw Avenue
Irvine, CA 92614
Attn: Lease Administration Manager, Site LA33836B
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'l 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 LA339368 7
Site Name: Delhi Park
Date: 0671 8120 1 0
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 LA33836B 8
Site Name: Delhi Park
Datc: 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 L.A33836B 9
Site Name: Delhi Park
Date: 0&1&2010
_ _ c w
(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
By:
LAURA SHEEDY
Assistant City Attorney
LESSEE: T-MOBIL T CO TION
By:
Name:
Its: Chrifopher Eldri
Date: DUactor of R"I mal Dev.
2-' (0
Approved as to rorm
snia B. Dao
COrpOrsta Counsel
Site q: LA33836B 10
Site Name: Delhi Park
Date: 06/18/2010
EXHIBIT A
LEGAL DESCRIPTION
OF THE PROPERTY
APN: 016-090-22
All that certain real property located in the County of Orange. State of California, being more particularly described
as follows:
BLOCK 1 AND LOT 1 IN BLOCK 2 OF TRACT NO. 39, AS SHOWN ON A MAP RECORDED IN BOOK 9, PAGE 37
OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA.
EXCEPTING THEREFROM THE FOLLOWING DESCRIBED LAND:
BEGINNING AT THE SOUTHWEST CORNER OF BLOCK 3 OF SAID TRACT NO. 39; THENCE EAST ALONG THE
SOUTH LINE OF SAID BLOCK 3 AND ALONG THE NORTH LINE AND EXTENSION OF BLOCK 4 IN SAID TRACT
NO. 39, A DISTANCE OF 534.55 FEET; THENCE NORTH 00 22' 25" WEST 569.16 FEET; THENCE WEST,
PARALLEL TO 30.00 FEET SOUTHERLY FROM THE CENTERLINE OF DELHI ROAD, NOW KNOWN AS WARNER
AVENUE, A DISTANCE OF 150.00 FEET; THENCE SOUTH 0° 22'25" EAST 386.60 FEET; THENCE WEST ALONG
THE NORTH LINE AND ITS EASTERLY EXTENSION OF SAID BLOCK 3, A DISTANCE OF 37234 FEETTO A NOW
TANGENT CURVE; THENCE FROM A TALENT WHICH BEARS SOUTH 50 22'35" WEST, SOUTHWESTERLY
ALONG THE ARC Of A CURVE CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF 975.04 FEET
THROUGH A CENTER ANGLE OF 50 00' WAN ARC DISTANCE OF 85.09 FEET; THENCE SOUTH 0° 22'25"
EAST 98.29 FEET TO THE POINT OF BEGINNING.
ALSO EXCEPTING THEREFROM THE FOLLOWING DESCRIBED LAND:
BEGINNING AT THE NORTHEAST CORNER OF THAT CERTAIN 3.56-ACRE PARCEL OF LAND AS SHOWN ON A
MAP FILED IN BOOK 27, PAGE 30 OF RECORDS Of SURVEY IN THE OFFICE OF THE COUNTY RECORDER OF
SAID ORANGE COUNTY; THENCE SOUTH 0° 22'25" EAST 20.00 FEET TO A POINT ON A LINE PARALLEL WITH
AND 50.00 FEET SOUTHERLY, MEASURED AT RIGHT ANGLES, FROM THE CENTERLINE OF WARNER AVENUE
AND THE TRUE POINT OF BEGINNING; THENCE EAST LONG SAID PARALLEL LINE A DISTANCE OF 140.00
FEET; THENCE SOUTH 130.00 FEET; THENCE WEST 60.00 FEET; THENCE SOUTH 44° 30' 35" WEST 112.17
FEET TO A POINT ON THE EASTERLY LINE OF SAID 3.56-ACRE PARCEL OF LAND; THENCE NORTH 00 22'25"
WEST ALONG SAID EASTERLY LINE A DISTANCE OF 210.00 FEET TO THE TRUE POINT OF BEGINNING.
ALSO EXCEPTING THEREFROM THE FOLLOWING DESCRIBED LINE:
BEGINNING AT THE INTERSECTION OF THE CENTERLINES OF CENTRAL AVENUE AND HALLADAY STREET, AS
SHOWN ON SAID MAP OF TRACT NO. 39; THENCE NORTH 340.00 FEET; THENCE WEST 320.00 FEET; THENCE
SOUTH 340.00 FEETTO A POINT IN THE CENTERLINE OF SAID CENTRAL AVENUE; THENCE EST ALONG SAID
CENTERLINE 320.00 FEET TO THE POINT OF BEGINNING.
APN: 016-090-22
LESSOR INITIALS:
LESSEE INITIALS:
Site a: LA33836B 11
Site Name: Delhi 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 02/26/10, Sheets A-1, A-2, A-3, & A-4, identified with Site
Information: Delhi Park, LA33836B. In addition to the approximately 636 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: UK LESSOR INITIALS:
Site LA33836B 12
Site Name: Delhi Park
Date: 06/18/2010
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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 this endorsement form as a part of
Policy #
Issued to
Named Insured
Countersigned by
Authorized Representative
Site LA33836B 13
Site Name: Delhi Park
Date: 06/18/2010
EXHIBIT D
PROPERTY SPECMC ACCESS RULESJREGULATIONS
1. LESSOR shall have the unilateral right and privilege to undertake all normal
items and operations associated with the current use of the Property, including, but not limited to
public events and City business, which may include high powered electric lights and food
services, arrange for the televising of any public event to be held at the Property, and ability to
contract with other interested parties.
2. City business may also include minor landscaping, minor maintenance and minor
construction proximately located near the Premises, so long as the City business does not
interfere with or impair the operation of LESSEE's Facilities.
3. LESSEE's access to the Premises shall be limited when the Premises is being
used for a public event, and the four (4) hours before and after any such event. LESSEE will
obey any procedures set by LESSOR regarding notification before visiting the Premises,
checking in on-site, parking, gates, etc.
Site LA33836B 14
Site Name: Delhi Park
Date: 06/19/2010
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) 571-4209
24-Hour Contact No.:
Dispatch Center: N/A
LESSEE'S TECHNICAL CONTACTS:
Name: 1. Robert Norton
2. Luis Gonzales
Address: 2008 McGaw Avenue
Irvine, CA 92614
Daytime Phone No.: (714) 850-2403
Facsimile No.: (714) 850-6620
24-Hour Contact No.: N.O.C. (888) 662-4662
Dispatch Center: N.O.C. (888) 662-4662
Site N: LA33836B 15
Site Name: Delhi Park
Dote: 06118n010
on% 0101
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 730 E. Warner Ave., 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: 2008 McGaw Avenue
Irvine, CA 92614
Attn: Lease Administration Manager, Site LA33836B
LESSOR:
City of Santa Ana
By:
Name: DAVID N. REAM
Title: City Manager
Date:
Address: 20 Civic Center Plaza
Santa Ana, CA 92702
[FORM DOCUMENT, PLEASE INITIAL ONLY - NOT FOR EXECUTION]
LESSEE INITIALS: C W _ LESSOR INITIALS:
Site LA33836B 16
Site Name: Delhi 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 LA33836B
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 730 E. Warner Ave., Santa Ana, CA 92707, 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 LA33836B
Site Name: Delhi Park
Date. 04/24/2010
IN WITNESS WHEREOF, the parties have executed the Memorandum as of the day and year
first above written.
LESSEE:
'F-Mobile ?lei t orporatio D laware corporation
dffim~
By:
Name: Christopher Eld
Title:
Date: 1 [`i
Address: 3 MacArthur Place, Suite 1100
Santa Ana, CA 92707
Attn: Lease Administration Manager, Site LA33836B
LESSOR:
City of Santa Ana Approved as to form
By: Tents . S.
Name: DAVID N. REAM Corporate Counsel
Title: City Manager
Date:
Address: 20 Civic Center PlazaT
Santa Ana, CA 92702
Site LA3383611 2
Site Nana: Delhi Park
Date. 04292010
130-- A 0% A
l
EXHIBIT A
LEGAL DESCRIPTION
OF THE PROPERTY
APN: 016-090-22
All that certain real property located in the County of Orange, State of California, being more particularly described
as follows:
BLOCK 1 AND LOT I IN BLOCK 2 OF TRACT NO. 39, AS SHOWN ON A MAP RECORDED IN BOOK 9, PAGE 37
OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA.
EXCEPTING THEREFROM THE FOLLOWING DESCRIBED LAND:
BEGINNING AT THE SOUTHWEST CORNER OF BLOCK 3 OF SAID TRACT NO. 39; THENCE EAST ALONG THE
SOUTH LINE OF SAID BLOCK 3 AND ALONG THE NORTH LINE AND EXTENSION OF BLOCK 4 IN SAID TRACT
NO. 39, A DISTANCE OF 534.55 FEET; THENCE NORTH 01 22' 25" WEST 569.16 FEET; THENCE WEST,
PARALLEL TO 30.00 FEET SOUTHERLY FROM THE CENTERLINE OF DELHI ROAD, NOW KNOWN AS WARNER
AVENUE, A DISTANCE OF 150.00 FEET; THENCE SOUTH 00 22'25" EAST 386.60 FEET; THENCE WEST ALONG
THE NORTH LINE AND ITS EASTERLY EXTENSION OF SAID BLOCK 3, A DISTANCE OF 372.34 FEETTO A NON-
TANGENT CURVE; THENCE FROM A TANGENT WHICH BEARS SOUTH 50 22' 35" WEST, SOUTHWESTERLY
ALONG THE ARC OF A CURVE CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF 975.04 FEET
THROUGH A CENTER ANGLE OF 5° 00' 00" AN ARC DISTANCE OF 85.09 FEET; THENCE SOUTH 0° 22' 25"
EAST 98.29 FEET TO THE POINT OF BEGINNING.
ALSO EXCEPTING THEREFROM THE FOLLOWING DESCRIBED LAND:
BEGINNING AT THE NORTHEAST CORNER OF THAT CERTAIN 3.56-ACRE PARCEL OF LAND AS SHOWN ON A
MAP FILED IN BOOK 27, PAGE 30 OF RECORDS OF SURVEY IN THE OFFICE OF THE COUNTY RECORDER OF
SAID ORANGE COUNTY; THENCE SOUTH 01 22'25" EAST 20.00 FEET TO A POINT ON A LINE PARALLEL WITH
AND 50.00 FEET SOUTHERLY, MEASURED AT RIGHT ANGLES, FROM THE CENTERLINE OF WARNER AVENUE
AND THE TRUE POINT OF BEGINNING; THENCE EAST LONG SAID PARALLEL LINE A DISTANCE OF 140.00
FEET; THENCE SOUTH 130.00 FEET; THENCE WEST 60.00 FEET; THENCE SOUTH 440 30'35" WEST 112.17
FEET TO A POINT ON THE EASTERLY LINE OF SAID 3.56-ACRE PARCEL OF LAND; THENCE NORTH 00 22'25"
WEST ALONG SAID EASTERLY LINE A DISTANCE OF 210.00 FEET TO THE TRUE POINT OF BEGINNING.
ALSO EXCEPTING THEREFROM THE FOLLOWING DESCRIBED LINE:
BEGINNING ATTHE INTERSECTION OF THE CENTERLINES OF CENTRAL AVENUE AND HALLADAY STREET, AS
SHOWN ON SAID MAP OF TRACT NO. 39; THENCE NORTH 340.00 FEET; THENCE WEST 320.00 FEET; THENCE
SOUTH 340.00 FEETTO A POINT IN THE CENTERLINE OF SAID CENTRAL AVENUE; THENCE ESTALONG SAID
CENTERLINE 320.00 FEET TO THE POINT OF BEGINNING.
APN: 016-090-22
Site LA33836B 3
Site Name: Delhi Pork
Date: 04!292010 A 0%e
State of California )
County of.~_~ )
On 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:
State of California )
County of )
On 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 eapacity(ies), and that by
his/herhtheir 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 C LA33836A 4
Site Name: Delhi Park
Date: 04129('2010
0% V A 0%
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of ? N91.201
On 4~~,q'2d /.o fore me, 004a ~ / 16 Rs.,^, )VOl6f
personally appeared L , ano`
who proved to me on the basis of satisfactory evidence to
be the personlW whose name(s) ware-tubscribed to the
within instrument and acknowledged to me that
hefgp AhW executed the same in hisr#,~ authorized
capacity and that by hisJk~ signature(•on the
instrument the person(s); or the entity upon behalf of
CODRU A All i $01 which the person(S}-atrted, executed the instrument.
COMM. #1855547 cpp~
NOTAWPUBLIC -CAllr•MIA j I certify under PENALTY OF PERJURY under the laws
0 CotrreA casrA couarv
WC;=m Expires June 26,a01s of the State of California that the foregoing paragraph is
true and correct,
WITNESS my Vnna sat
puce N-ry Seal Abore Signature r~,`'
OPTIONAL"`
Though the inkanatton berow is not required by law, it may prove vaiualbife to persons niil~ on the
and coudd prehenr ftudident removal and reattachment o/ this form snothe dnocument. document
Description of Attached Document
Tale or Type of Document: MO L 33836 6
Document Dale:
Number of Pages: '3
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name:
Individual Signer's Name:
? Corporate Officer - Title(s): Individual
Partner - _ Corporate Officer -Title(s):
Limited o General . Partner - 0 limited = General
? Attorney in Fad
Trustee Too-41- b wnHere Attorney in Fact
? Guardian or Conservator .Trustee Tao at rr.:Tb Aare
Guardian or
_ Other: Conservator
Other
Signer Is Representing:
Signer is Representing: I
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