HomeMy WebLinkAbout20A - AA - LEASE AGMT AT JEROME PARKREQUEST FOR
COUNCIL ACTION
CITY COUNCIL MEETING DATE:
OCTOBER 1, 2012
TITLE:
LEASE AGREEMENT WITH
VERIZON WIRELESS FOR CO-
LOCATION OF CELLULAR ANTENNA
AT JEROME PARK
CITY MANAGER
RECOMMENDED ACTION
CLERK OF COUNCIL USE ONLY:
APPROVED
As Recommended
As Amended
Ordinance on 15L Reading
Ordinance on 2nd Reading
Implementing Resolution
Set Public Hearing For_
CONTINUED TO
FILE NUMBER
Direct the City Attorney to prepare and authorize the City Manager and the Clerk of the Council
to execute a lease agreement with Verizon Wireless for co-location of cellular antenna and
equipment building at Jerome Park, subject to non-substantive changes approved by the City
Manager and the City Attorney.
2. Approve an appropriation adjustment recognizing $46,800 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. 2012-59 (Jerome Park).
BOARD OF RECREATION AND PARKS
Recommended approval of lease agreement with Verizon Wireless for co-location of cellular antenna
and equipment building at Jerome Park, at their meeting of February 22, 2012, by vote of 7:0:1.
DISCUSSION
Verizon Wireless is requesting a lease agreement to install a cellular equipment building at Jerome
Park. Verizon's antenna will co-locate on the existing AT&T monopine cellular tower on the east side
of Jerome Park. The lease with Verizon Wireless is dependent on City Council approval to amend
the AT&T lease to delete the co-location revenue share with AT&T. The Verizon lease is for 264
square feet (12'-0" X 22'-0") to construct their equipment building adjacent to the east side of AT&T
building. The addition will look like one building and will match the style and color of the existing
AT&T building. Verizon Wireless will install foundation shrub planting around the building, (3) 24" box
trees in the park, and revisions to the existing irrigation system.
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Lease Agreement with Verizon Wireless at Jerome Park
October 1, 2012
Page 2 of 3
The lease agreement is for $1,400 per month ($16,800 per year). The term of the lease is for 10
years, with option for three 5 year extensions. The agreement includes a $30,000 one-time payment
for park improvements and a 4% annual increase each year. Verizon Wireless will provide all the
proper insurances and obtain the necessary city permits prior to construction.
On January 18, 2012, staff presented Verizon Wireless proposal to the Bella Vista and New Horizon
Neighborhood Associations. Both neighborhood associations approved the co-location and
requested the annual revenue be put into an account for Jerome Park improvement and repair. At
the next Park, Recreation, Education and Youth (PREY) Council committee meeting, committee
members will be discussing the best use of cell tower funding, including revenue generated by this
agreement.
ENVIRONMENTAL IMPACT
In accordance with the California Environmental Quality Act, the recommended action is exempted
from further review. Categorical Exemption Environmental Review No. 2012-59 (Jerome Park) will be
filed for this project.
FISCAL IMPACT
This appropriation adjustment will recognize $46,800 in the Capital Outlay Fund Miscellaneous
Recovery account (no. 05102002 57010) and appropriate same to the Capital Outlay Fund
Improvements other than Building Expenditure account (no. 05113263 66220).
APPROVED AS TO FUNDS AND ACCOUNTS:
Gerardo Mouet
Executive Director
Parks, Recreation and
Community Services Agency
A M Z N I-A 1: ?\_ L.,
Francisco Gutierrez
Executive Director
Finance & Mgmt Services Agency
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LAND LEASE AGREEMENT BETWEEN
THE CITY OF SANTA ANA AND VERIZON WIRELESS
for
JEROME PARK
This Agreement, made as of the latter of the signature dates below ("Effective Date"), is
entered into by and 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 Los Angeles SMSA Limited Partnership d/b/a/ Verizon Wireless,
having a mailing address at One Verizon Way, Mail Stop 4AW100, Basking Ridge, New
Jersey 07920, hereinafter designated "LESSEE". LESSOR and LESSEE are at times
collectively referred to hereinafter as the "Parties".
RECITALS:
LESSOR and New Cingular Wireless (hereinafter "AT&T") entered into that certain land lease
agreement A-2010-135, dated July 19, 2010 by which AT&T has developed a wireless
communication site at Jerome Park; and
LESSEE desires to sublease a portion of the tower space from AT&T in order to develop a
cellular site at Jerome Park pursuant to a separate written sublease agreement between AT&T and
LESSEE (the "Sublease"); and
LESSOR has agreed to lease to LESSEE a portion of the property located at 2115 West
McFadden Avenue, Santa Ana, Orange County, California ("Property"), to allow LESSEE to
build an equipment room for the wireless communication equipment required by LESSEE to
utilize the AT&T tower space.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the
terms and conditions hereinafter set forth, the parties agree as follows:
1. PREMISES. LESSOR hereby leases to LESSEE a portion of that certain parcel
of property commonly known as Jerome 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 Lxhibit
"A"), located at 2115 West McFadden Avenue, Santa Ana, California, 92703, and being
described as an approximately twelve foot (12') by twenty-two foot (22') space on the ground
containing approximately two hundred sixty-four (264) square feet for LESSEE's
telecommunications equipment cabinets and space required to co-locate LESSEE's wiring and
antennas on the AT&T tower, 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 demised premises to the tower space, 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.
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2. SURVEY. LESSOR also hereby grants to LESSEE the right to survey the
Property and the Premises, and said survey shall then become Exhibit "C" 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 "B". Costs incurred by LESSEE for such work shall be borne by
LESSEE.
3. TERM. This Agreement shall be effective as of the Effective Date; provided,
however, the initial term shall be for ten (10) years and shall commence on the Commencement
Date (defined below). The Parties acknowledge that this Agreement is contingent upon the
execution of the Sublease between AT&T and LESSEE. If for any reason said Sublease is
terminated by either party, this Agreement shall also terminate.
4. RENT. After the Commencement Date, rental payments will be due in an annual
rental amount of Sixteen Thousand Eight Hundred and No/ 100 Dollars ($16,800.00) to be paid in
equal monthly installments on or before the first day of the month, in advance, to LESSOR or to
such other person, firm or place as LESSOR may, from time to time, designate in writing at least
thirty (30) days in advance of any rental payment date. Rent shall commence based upon the date
LESSEE commences installation of LESSEE's Facilities (as defined below), or the first day of
the month that is six (6) months after the Effective Date of this Agreement, whichever occurs first
("Commencement Date"). In the event the date of commencing installation of LESSEE's
Facilities is determinative and such date falls between the 1 st and 15th of the month, the
Agreement shall commence on the 1 st of that month and if such date falls between the 16th and
the last day of the month, then the Agreement shall commence on the 1 st day of the following
month. LESSEE agrees that it will notify LESSOR in writing the Commencement Date in the
event the Commencement Date is based upon the date LESSEE commences installation of the
equipment on the Premises. In the event the Commencement Date is the fixed date set forth
above, there shall be no written acknowledgement required. LESSOR and LESSEE acknowledge
and agree that initial rental payment(s) shall not actually be sent by LESSEE until thirty (30) days
after the Commencement Date or after a written acknowledgement confirming the
Commencement Date, if such an acknowledgement is required. 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. Upon agreement of the Parties, LESSEE may pay rent by electronic funds transfer and in
such event, LESSOR agrees to provide to LESSEE bank routing information for such purpose
upon request of LESSEE.
5. ANNUAL RENTAL INCREASES. The rent payments shall be subject to an
annual rental increase of Four Percent (4%) per year of the annual rental rate in effect for the
immediately previous year, to be increased on each anniversary of the Commencement Date.
6. INITIAL PAYMENT. LESSEE hereby agrees to pay LESSOR a one-time, non-
recurring, nonrefundable lump sum administrative fee of Thirty Thousand Dollars ($30,000.00)
within thirty (30) days after the Commencement Date. Notwithstanding the above, LESSOR
shall refund LESSEE the initial $30,000.00 payment in the event LESSEE is unable, due to the
sole fault and unreasonable delay of LESSOR, to obtain all Governmental Approvals (defined
below) necessary to construct LESSEE's Facilities, within six (6) months after the full execution
of this Agreement.
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7. EXTENSIONS. This 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:
(i) If LESSOR, in its reasonable, good faith 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 at
least six (6) months prior to the expiration of the initial term.
(ii) Thereafter, each subsequent renewal term shall be subject to the following
procedure: If LESSEE elects to extend the term, LESSEE shall provide LESSOR with
written notice at least 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 to LESSEE's request in writing within such sixty
(60) days, the Lease shall be 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 LESSE 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 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 or LESSEE, in its sole discretion,
determines that the use the Premises is obsolete or unnecessary, 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
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, LESSEE shall obtain LESSOR's approval of LESSEE's work plans ("Plans"), which
approval shall not be unreasonably withheld, conditioned, or delayed; such approval shall be
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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 the 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 the Plans. If
LESSOR disapproves the Plans, then LESSEE will provide LESSOR with revised plans, such
revisions to be in compliance with LESSOR's written request for changes. LESSOR will not
knowingly permit or suffer any person to copy or utilize the Plans for any purpose other than as
provided in this Agreement and will return the Plans to LESSEE promptly upon request.
LESSEE maintains the right to perform routine maintenance, repairs, replacements and upgrades
without LESSOR approval when no material changes to the exterior appearance of LESSEE's
Facilities are made.
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 communications 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 communications facilities, including but not limited to,transmitting and receiving
equipment, batteries, utility lines, transmission lines, transmitting and receiving antennas and
supporting structures and improvements (collectively, "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. LESSEE agrees that the installation and maintenance of LESSEE's Facilities
shall be effected with all reasonable diligence and precaution to avoid damage to the land,
property or personnel. Notwithstanding the foregoing, once the initial improvements are
installed, LESSEE may replace, substitute, upgrade and expand its equipment, cables and
antennas which comprise LESSEE's Facilities for the purpose of repairing or upgrading the
communications capabilities of LESSEE's Facilities, with notice to LESSOR, so long as the
equipment, cables or antennas remain within the original physical parameters of the Premises.
LESSEE shall not make any substantive physical and/or aesthetic changes to the Premises
without the prior approval of LESSOR which shall not be unreasonably withheld, conditioned or
delayed. Notwithstanding the foregoing, LESSOR shall not be entitled to receive any additional
consideration in exchange for giving its approval of any of the foregoing. 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. 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. The materials actually used must substantially match
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 to a public right-of-way,
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
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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 to LESSEE's Facilities that is the sole responsibility of LESSEE hereunder is
required, such as the repainting of LESSEE's Facilities, such maintenance must be completed by
LESSEE within thirty (30) days after LESSEE's receipt of LESSOR's written notice unless the
nature of the maintenance, replacement or repair is of such a nature that greater than thirty (30)
days may be needed to complete such work, in which event LESSOR hereby grants to LESSEE
such additional time as may be reasonably necessary to complete the work.
H. 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 to the extent arising out of or
connected with the negligence or willful misconduct of LESSEE, its officers, agents, employees,
or contractors except for Claims to the extent 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
Claims occurring on the Property to the extent 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.
C. Limitation of Liability. Except for indemnification set forth herein,
neither party shall be liable to the other, or any of their respective agents, representatives,
employees for any lost revenue, lost profits, loss of technology, rights or services, incidental,
punitive, indirect, special or consequential damages, loss of data, or interruption or loss of use of
service, even if advised of the possibility of such damages, whether under theory of contract, tort
(including negligence), strict liability or otherwise.
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 of
$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 $1,000,000 per
occurrence and in the aggregate.
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Such insurance shall: (1) include LESSOR, its officers, agents, representatives,
employees and volunteers as additional insureds; (2) be primary and not contributory with respect
to insurance or self-insurance programs maintained by LESSOR, except claims resulting from
LESSOR's negligence or misconduct; and (3) contain standard separation of insured's provisions.
LESSEE shall: (a) prior to exercising any right under this Agreement, furnish
properly executed certificates of insurance and proof of additional insured status to LESSOR
which shall clearly evidence all coverages required above; (b) maintain such required coverage
for the period covered by this Agreement; (c) give LESSEE prompt and timely notice of claims
made or instituted arising out of LESSEE's operations under this Agreement; and (d) replace such
certificates for policies expiring prior to the expiration of this Agreement. LESSEE's insurance
will not be canceled without thirty (30) days' prior written notice to LESSOR.
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") as long as the Pre-Existing Communications
operate and continue to operate within their respective frequencies and in accordance with all
applicable laws and regulations, or public safety communication operations, as may be upgraded
periodically, and LESSEE's Facilities shall comply with all applicable 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
LESSEE's Facilities 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 and in compliance with applicable laws 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.
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, and the same poses an immediate threat of bodily injury or death or substantial
property damage, LESSOR may require that LESSEE immediately cease operating 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 thereafter, remove all of LESSEE's
fixtures and all personal property (other than footings) and otherwise restore the Premises
substantially to its original condition, at LESSEE's sole expense, reasonable wear and tear, and
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casualty excepted. Underground conduits, foundations and equipment/storage buildings may
remain at LESSEE'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, fixtures and all personal property are completed.
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 within thirty
(30) days following LESSEE's receipt of written notice delivered by LESSOR to LESSE'_-- after
the expiration or termination of this Agreement.
16. RIGHTS UPON SALE. Should 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 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. As a condition to
LESSEE's agreement to subordinate this Agreement, 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 possession of the Premises
during this Agreement shall not be disturbed, so long as LESSEE is not then in default beyond
any applicable cure period 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 or LESSEE's access to the Premises.
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
with respect thereto. 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.
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20. MISCELLANEOUS LESSEE RESPONSIBILITIES.
A. Maximum Permissible Exposure. LESSEE shall be required to comply
with all applicable radio frequency emission standards adopted by the federal government
pertaining to radio frequency emissions.
B. LESSEE shall maintain LESSEE's Facilities and shall make all repairs to
the Premises necessitated to keep the Premises reasonably 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) which repair or replacement is to be completed not later than one (1) week after LESSEE's
receipt of notice from LESSOR; provided, however, that the foregoing shall not apply to any
damage caused by LESSOR. This time period may be extended with written authorization from
the City Manager, which shall not be unreasonably withheld. In the event such authorization is
not given and repairs are not made within such one week period, 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 reasonable cost of said services. Graffiti on LESSEE's
Facilities shall be removed within forty-eight (48) hours after 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 reasonable 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 Facilities 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.
Notwithstanding the foregoing, LESSEE shall not have the obligation to pay any tax, assessment,
or charge that LESSEE is disputing in good faith in appropriate proceedings prior to a final
determination that such tax is properly assessed provided that no lien attaches to the Property.
Nothing in this Paragraph shall be construed as making LESSEE liable for any portion of
LESSOR's income taxes in connection with any Property or otherwise. Except as set forth in this
Paragraph, LESSOR shall have the responsibility to pay any personal property, real estate taxes,
assessments, or charges owed on the Property and shall do so prior to the imposition of any lien
on the Property. LESSEE shall have the right, at its sole option and at its sole cost and expense,
to appeal, challenge or seek modification of any tax assessment or billing for which LESSEE is
wholly or partly responsible for payment. LESSOR shall reasonably cooperate with LESSEE at
LESSEE's expense in filing, prosecuting and perfecting any appeal or challenge to taxes as set
forth in the preceding sentence, including but not limited to, executing any consent, appeal or
other similar document. In the event that as a result of any appeal or challenge by LESSEE, there
is a reduction, credit or repayment received by LESSOR for any taxes previously paid by
LESSEE, LESSOR agrees to promptly reimburse to LESSEE the amount of said reduction, credit
or repayment. In the event that LESSEE does not have the standing rights to pursue a good faith
and reasonable dispute of any taxes under this paragraph, LESSOR will pursue such dispute at
LESSEE's sole cost and expense upon written request of LESSEE.
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.
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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.
21. EMERGENCY USE OF SITE. LESSEE acknowledges that AT&T has
committed to 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. The
City entities will be afforded 24-hour access to its equipment at the Property.
22. INTEGRATION. It is agreed and understood that this Agreement contains all
agreements, promises and understandings between LESSOR and LESSEE and that no verbal or
oral agreements, promises or understandings shall be binding upon either 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, without the prior written consent of
LESSOR, have the right to assign its rights under this Agreement or sublease any portion of the
Premises, 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.
No change of stock ownership, partnership interest or control of LESSEE or transfer upon
partnership or corporate dissolution of LESSEE shall constitute an assignment hereunder.
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) above. LESSEE further
agrees that LESSOR shall retain ownership of any further lease rights with respect to spa(;e for
additional communication facilities on the Property, other than the Premises which is already
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leased to Lessee. 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):
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: Los Angeles SMSA Limited Partnership
d/b/a Verizon Wireless
180 Washington Valley Road
Bedminster, New Jersey 07921
Attention: Network Real Estate
Notice shall be effective upon actual receipt or refusal as shown on the receipt obtained pursuant
to the foregoing.
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 after the initial term, LESSOR shall have the one-time 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 equipment building, 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 reasonable discretion of LESSOR, to operate and maintain
LESSEE's Facilities.
B. LESSOR shall exercise its relocation right under subsection A above by
delivering written notice (the "Notice") to LESSEE. In the Notice, LESSOR shall propose an
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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
approve of such proposed relocation site in writing within the sixty-day period, LESSEE shall be
deemed to have disapproved 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;
provided that any governmental approvals, permits or licenses required for such relocation have
been obtained by LESSEE. LESSEE's service will not be interrupted in connection with any such
relocation, and LESSEE shall be allowed if necessary to place a temporary cell site and antenna
structure on the Property during relocation.
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 Z.s
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.
C. Should the parties fail to agree on a suitable Relocation Site, LESSOR
shall 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 thirty (30) days in which to cure any monetary default
and forty-five (45) 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) day or forty-five (45) day
period, as applicable, if the nature of the cure is such that it reasonably requires more than thirty
(30) days or forty-five (45) days, as applicable, and the defaulting Party commences the cure within
the thirty (30) day or forty-five (45) day period, as applicable, 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, including fuel for an emergency generator.
"Hazardous Materials" shall mean any substance, chemical or waste identified as hazardous, toxic
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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.
D. In the event LESSEE becomes aware of any hazardous materials on the
Property, or any environmental, health or safety condition or matter relating to the Property, that,
has not been caused by LESSEE and in LESSEE's sole determination, renders the condition of
the Premises or Property unsuitable for LESSEE's use, or if LESSEE believes that the leasing or
continued leasing of the Premises would expose LESSEE to undue risks of liability to a government
agency or third party, LESSEE will have the right, in addition to any other rights it may have at
law or in equity, to terminate this Agreement upon written notice to LESSOR
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
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losses, and any other amount recoverable by LESSEE under condemnation law (but not for the
loss of its leasehold interest). Any such notice of termination shall cause this Agreement to
expire with the same force and effect as though the date set forth in such notice were the date
originally set as the expiration date of this Agreement and the Parties shall make an appropriate
adjustment as of such termination date with respect to payments due to the other under this
Agreement.
33. SUBMISSION OF 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. 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 and as adopted and applied in a uniform and non-discriminatory manner, and
otherwise in accordance with applicable law, rules and regulations. These rules and regulations
are specific to the Premises 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. In the event of a conflict between the terms of this
Agreement and the rules and regulations, the terms of this Agreement shall govern.
38. POWERING DOWN DURING MAINTENANCE / REPAIR. LESSEE agrees
that during all maintenance on the Communications Facility by LESSOR or other lessees or users
of the Property, 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 by LESSEE until the unsafe condition no longer exists. The earliest practicable notice will be
given to LESSEE using the information in Exhibit E, as applicable.
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39. TERMINATION.
A. Compelled Termination: If, during the Agreement 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
FCC, 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: Without limiting LESSEE's other
termination rights hereunder, 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 (iii) LESSOR fails to
cure a default pursuant to Section 29, or (iv) by LESSEE upon written notice to LESSOR for any
reason or no reason, at any time prior to commencement of construction by LESSEE;. Upon
termination, all prepaid rent shall be retained by LESSOR, unless termination is pursuant to (ii)
through (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 above.
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
reasonable 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
which case, LESSOR shall provide LESSEE notice of its access as soon as possible).
[Signature Page Follows]
#41182112 14
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement to be effective as of
the last date written below.
LESSOR:
ATTEST:
MARIA D. HUIZAR
Clerk of the Council
CITY OF SANTA ANA
PAUL M. WALTERS
Interim City Manager
Date:
APPROVED AS TO FORM:
JOSEPH STRAKA
Interim City Attorney
By:
LAURA SHEEDY
Assistant City Attorney
LESSEE:
LOS ANGELES SMSA LIMITED
PARTNERSHIP
dba VERIZON WIRELESS
By: AirTouch Cellular
Its: General Partner
By:
Print Name: Walter L. Jones, Jr.
Its: Area Vice President Network
Date:
#41182112 15
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EXHIBIT A
LEGAL DESCRIPTION
OF THE PROPERTY
APN: 109-050-30
All that certain real property located in the County of Orange, State of California, being more
particularly described as follows:
Lots 31 and 32 of Re-plat of Santa Ana Acres, in the City of Santa Ana, County of Orange, State
of California, as shown on a map thereof recorded in Book 5, at Page 8 of Miscellaneous Maps,
records of said Orange County.
That certain portion of public street in the State of California, County of Orange, City of Santa
Ana, shown as Center Street 30 feet wide on a map of Santa Ana Acres recorded in Book 5, Page
8 of Miscellaneous Maps of said Orange County, said portion bounded Southerly by the North
line of McFadden Avenue, shown on said map as Fairview East Avenue, and bounded Northerly
by the Westerly extension of the Northerly line of said Lot 32.
Except therefrom the Easterly 30 feet of Lot 31 conveyed to the Orange County Flood Control
District by deed recorded June 10, 1974 in Book 11167 Page 340 of Official Records.
LESSOR INITIALS:
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EXHIBIT B
LEGAL DESCRIPTION OF THE PREMISES
SITE PLANS/ DESCRIPTIVE RENDERINGS
However, it is expressly agreed and understood by and between LESSOR and LESSEE
that the exact and precise location of 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 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 LESSEE to reflect the final engineering design. An
amended Exhibit "B" (if necessary) will be provided by LESSEE and attached to the lease in
place of the existing Exhibit "B", a copy of which will be provided to LESSOR for review prior
to being incorporated into the Agreement.
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EXHIBIT C
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[INTENTIONALLY OMITTED]
18
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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 or LESSEE's access to the
Premises.
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. LESSOR shall use commercially reasonable efforts to
provide LESSEE an alternate route to access the Premises during such times.
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EXHIBIT E
CONTACT INFORMATION:
LESSOR'S TECHNICAL CONTACTS:
Name: Santa Ana Parks, Recreation and Community Services Agency
1. Ron Ono
Address: 26 Civic Center Plaza (M-75)
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: NOCC (Network Operations Control Center)
Address: N/A
Daytime Phone No.: (800) 264-6620
Facsimile No.: N/A
24-Hour Contact No.: (800) 264-6620
Dispatch Center: (800) 264-6620
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EXHIBIT F
MEMORANDUM OF LAND LEASE AGREEMENT
Prepared by & When Recorded Return to:
McGuireWoods LLP
1800 Century Park East, 8th Floor
Los Angeles, California 90067
Attention: Cherie Y. Song, Esq .
APN: 109-050-30
(Space Above This Line For Recorder's Use Only)
Re: Cell Site Number:
Cell Site Name: Jerome Park
FA Number:
Address: 2115 W. McFadden Avenue, Santa Ana, CA
THIS MEMORANDUM OF LAND LEASE AGREEMENT is made and entered into as
of , 2012, 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 Los Angeles SMSA Limited Partnership d/b/a Verizon Wireless
("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 2115 W. McFadden Avenue, Santa Ana, CA 92703, 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, 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]
#41182112 21
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IN WITNESS WHEREOF, the parties have executed the Memorandum as of the day and
year first above written.
LESSEE:
LOS ANGELES SMSA LIMITED PARTNERSHIP
dba VERIZON WIRELESS
By: AirTouch Cellular
Its: General Partner
By:
Print Name: Walter L. Jones, Jr.
Its: Area Vice President Network
Date:
LESSOR:
City of Santa Ana
By: _
Name
Title:
PAUL M. WALTERS
Interim City Manager
Date:
Address: 20 Civic Center Plaza
Santa Ana, CA 92702
#41182112 22
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MAYOR
Miguel A. Pulido
MAYOR PRO TEM
Claudia C. Alvarez
COUNCIL MEMBERS
P. David Benavides
Carlos Bustamante
Michele Martinez
Vincent F. Sarmiento
Sal Tinajero
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CITY OF SANTA ANA
PLANNING & BUILDING AGENCY
20 Civic Center Plaza (M-20)
P.O. BOX 1988 . Santa Ana, California 92702
(714) 667-2700 • Fax (714) 973-1461
www.santa-ana.org
CITY MANAGER
David N. Ream
CITY ATTORNEY
Joseph W. Fletcher
CLERK OF THE COUNCIL
Maria D. Huizar
NOTICE OF EXEMPTION
From the Requirements of the California Environmental Quality Act (CE:QA)
Fee Exemption per California Government Code Section 6103
To: COUNTY CLERK From: City of Santa Ana
County of Orange Planning & Building Agency
P.O. Box 238 20 Civic Center Plaza M-20
Santa Ana, CA 92702 Santa Ana, CA 92702
Project Title: Jerome Park co-location Date of Approval: 09/17/2012
Project Number(s): NONR-2012-434-ALT NONR-2012-434-ALT
Project Location: 726 S Center St
City: Santa Ana County: Orange ER Number: ER-2012-59
Project Description: Co location of antenna.
Applicant Name:
Applicant Address:
Name of Public Agency Approving Project: City Council
Name of Person or Agency Carrying Out Project: Soboleske, Hally
Exempt Status:
? Ministerial (Sec. 15268)
? Declared Emergency (Sec. 15269 (a))
? Emergency Project (Sec. 15269 (b through e))
? General Rule (Sec. 15061(b)(3)/(5))
? Statutory Exemption:
0 Categorical Exemption: 15301(b)
Reason(s) Why Project is Exempt From CEQA:
This is an existing public facility.
City Contact:H Ily Soboleske Telephone: (714) 647-5842
Signature: Title'???? Date: 20A-31
20A-32