The URL can be used to link to this page

Home My WebLink AboutA3669 - T-Mobile West Formerly Pacific BellT a "M ena0 T-Mobile USA, Inc. 3/28/2016 City of Palm Springs Attn City Manager P.O. Box 2743 3200 E Tahquitz Canyon Way Palm Springs, CA 92263 Via Certified Mail - '014 3490 0000 0775 9958 ak 12920 SE 38 Street Bellevue, WA 98006 Attn: Property Management (877) 373-0093 Attn: PropertyManagement@T-Mobile.com F'wrt40 14D 1t m-4j RE: Ground Lease Agreement dated June 24, 1996 ("Agreement") between City of Palm Springs ("Landlord") and T-Mobile West, LLC, successor in interest to Pacific Bell Mobile Services ("Tenant") Site ID: IE04466A Site Address: 4375 Mesquite Ave., Palm Springs, 92262 To Whom It May Concern: Pursuant to Section 3b of the above referenced Agreement, T-Mobile is providing notice that it is exercising its right to extend the Agreement for an additional five (5) year term. Should you have any questions or comments, Property Management can be contacted via email or telephone as noted above. Sincerely, Jason Glasgow Specialist, Lease Management cc: Woodruff, Spradlin & Smart 555 Anton Blvd Suite 1200 Costa Mesa, CA 92626 o c� T 0 js February 14, 2018 City of Palm Springs 3200 E. Tahquitz Way Palm Springs. CA 92262 Re: T-Mobile Site IE04466A Site Address: 4375 Mesquite Ave., Palm Springs, CA 92263 Consent Request and Acknowledgement for Antenna Facilities Modification Dear Sir/madam: T-Mobile West, LLC as successor in interest to Pacific Bell Mobile Services, California LLC, ("Lessee") and City of Palm Springs ("Lessor"), are parties to a Ground Lease Agreement dated June 24, 1996 (the "Lease") for a site located at 4375 Mesquite Ave., Palm Springs, CA 92263, upon which T-Mobile operates wireless antenna facilities. Pursuant to the Lease, T-Mobile can modify or upgrade its facilities at any time during the term of the Lease after obtaining Landlord's approval. T-Mobile needs to replace and)or upgrade its facilities. All equipment will be installed within the existing premises. To confirm your approval of the modification described in this letter, please sign and date the following acknowledgment. Keep one copy for your records and return the other signed letter to me at chris.doheny@si-narilinklic.com. If you have any questions, please contact Chris Doheny at 619-994-8528 or chrisjchen�,z 2smartlinkl Ic.cnrn. Thank you foryour cooperation and attention to this matter. Sincerely, C�wi/v Do{-►" Chris Doheny Smarelink LLC clo T-Mobile West LLC 18401 Von Karmen Ave., S-400 hvine, CA 92612 619-994-8528 Chris. doheny<d smartlinkllc. com Acknowledged, Accepted and Agreed: Landlord: By: Nan Tith Dab i 9pLM S **' City of Palm Springs u to Department of Planning Services * �o+,oD,I.•'• " 3200 E, Tahquitz Canyon Way • Palm Springs, California 92262 �+ P r�0 RTO (760) 323-8245 • Pax; (760) 122 8360 • Web; www.polmsprinpsca.gov 4� f NA March 7, 2018 Mr. Chris Deheny Smartlink, LLC 18401 Von Karman Avenue Suite 400 Irvine, California 92614 RE: Case No. 3.800 MAA — 4375 East Mesquite Avenue Modification of T-Mobile wireless communication antennas on existing monopole Dear Mr. Deheny, Thank you for submitting the Minor Architectural Application (MAA) for the property located at the above address. Specifically, you are seeking approval to modify an existing T-Mobile wireless communication facility. Proposed changes include the following: 1. Remove six (6) existing antennas and install six (6) new panel antennas; 2. Remove and replace appropriate exterior fiber/power cables and replace with new cables; Staff has reviewed the request in accordance with Sections 94.02.00 and 93.23.08 of the Palm Springs Zoning Code, and has determined that the proposed modifications to the existing monopole will not have a visual impact on the immediate area as the antennas will be painted a light gray to blend into the sky. From this analysis, your request is APPROVED, subject to the attached conditions of approval. If you have any questions please contact Associate Planner, Glenn Mlaker at (760) 323- 8245 or glenn.miaker@paimsprings-ca.gov. Sincerely, ty Fnnagg, AI P Director of Planning Services Attachment: Conditions of Approval Post Office Box 2743 • Palm Springs, California 92263 2743 EXHIBIT A T-Mobile Case 3.800 MAA 4375 East Mesquite Avenue March 7, 2018 CONDITIONS OF APPROVAL Before final acceptance of the project, all conditions listed below shall be completed to the satisfaction of the City Engineer, the Director of Planning Services, the Director of Building and Safety, the Chief of Police, the Fire Chief or their designee, depending on which department recommended the condition. Any agreements, easements or covenants required to be entered into shall be in a form approved by the City Attorney. ADMINISTRATIVE CONDITIONS ADM 1. Proiect Description. This approval is for the project described per Case 3.800 MAA, except as modified by the conditions below. ADM 2. Reference documents. The site shall be developed and maintained in accordance with the approved plans, including site plans, architectural elevations, and exterior materials and colors on file In the Planning Division except as modified by the conditions below. ADM 3. CoffgMl o odes and regulations. The project shall conform to the conditions contained herein, all applicable regulations of the Palm Springs Zoning Ordinance, Municipal Code, and any other City County, State and Federal Codes, ordinances, resolutions and laws that may apply. ADM 4. Minor Deviations. The Director of Planning or designee may approve minor deviations to the project description and approved plans in accordance with the provisions of the Palm Springs Zoning Code. ADM 5. Indemnification. The owner shall defend, indemnify, and hold harmless the City of Palm Springs, its agents, officers, and employees from any claim, action, or proceeding against the City of Palm Springs or its agents, officers or employees to attach, set aside, void or annul, an approval of the City of Palm Springs, its legislative body, advisory agencies, or administrative officers concerning Case 3.800 MAX The City of Palm Springs will promptly notify the applicant of any such claim, action, or proceeding against the City of Palm Springs and the applicant will either undertake defense of the matter and pay the City's associated legal costs or will advance funds to pay for defense of the matter by the City Attorney. If the City of Palm Springs falls to IN Conditions of Approval T Mobile Case 3.800 MAA Page 2 of 3 March 7, 2018 promptly notify the applicant of any such claim, action or proceeding or fails to cooperate fully in the defense, the applicant shall not, thereafter, be responsible to defend, indemnify, or hold harmless the City of Palm Springs. Notwithstanding the foregoing, the City retains the right to settle or abandon the matter without the applicant's consent but should it do so, the City shall waive the indemnification herein, except, the City's decision to settle or abandon a matter following an adverse judgment or failure to appeal, shall not cause a waiver of the indemnification rights herein. ADM B. Maintenance and Repair. The property owner(s) and successors and assignees in interest shall maintain and repair the improvements including and without limitation all structures, sidewalks, bikeways, parking areas, landscape, irrigation, lighting, signs, wails, and fences between the curb and property line, including sidewalk or bikeway easement areas that extend onto private property, in a first class condition, free from waste and debris, and in accordance with all applicable law, rules, ordinances and regulations of all federal, state, and local bodies and agencies having jurisdiction at the property owner's sole expense. This condition shall be included in the recorded covenant agreement for the property if required by the City. ADM 7. Time Limit on Approval. The time limit for commencement of construction under an architectural approval shall be two years from the effective date of approval. ADM 8. RRi ht to Awmal. Decisions of an administrative officer or agency of the City of Palm Springs may be appealed in accordance with Municipal Code Chapter 2.05.00. Permits will not be issued until the appeal period has concluded. ADM 9. Comply with CRX Whse . This use shall comply with the provisions of Section 11.74 Noise Ordinance of the Palm Springs Municipal Code. Violations may result In revocation of this Conditional Use Permit, PLANNING DEPARTMENT CONDITIONS PLN 1. Monopole Repair and Maintenance. The City may, after determination of disrepair, require the owner/operator of the monopole to replace, repair, and/or repaint the tower and/or any existing antennas. PLN 2. Outdoor Lighting ,Conformance. Exterior lighting must conform to Section 93.21.00 Outdoor Lighting Standards of the Palm Springs Zoning Code. PLN 3. Outside Storage Prohibited. No outside storage of any kind shall be permitted except as approved as a part of the proposed plan. PLN 4. Modification or Addition, If the communication antenna(s), monopole or equipment cabinets are ever proposed to be modified in any manner such as G� CondWons of Approval T-MobHe Case 3.80o MAA Page 3 of 3 March 7, 2018 the inclusion of other antennas, satellite dishes and / or other support equipment, the proposed modifications shall be submitted to the Director of Planning Services for review and approval prior to installation. PLN 5. Oblolft Technology. If the technology regarding the communications antenna(s) changes in where the antenna(s) and / or equipment cabinets as approved become obsolete, then the antennas shall be removed. PLN 6. Valid Lease Agreement Re aired. Applicant to maintain valid lease agreement between the City (property owner) and the tower owner or the antenna and tower shall be removed. PLN 7. FAA & FCG Compliance. The applicant shall comply with the requirements of the Federal Aviation Administration (FAA) and Federal Communications Commission (FCC). BUILDING DEPARTMENT CONDITIONS BLD 1. Construction Permits. Prior to any construction on -site, all appropriate permits must be secured. END OF CONDITIONS N ;o.IµNa,,,y CITY OF PALM SPRINGS a Department of Planning Services 3200 E. Tahquitz Canyon Way, Palm Springs, CA 92262 Tel: 760 323 8245 - Fax: 760 322 8360 Tor SO use dery Planning Case Number:: 0 Taken In by (Planner): Date submitted. ,504466A MINOR ARCHITECTURAL APPLICATION (MAA) TO THE APPLICANT: Please fall out the information requested below. Attach any signed authorization letters, drawings, color & material boards, photographs, cut sheets andlor any other materials necessary to describe the proposed project. PROJECT SITE INFORMATION. Project Address:, I I IC DA---Scv .V A APN: G6d-oZo -oE- (MimberaMSOW rump (9digilea>esm a�roeiYroartbore� 000006-0001 Project Name (example: Name or condo Aswewbon or NoA): Zone: O General Plan: Sectionrrownshlp/Range:_I / Lot Area: )etailed Description of Project: R C'n0V L Ct c L3} ?C, ,-. n�► n C. S, R II- ON l4 (ta) F',\Qtr Le.'411.. e_,.,t C�ULZ0* pe�lc,cc w• sZj6�1r;A -N •T- sk,%.k �:\o� •.-ew,0ers titer nei.7 �r&C-11^Jg. Iq. Footage - Existing Bldgs 5Zq 5 F v Sq. Footage - Proposed New (many): PROPERTY OWNER INFORMATION: rr �4' ^S L- Property Owners Name: CT %+:I o kLL\V" .J flc &s 5 Property Owner's Mailing Address: • 06 27�[3 (Number and Street Name or P O. Box) Property Owners Phonel t 5-323 - $ Zb5 Fax Property Owners Email: CONTRACTOR, PROJECT MANAGER, OR OWNER'S AGENT AUTHORIZED TO INITIATE THE WORK: Company Name: (Please pr6d) I AM THE 0 OWNER'S AUTHORIZEO AGENT (examW CONT R)( 0 IEME RENANT) 0 OTHER Agent's Name & Signature: C-InCZ 5 ah Agent's Mailing Address:_ IL{O V Din �.Cct rn� �� tjD� (Number and Street Name or P.O. Boa) �! f v 1a Cft , State zo Agent's Phone: Agent's Fax: _ Agent's Email: (Please Continue to next page) C� PERMIT CENTER `'•�'' CITY OF PALM SPRINGS ASE#: TYPE: PROIECT NAME APNi DDRESS .800 MAA MOBILE 6OM20-051 4375 MESQUITE AVENUE ZONING FEESACCT #001-32212 ENVIRONMENTAL ASSESSMENT FEES - #001-32212 CHANGE OF ZONE APPLICATION $O.OD NEGATIVE DECLARATION 1$0.00 PRE APP FEE 1$0.00 MITIGATED NEG DECLARATION•0D CONDITIONAL USE PERMIT 1$0.00 CATEGORICAL EXEMPTION / EIR PLANNED DEVELOPMENT 1$0.00 DISTRICT APPLICATION FEE FINAL DEVELOPMENT PLAN FEE VARIANCE APPLICATION FEE 1$0.00 INCLUDES SIGN VARIANCE TIME EXTENSION FEES MISCELLANEOUS / LAND USE $0-00 MLSCELLANEOUS FILING FEESACCT #00i 34303 ARCHITECTURAL APPROVAL FEE 395.00 ADMINISTRATIVE MINOR MODIFICATION FEES PLAN CHECKS PLANNING FEE 1$0.00 PLANNING CC AND R Isom MISCELLANEOUS /HSPB FEES 1$0.00 SUBD&WON FEESACCT #001-32213 TENTATIVE MAPS FEES I$D.00 FINAL MAPS FEES LOT LINE AD]/CERT OF COMPLIANCE FEE ENVIRONMENTAL ASSESSMENT FEE MISCELLANEOUS FEE MISCELLANEOUS FEES SIGN #001- 32205 IN LIEU OF - #131-34359 R V - #001-32210 PHN NOTICING - #001-34303— MISCELLANOUS - #001-34308 SPECIAL EVENT - #001-34303 TOTAL FEE(S) $395.00 The acceptance of an application or of a fee is not an entitlement or a permit to construct, change or alter any po n of thp, property described In the application. RECKWED F M RECEIVE 8 DATE 1/25/20i8 Customer ED] Cashier Ev Planning File 2 Planning Copy r 9783 angular WIRELESS January 8, 2002 Certified Mail Return Receipt Requested City of Palm Springs Attn: Finance Department, Accounts Receivable P.O. Box 2743 Palm Springs, CA 92263 Re: CONEWUNICATIONS SITE: 4375 Mesquite Avenue Cingular Site No: CM-466-02 Dear Landlord: Pursuant to the Second Amendment to your agreement with Pacific Bell Wireless, d/b/a Cingularsm Wireless ("Cingular") dated October 3, 2001, for the above referenced site, a check representing the rent increase in the amount of $740.60 will be sent under separate cover by Cingular's parent company: Cingular Wireless LLC. This payment is for the rent increase calculated from September 13, 2001 through February 28, 2002. All subsequent rent payments reflecting the increase in the amount of $800.00 will be made on the first day of the month and will also be issued by Cingular's parent company. If you have any questions, or require any further information, please contact your Site Acquisition Consultant, Kari Ives at (714) 496-1100. Sincerely, Charles V anek Vice President, Special Projects/Real Estate CV/sy cc: Property Management City of Palm Springs, Attn: Assistant City Clerk Cingular Wireless • 2521 Michelle Drive, 2nd Floor • Tustin, CA 92780 �pF pALM A� U N s RATEO Cq(/ Fp RN�P December 31, 2001 City of Palm Springs Cingular Wireless LLC Attn:Charles Vranek Vice -President, Special Projects 2521 Michelle Dr., 2nd Floor Tustin, Ca 92780 Dear Mr. Vranek: Office of the City Clerk 3200 Tahquitz Canyon Way • Palm Springs, California 92262 TEL: (760) 323-8204 • TDD: (760) 864-9527 Enclosed please find one fully executed Second Amendment to the Ground Lease Agreement, A3669, between Cingular Wireless LLC and the City of Palm Springs, approved by the City Council by Minute Order 6939 on October 3, 2001, A3669. We have forwarded a copy to Procurement, the Finance Dept., and retained a copy for our records. Should you have any questions, please contact me at (760) 323-8206. Sinc rely, Barbara J. White Assistant City Clerk Enclosure cc: Procurement w/agreement Finance w/agreement File Post Office Box 2743 • Palm Springs, California 92263-2743 CINGULAR WIRELESS October 19, 2001 City of Palm Springs P.O. Box 2743 3200 E. Tahquitz Canyon Way Palm Springs, CA 92263-2743 Attention: City Manager Re: LA Region, Telecommunications Tower Site No. CM-466-02, Palm Springs, CA Our File/Annex No. 1263 Dear Sir or Madam: In accordance with the terms of the agreement (the "Agreement") between you and Pacific Bell Wireless, LLC ("PBW") regarding the above -referenced tower, we are providing notice to you that as a result of the reorganization of PBW, SBC Tower Holdings LLC (an affiliate of PBW which will own substantially all of our cell towers either directly or through affiliates) is now the tenant under the Agreement. This reorganization will not affect the quality of our relationship. We are making every effort to keep this process as simple for our landlords as possible. All notices and other communications directed to the "lessee" or "tenant" under the Agreement should now be directed to: SBC Tower Holdings LLC c/o Cingular Wireless Network Lease Administration 1100 Peachtree Street, 8G06 Atlanta, Georgia 30309 Telecopy: (404) 249-4637 Sincerely yours, n O'Connor cc: Rutan & Tucker CM-466-02 SECOND AMENDMENT TO THE GROUND LEASE AGIi Cingular Wireless Ground Lease AGREEMENT #3669 Amend 2 M06939, 10-3-01 THIS SECOND AMENDMENT TO THE GROUND LEASE AGREEMENT ("First Amendment") between CINGULAR WIRELESS, LLC, A DELAWARE LIMITED LIABILITY COMPANY, on behalf of PACIFIC BELL WIRELESS, LLC, A NEVADA LIMITED LIABILITY COMPANY, dba CINGULAR WIRELESS, fka PACIFIC BELL MOBILE SERVICES, A CALIFORNIA CORPORATION ("Lessee,") and t e CITY OF PALM SPRINGS, A MUNICIPAL CORPORATION ("Lessor") is dated as of this day of 2001. RECITALS A. Lessor and Lessee have entered into that certain Ground Lease Agreement dated June 24, 1996, as amended by that certain First Amendment to the Ground Lease Agreement dated July 13, 1998 (the "Lease"). B. Lessee desires to install additional communications equipment and to expand and/or reconfigure its Premises ("Alteration"). The proposed Alteration is depicted in Attachment 1. C. Lessor and Lessee now wish to amend the Lease pursuant to this First Amendment. NOW, THEREFORE, the Lease is hereby amended as follows: In consideration of this Second Amendment, and upon the date Lesseebegins construction and/or installation of the Alteration, Lessee shall increase Rent to Eight Hundred Dollars ($800.00) per month. Annual adjustment of rent shall continue on the schedule identified in the original lease. Upon completion of construction, Attachment 1 shall supplement Exhibit "A-2" to the Lease, so as to depict the Alteration. Capitalized terms used in this Second Amendment without definition shall have the meaning ascribed to such terms in the Lease. Except as amended by this Second Amendment, the provisions of the Lease are hereby ratified and affirmed. (SIGNATURE PAGE FOLLOWS) 8/21/01 2:22 PM Initials CM-466-02 IN WITNESS WHEREOF, the parties have executed this Second Amendment to the Communications Site Lease Agreement as of the date first written above. APPROVED AS TO FORM Name: Title: City Attorney Date: APPROVED BY THE CITY COUNCIL BY MINUTE ORDER 6939; AGREEMENT A3669 on: October 3., 2001 ATTEST WITNESS Name: Date: 1117, 0 I LESSOR CITY OF PALM SPRINGS, a municipal corporation Name: Titile: City Manager (Check one: _Individual _ Partnership Corporation) � r � Title: City Clerk LESSEE Cingular Wireless LLC A Delaware Limited Liability Company, on behalf of Pacific Bell Wireless, LLC, a Nevada Limited Liability Company, d/b/a Cingular Wireless, f/k/a Pacific Bell Mobile Services, A California Corporation By: Signature C rles Vranek Print Name & Title Vice President, Special Pro! cts/ Real Estate APPROV15.0 Syl THe COTY COUNCaL two -� 9 y P+ Z&& CM-466-02 ATTACHMENT 1 The Premises consist of those specific areas described/shown below where Lessee's communications antennas, equipment and cables occupy Lessor's Property. The Premises and the associated utility connections and access, including easements, ingress, egress, dimensions, and locations as described/shown below, are approximate only and may be adjusted or changed by Lessee at the time of construction to reasonably accommodate sound engineering criteria and the physical features of Lessor's Property. lJ l Notes: I EXISTING LEASE LINE EXISTING MONOPOLE 1. Setback of the Premises from the Lessor's boundaries shall be the distance required by the applicable governmental authorities. 2. The type, number and mounting positions and locations of antennas and transmission lines are illustrative only. Actual types, numbers and mounting positions may vary from what is shown above. 8/21/01 2:22 PM 3 Initia C i 4-5 SBA, Inc. • Wireless Communications Consultants National & International 2955 Redhill Avenue Costa Mesa, CA 92626 December 4, 1996 Ms. Judith Sumich City Clerk City of Palm Springs 3200 E. Tahquitz Canyon Drive Palm Springs, CA. 92262 RECEIVED DEC U 9 1996 CITY CLERK RE: Conformed Copy of the Nondisturbance and Attornment Agreement between Wells Fargo, National Association and Pacific Bell Mobile Services (PBMS), Reference # CM-466-02 Dear Ms. Sumich, Enclosed is a conformed copy of the Nondisturbance and Attornment Agreement for your records. If you have any questions regarding this document, please feel free to give me a call at your earliest convenience. Sincerely, Ted Suekawa SBA, Inc. An Independent Contractor Representing PBMS CM-466-02 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: Pacific Bell Mobile Services 2955 Redhill Avenue. Suite 100 Costa Mesa, CA 92626 Attn : _Gharles _Qranek SPACE ABOVE THIS LINE FOR RECORDER'S USE NON -DISTURBANCE AND ATTORNMENT AGREEMENT FOR VALUABLE CONSIDERATION, RECEIPT OF WHICH IS CONCLUSIVELY ACKNOWLEDGED, THIS NON -DISTURBANCE AND ATTORNMENT AGREEMENT dated as of October 1, 1996 is between PACIFIC BELL MOBILE SERVICES, a California Corporation ("Sublessee") and WELLS FARGO BANK, NATIONAL ASSOCIATION ("Master Lessor"). RECITALS A. Pacific Bell Mobile Services, a California Corporation ("Sublessee") and the City of Palm Springs, a municipal corporation ("Sublessor" or "City") have entered into a Sublease ("Sublease") of certain premises (the "Premises") owned by the City, but subject to a leasehold interest created pursuant to a Sublease Agreement (Wastewater Treatment Plant), dated as of September 1, 1989 ("Master Lease"), by and between the City, sublessee thereunder, and Wells Fargo Bank, National Association, as assignee of the original sublessor thereunder ("Master Lessor"). The Premises form a portion of Master Lessor's property. B. Sublessee desires to possess the Premises for the term set forth in the Sublease without disturbance in the event the Master Lease is terminated for any reason (other than with the written consent of Sublessee). C. Subject to the terms and conditions set forth below, Master Lessor is willing to grant Sublessee the quiet enjoyment of the Premises during the term of the Sublease in the event the Master Lease is terminated for any such reason. The parties agree as follows: 1. The Sublessor and the Sublessee shall not enter into any agreement that amends the Sublease in any material way without Master Lessor's prior written consent. In the event that Master 14,W14084-00015027M.1 ail/O&% -1- C4-466-02 Lessor neither disapproves of nor provides its written consent to any such amendment within fifteen (15) days of notification by the Sublessee, then such amendment shall be deemed to be approved. Any amendment of the Sublease in violation of this provision shall have no force or effect on Master Lessor. 2. In the event the Master Lease is terminated for any reason (other than with the written consent of Sublessee), Sublessee agrees to attorn to Master Lessor and to recognize Master Lessor as the sublessor under the Sublease, upon the terms and conditions and at the rental rate specified in the Sublease, and for the then remaining term of the Sublease. 3. Sublessee agrees to execute and deliver upon request of Master Lessor, any instrument in commercially reasonable form which may be necessary to evidence such attornment. 4. In the event the Master Lease is terminated, Master Lessor shall succeed to the interest of Sublessor under the Sublease and the Sublease shall remain in full force and effect for the full term thereof except that Master Lessor shall not be bound by any provision of the Sublease which materially increases Master Lessor's duties or obligations to Sublessee beyond those owed by Master Lessor to Sublessor under the Master Lease. (For purposes of the preceding sentence, the parties conclusively acknowledge that the continuation of Sublessee's right to possession of the Premises notwithstanding the termination of the Master Lease is not a material increase in Master Lessor's duties or obligations under the Master Lease.) 5. Master Lessor will not be: a. liable for any act or omission of Sublessor or any predecessor of Sublessor; b. subject to any offsets or defenses that Sublessee may have against Sublessor or any predecessor of Sublessor; C. bound by any rent, additional rent or advance rent that Sublessee may have paid in advance to Sublessor or any predecessor of Sublessor, and all such rent will remain due and owing without regard to such advance payment. 6. All notices under this agreement will be in writing and will be considered properly given if mailed by first class United States mail, postage prepaid, registered or certified with return receipt requested, or if personally delivered to the intended addressee, or by prepaid telegram. Notice by mail will be effective two (2) days after deposit in the United States mail. IWO14064- M1502n98.1 all/06/% -2- L4�IY��Ya Notice given in any other manner will be effective when received by the addressee. For purposes of notices, the addresses of Master Lessor and Sublessee are: To Master Lessor: Wells Fargo Bank, National Association 707 Wilshire Blvd. MAC 2818-111 Los Angeles, CA 90017 Attn: Corporate Trusts Department To Sublessee: Pacific Bell Mobile Services 2955 Redhill Avenue, Suite 100 Costa Mesa, CA 92626 Attn: Charles Vranek, Network Deployment Manager Master Lessor or Sublessee may change its address for notice to any other location within the continental United States by the giving of at least thirty (30) days notice in the manner set forth in this paragraph. ATTEST WITNESS Date: ATTEST WITNESS Date: CONSENTED TO BY AMERICAN MUNICIPAL BOND ASSURANCE CORPORATION, AS INSURER By: Title.. MASTER LESSOR: WELLS FARGO BANK, NATIONAL ASSOCIATION By: _ Name: Title: SUBLESSEE: PACIFIC BELL MOBILE SERVICES, A CALIFORNIA CORPORATION By • ! / V, : I f1� /A/ Name: Charles' Vrah6k Title: Network Deployment Manager 146ro14094-0001/3027298.1 n11106/% —3— Notice given in any other manner will be effective when received by the addressee. For purposes of notices, the addresses of Master Lessor and Sublessee are: To Master Lessor: Wells Fargo Bank, National Association 707 Wilshire Blvd. MAC 2818-111 Los Angeles, CA 90017 Attn: Corporate Trusts Department To Sublessee: Pacific Bell Mobile Services 2955 Redhill Avenue, Suite 100 Costa Mesa, CA 92626 Attn: Charles Vranek, Network Deployment Manager Master Lessor or Sublessee may change its address for notice to any other location within the continental United States by the giving. of at least thirty (30) days notice in the manner set forth in this paragraph. ATTEST WTTNESS, Date: ATTEST WITNESS Date: CONSENTED TO BY AMERICAN MUNICIPAL BOND ASSURANCE CORPORATION, AS INSURER By: Title.. MASTER LESSOR: WELLS F ASSOCIA By: Name: Title: SUBLESSEE: PACIFIC BELL MOBILE SERVICES, A CALIFORNIA CORPORATION By: Name: Charles Vranek Title: Network Deployment Manager 14&0140e4-0W1r-4Z7 6.1 &IIM 1% -3- Notice given in any other manner will be effective when received by the addressee. For purposes of notices, the addresses of Master Lessor and Sublessee are: To Master Lessor: Wells Fargo Bank, National Association 707 Wilshire Blvd. MAC 2818-111 Los Angeles, CA 90017 Attn: Corporate Trusts Department To Sublessee: Pacific Bell Mobile Services 2955 Redhill Avenue, Suite 100 Costa Mesa, CA 92626 Attn: Charles Vranek, Network Deployment Manager Master Lessor or Sublessee may change its address for notice to any other location within the continental United States by the giving of at least thirty (30) days notice in the manner set forth in this paragraph. ATTEST WITNESS Date: ATTEST WITNESS Date: CONSENTED TO BY AMERICAN MUNICIPAL BOND ASSURANCE CORPORATION, AS INSURER By: Title: MASTER LESSOR: WELLS FARGO BANK, NATIONAL ASSOCIATION By: Name: Title: SUBLESSEE: PACIFIC BELL MOBILE SERVICES, A CALIFORNIA CORPORATION By: Name: Charles Vranek Title: Network Deployment Manager vice Press t and Assistant General Co el 1461014084-OMI/3027298.1 a1110&% =C M a4-400-02 STATE OF CALIFORNIA ) ) ss. COUNTY OF on -9c , before me,---,,.! ��i_ . personally Vappeared .F personally known to me ( - _ tor(— Q?en _c) to be the person (-a) whose name (-S+ is/are subscribed to the within instrument and acknowledged to me iEhat j�e/ sho4_tk executed _ the same in 'his- authorized capacity (ems) , and that by!his herft mir signature (-e-) on the instrument the person (a) or the entity upon behalf of which the person(z) acted, executed the instrument. Witness my hand and official seal. ' JOYCEA-THOMM otary PAISM [SEAL]016W Commission #i71�961 (Votary Public — Ca6ta is Orange County Comm. Expires Oct 22. IM STATE OF CALIFORNIA ss. COUNTY OF On , before me, personally appeared personally known to me (or proved to me on the basis of satisfac- tory 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. Witness my hand and official seal. Notary Public [SEAL] 14&0140 a-000tr3o272".t aiti06196 -4- G STATE OF CALIFORNIA ss. COUNTY OF LC.`_ On , before me, personally appeared T=Fi' ii{ 13u,�G��S personally known to me (or proved to me on the basis of satisfac- tory 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. Witness my hand and official seal. LT. DMOIN4 [SEAT,) y)VIOM 0"7626 Votary Public ' . J m I S.1997 STATE OF CALIFORNIA ) ss. COUNTY OF ) On , before me, personally appeared personally known to me (or proved to me on the basis of satisfac- tory 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. Witness my hand and official seal. [SEAL] Notary Public 14&014064-M01/302-r2".1 &11106M -4- 0 STATE OF NEW YORK ) ) ss. COUNTY OF NEW YORK ) On November 7. 1996, before me, Danielle Brackett, personally appeared vfary P. McKeon, Esq. personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that she executed the same in her authorized capacity, and that by her signature on the instrument the person or the entity upon behalf of which the person acted, executed the instrument. Witness my hand and official seal. ary Public DANIELLE L BRACKM Notary public. State of New York (Seat] No. 31-491WW QuellfW In New York CouaV xplres Dec. 28, 19 9'7' C4-466-02 EXHIBIT A TO NONDISTURBANCE AND ATTORNMENT AGREEMENT LEGAL DESCRIPTION OF PROPERTY City's property of which the premises are a part is legally described as follows: 4375 Mesquite Avenue Palm Springs, CA 92263 APN: 680-020-051 All that real property located in the State of California, County of Riverside, described as follows: PARCEL 1• LOT 20 OF THE PALM VALLEY COLONY LANDS, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14, PAGE 652, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, BEING A PORTION OF SECTION 19, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF. EXCEPT ALL URANIUM, THORIUM, AND ALL OTHER MATERIALS DETERMINED PURSUANT TO SECTION 5(b) (1) OF THE ATOMIC ENERGY ACT OF 1946 (60 Stat. 761) TO BE PECULIARLY ESSENTIAL TO THE PRODUCTION OF FISSIONABLE MATERIALS CONTAINED IN WHATEVER CONCENTRATION, IN DEPOSITS IN THE LANDS COVERED BY THIS INSTRUMENT FOR THE USE OF THE UNITED STATES, TOGETHER WITH THE RIGHT OF THE UNITED STATES THROUGH ITS AUTHORIZED AGENTS OR REPR.ESENI'ATIVES AT ANY TT`,*_' TO ENTER UPON THE LAND AND PROSPECT FOR, MINE ARID REMOVE Sr ` E , M-� SING JUST COMPENSATION FOR ANY DAMAGE OR INJURY OCCASIONED THEREBY. HOWEVER, SUCH,LAND MAY BE USED, AND ANY RIGHTS OTHERWISE REQUIRED BY THIS DISPOSITION MAY BE EXERCISED, AS IF NO RESERVATION OF SUCH MATERIALS HAD BEEN MADE. ALSO EXCEPT THAT, WHEN SUCH USE RESULTS IN THE EXTRACTION OF ANY SUCH MATERIAL FROM THE LAND IN QUANTITIES WHICH MAY BE TRANSFERRED OR DELIVERED WITHOUT A LICENSE UNDER THE ATOMIC ENERGY ACT OF 1946, AS IT NOW EXISTS OR MAY HEREAFTER BE kli !ENDED, SUCH MATERIAL SHALL BE THE PROPERTY OF THE UNITED STATES ATOMIC ENERGY COMMISSION, AND THE COMMISSION YAY REQUIRE DELIVERY OF SUCH MATERIAL TO IT BY ANY POSSESSOR THEREOF AFTER SUCH MATERIAL HAS BEEN SEPARATED AS SUCH FROM THE ORES IN WHICH IT WAS CONTAINED. IF THE COMMISSION REQUIRES THE DELIVERY OF SUCH MATERIAL TO IT, IT SHALL PAY TO THE PERSON MINING OR EXTRACTING THE SAME, OR TO SUCH OTHER PERSON AS THE COMMISSION DETERMINES TO BE ENTITLED THERETO, SUCH SUMS, INCLUDING PROFITS, AS THE COMMISSION DEEMS FAIR AND REASONABLE FOR THE DISCOVERY, MINING, DEVELOPMENT, PRODUCTION, EXTRACTION, AND OTHER SERVICES PERFORMED WITH RESPECT TO SUCH MATERIAL PRIOR TO SUCH DELIVERY, BUT SUCH PAYMENT SHALL NOT INCLUDE ANY AMOUNT ON ACCOUNT OF THE VALUE OF SUCH MATERIAL BEFORE REMOVAL FROM ITS PLACE OF DEPOSIT IN NATURE. IF THE COMMISSION DOES NOT REQUIRE DELIVERY OF SUCH MATERIAL TO IT, THE RESERVATION HEREBY MADE SHALL BE OF NO FURTHER FORCE OR EFFECT. PARCEL 2: THAT PORTION OF LOTS 21, 22 AND 23 OF THE PALM VALLEY COLONY LANDS, IN THE CITY OF PAIAM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14, PAGE 652, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, BEING A PORTION O SECTION 19, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF, DESCRIBED AS FOLLOW: BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 21; THENCE SOUTH 00° 00' 35" WEST, ALONG THE EASTERLY LINE OF LOT 21, 1,317.77 FEET TO THE SOUTHEAST CORNER THEREOF; THENCE NORTH 890 51' 00" WEST ALONG THE SOUTHERLY LINE OF SAID LOT 21, 344.23 FEET TO A POINT OF INTERSECTION WITH THE SOUTHWESTERLY LINE OF THAT CERTAIN PARCEL OF LAND SHOWN AND DELINEATED AS PARCEL 6060-144 OF RECORD OF SURVEY, CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP ON FILE IN BOOK 57, PAGES 3 TO 16, INCLUSIVE, OF RECORDS OF SURVEY, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE NORTH 560 58' 44" WEST ALONG SAID SOUTHWESTERLY LINE, 1,998.52 FEET TO THE WESTERLY LINE OF LOT 23; THENCE NORTH 00 08, 53" EAST, ALONG SAID WESTERLY LINE, 236.10 FEET TO THE NORTHWEST CORNER OF LOT 23; THENCE SOUTH 89° 45' 51" EAST, ALONG THE NORTHERLY LINE OF SAID LOTS 21, 22 AND 23, 2,019.63 FEET TO THE POINT OF BEGINNING. PARCEL 3: THAT PORTION OF LOTS 11 AND 12 OF THE PALM VALLEY COLONY LANDS, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14, PAGE 652, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, BEING A PORTION OF SECTION 19, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF, DESCRIBED AS FOLLOWS: BEGINNING -AT THE SOUTI-7tTEST CORNER OF LOT 11; THENCE NORTH 00 00' 3 0 " EAST, ?..,ONG THE rPlESTERLY LINE OF SAID LOT 11, 412.65 FEET TO A POINT THAT BEARS SOUTH 00 00' 30" WEST, ALONG SAID WESTERLY LINE, 437.02 FEET FROM THE SOUTHEAST CORNER OF DRUM.MOND TRACT, IN THE CITY OF PALINI SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 32, PAGE 94, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE SOUTH 53° 38' 15" EAST, 534.94 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE in 05-466-02 NORTHEASTERLY, HAVING A RADIUS OF 500.00 FEET; THENCE SOUTHEASTERLY AND EASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 360 13 ' 15 " , 316.09 FEET TO A POINT OF CUSP WITH THE SOUTHERLY LINE OF SAID LOT 12, A RADI_L LINE PASSING THROUGH SAID POINT BEARS SOUTH 00 08' 30" WEST; THENCE NORTH 890 51' 30" WEST, ALONG THE SOUTHERLY LINE OF SAID LOTS 11 AND 12, 726.12 FEET TO THE POINT OF BEGINNING. -7- /! ! CM-` 166-02 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: Pacific Bell Mobile Services 2955 Redhill Avenue, Suite 100 Costa Mesa, CA 92626 Attn : Charles Vranek H.-4 5 9�_ . yy �-sG SPACE ABOVE THIS LINE FOR RECORDER'S USE NON -DISTURBANCE AND ATTORNMENT AGREEMENT FOR VALUABLE CONSIDERATION, RECEIPT OF WHICH IS CONCLUSIVELY ACKNOWLEDGED, THIS NON -DISTURBANCE AND ATTORNMENT AGREEMENT dated as of October 11 1996 is between PACIFIC BELL MOBILE SERVICES, a California Corporation ("Sublessee") and WELLS FARGO BANK, NATIONAL ASSOCIATION ("Master Lessor"). RECITALS A. Pacific Bell Mobile Services, a California Corporation ("Sublessee") and the City of Palm Springs, a municipal corporation ("Sublessor" or "City") have entered into a Sublease ("Sublease") of certain premises (the "Premises") owned by the City, but subject to a leasehold interest created pursuant to a Lease Agreement (Multiple Capital Facilities Project), dated as of October 1, 1996 ("Master Lease"), by and between the City, as lessee thereunder, and Wells Fargo Bank, National Association, as assignee of the original lessor thereunder ("Master Lessor"). The Premises form a portion of Master Lessor's property. B. Sublessee desires to possess the Premises for the term set forth in the Sublease without disturbance in the event the Master Lease is terminated for any reason (other than with the written consent of Sublessee). C. Subject to the terms and conditions set forth below, Master Lessor is willing to grant Sublessee the quiet enjoyment of the Premises during the term of the Sublease in the event the Master Lease is terminated for any such reason. The parties agree as follows: 1. The Sublessor and the Sublessee shall not enter into any agreement that amends the Sublease in any material way without Master Lessor's prior written consent. In the event that Master 14&0140&A-=130M27.1 ,iir0&% -1- CS-466-02 Lessor neither disapproves of nor provides its written consent to any such amendment within fifteen (15) days of notification by the. Sublessee, then such amendment shall be deemed to be approved. Any amendment of the Sublease in violation of this provision shall have no force or effect on Master Lessor. 2. In the event the Master Lease is terminated for any reason (other than with the written consent of Sublessee), Sublessee agrees to attorn to Master Lessor and to recognize Master Lessor as the sublessor under the Sublease, upon the terms and conditions and at the rental rate specified in the Sublease, and for the then remaining term of the Sublease. 3. Sublessee agrees to execute and deliver upon request of Master Lessor, any instrument in commercially reasonable form which may be necessary to evidence such attornment. 4. In the event the Master Lease is terminated, Master Lessor shall succeed to the interest of Sublessor under the Sublease and the Sublease shall remain in full force and effect for the full term thereof except that Master Lessor shall not be bound by any provision of the Sublease which materially increases Master Lessor's duties or obligations to Sublessee beyond those owed by Master Lessor to Sublessor under the Master Lease. (For purposes of the preceding sentence, the parties conclusively acknowledge that the continuation of Sublessee's right to possession of the Premises notwithstanding the termination of the Master Lease is not a material increase in Master Lessor's duties or obligations under the Master Lease.) 5. Master Lessor will not be: a. liable for any act or omission of Sublessor or any predecessor of Sublessor; b. subject to any offsets or defenses that . Sublessee may have against Sublessor or any predecessor of Sublessor; C. bound by any rent, additional rent or advance rent that Sublessee may have paid in advance to Sublessor or any predecessor of Sublessor, and all such rent will remain due and owing without regard to such advance payment. 6. All notices under this agreement will be in writing and will be considered properly given if mailed by first class United States mail, postage prepaid, registered or certified with return receipt requested, or if personally delivered to the intended addressee, or by prepaid telegram. Notice by mail will be effective two (2) days after deposit in the United States mail. 146/0140 4-OW1rsmnz7.1 ,1110&% -2- GK-466-02 Notice given in any other manner will be effective when received by the addressee. For purposes of notices, the addresses of Master Lessor and Sublessee are: To Master Lessor: Wells Fargo Bank, National Association 707 Wilshire Blvd. MAC 2818-111 Los Angeles, CA 90017 Attn: Corporate Trusts Department To Sublessee: Pacific Bell Mobile Services 2955 Redhill Avenue, Suite 100 Costa Mesa, CA 92626 Attn: Charles Vranek, Network Deployment Manager Master Lessor or Sublessee may change its address for notice to any other location within the continental United States by the giving of at least thirty (30) days notice in the manner set forth in this paragraph. ATTEST WITNESS Date: ATTEST WITNESS Date: CONSENTED TO BY AMERICAN MUNICIPAL BOND ASSURANCE CORPORATION, AS INSURER By: Title. MASTER LESSOR: WELLS FARGO BANK, NATIONAL ASSOCIATION By: Name: Title: SUBLESSEE: PACIFIC BELL MOBILE SERVICES, A CALIFORNIA CORPORATION By: �� r;L.��L;l�l��r ` l Name. Charl s Vranek Title: Network Deployment Manager H&OHOWOM15027M.1.tiio&% -3- Notice given in any other manner will be effective when received by the addressee. For purposes of notices, the addresses of Master Lessor and Sublessee are: To Master Lessor: Wells Fargo Bank, National Association 707 Wilshire Blvd. MAC 2818-111 Los Angeles, CA 90017 Attn: Corporate Trusts Department To Sublessee: Pacific Bell Mobile Services 2955 Redhill Avenue, Suite 100 Costa Mesa, CA 92626 Attn: Charles Vranek, Network Deployment Manager Master Lessor or Sublessee may change its address for notice to any other location within the continental United States by the giving of at least thirty (30) days notice in the manner set forth in this paragraph. ATTEST WITNESS, Date: ATTEST WITNESS Date: CONSENTED TO BY AMERICAN MUNICIPAL BOND ASSURANCE CORPORATION, AS INSURER By: Title. MASTER LESSOR: WELLS FARGO ASSOCIATION. By Name: — Title: - SUBLESSEE: , NATIONAL PACIFIC BELL MOBILE SERVICES, A CALIFORNIA CORPORATION By: Name: Charles Vranek Title: Network Deployment Manager 146/01408400015027327.1 all/061M -3- Notice given in any other manner will be effective when received by the addressee. For purposes of notices, the addresses of Master Lessor and Sublessee are: To Master Lessor: Wells Fargo Bank, National Association 707 Wilshire Blvd. MAC 2818-111 Los Angeles, CA 90017 Attn: Corporate Trusts Department To Sublessee: Pacific Bell Mobile Services 2955 Redhill Avenue, Suite 100 Costa Mesa, CA 92626 Attn: Charles Vranek, Network Deployment Manager Master Lessor or Sublessee may change its address for notice to any other location within the continental United States by the giving of at least thirty (30) days notice in the manner set forth in this paragraph. MASTER LESSOR: WELLS FARGO BANK, NATIONAL ASSOCIATION ATTEST WITNESS By: Name: Date: Title: SUBLESSEE: ATTEST WITNESS PACIFIC BELL MOBILE SERVICES, Date: A CALIFORNIA CORPORATION By: Name: Charles Vranek Title: Network Deployment Manager CONSENTED TO BY AMERICAN MUNICIPAL BOND ASSURANCE CORPORATION, AS INSURER 14&014094-0001/3077 M.1 ,i uDaro6 - 3 - GPI-466-02 STATE OF CALIFORNIA ) ss. COUNTY OF On " """ f"-. -,'r' I i ' -i -!L- , before me, personally appeared personally known to me (or pie _ tom" n..; ---e) to be the person (•s-) whose name ( &) .is /ire subscribed to the within instrumer�t and acknowledged to me that�'-h-e�shtl executed the same in his/4iGV4th"r authorized ca acit that b his '� �� p Y ( � ) , and Y�' ��'' , `-==..lr signaturefs) on the instrument the person{ -a) or the entity upon behalf of which the person(s-) acted, executed the instrument. Witness my hand and official seal. JOYC E A. THOiMA$ I, + Commisaon I?MAQXI ONW Notary Public - Ccesomto lot ry ubllc S ] orate County \ Comm. Expires Oct 22.1999 STATE OF CALIFORNIA ss. COUNTY OF On , before me, personally appeared personally known to me or proved to me on the basis of satisfac- tory 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. Witness my hand and official seal. (SEAL] Notary Public 1461014084-OW15027M.1 .l l/06r96 — 4 — STATE OF CALIFORNIA ss. COUNTY OF On , before me,L-� personally appeared �i4 �/? 43c1Ke,c� personally known to me (or proved to me on the basis of satisfac- tory evidence) to be the persons) 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. Witness my hand and official seal. (SEAL. Comm. t 9975M Moutrc puauc-rx�cro+� � � LM MOM E�insCWA* STATE OF CALIFORNIA COUNTY OF Notary PubYic ss. On , before me, personally appeared personally known to me (or proved to me on the basis of satisfac- tory 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. Witness my hand and official seal. (SEAL] Notary Public 14&0140&"M1r3027327.1 a11;061% —4— STATE OF NEW PORK ) ) ss. COUNTY OF NEW YORK ) On November 7, 1996, before me, Danielle Brackett, personally appeared Vfary P. INIcKeon, Esq. personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that she executed the same in her authorized capacity, and that by her signature on the instrument the person or the entity upon behalf of which the person acted, executed the instrument. Witness my hand and official seal. C�, otary Public DANIELLE E SRACl(ETT [Seal; Notary Public, State of New Ybrk No. 31.491WW Quailtfed In Now York Cowty� Commisslon Explras Dec 28, 19, 01-466-02 EXHIBIT A TO NONDISTURBANCE AND ATTORNMENT AGREEMENT LEGAL DESCRIPTION OF PROPERTY City's property of which the premises are a part is legally described as follows: 4375 Mesquite Avenue Palm Springs, CA 92263 APN: 680-020-051 All that real property located in the State of Califor^ia, Count_: of Riverside, described as follows: PARCEL 1s LOT 20 OF THE PALM VALLEY COLONY LANDS, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MA----' RECORDED IN BOOK 14, PAGE 652, OF MAPS, IN THE OFFICE OF TB�. COUNTY RECORDER OF SAN DIEGO COUNTY, BEING A PORTION OF SECTIO*; 19, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO MERIDI?��Ti, ACCORDING TO THE OFFICIAL PLAT THEREOF. EXCEPT ALL URANIUM, THORIUM, AND ALL OTHER MATERIALS DETERMINE PURSUANT TO SECTION 5(b) (1) OF THE ATOMIC ENERGY ACT OF 1946 (6' Stat. 761) TO BE PECULIARLY ESSENTIAL TO THE PRODUCTION 0= FISSIONABLE MATERIALS CONTAINED IN WHATEVER CONCEIv'TRATION, L; DEPOSITS IN THE LANDS COVERED BY THIS INSTRUMENT FOR THE USE OF THE UNITED STATES, TOGETHER WITH THE RIGHT OF THE UNITED STATES THROUGH ITS AUTHORIZED AGENTS OR REPRESENTATIVES AT ARTY TIME TO ENTER UPON THE LAND AND PROSPECT FOR, MINE AND REuOVE SAN!E, MAKING JUST COMPENSATION FOR A - NY DAMAGE OR INJURY OCC AS ION—ED THEREBY. HOWEVER, SUCH LAND MAY BE USED, zc'D mv- RIGHTS O-TH ,,i-SE REQUIR=I BY THIS D=SPOSITION MAY BE EXERCISED, AS IF NO RESERVAT=ON OF SL'C MATERIALS -LiD BEEN MADE. ALSO EXCEPT THAT, WHEN SUCH USE RESULTS IN THE EXTRACT=ON OF ANY SUCH MATER-AL, FROM THE LAND IN QUANTITIES WHICH MAY BE TRANSFERRED. OR OR DELIVERED WITHOUT A LICENSE UNDER THE ATOMIC ENERGY ACT OF 1946, AS =T NOW EXISTS OR MAY HEREAFTER BE AMENDED, SUCH MATERIAL SHA.7 L BE THE PROPERTY OF THE UNITED STATES ATOM=C EMNERG'-' COMMISSION, AND THE COMMISSION MAY REQUIRE DELIVERY OF SUCH MATERIAL TO IT BY ANY POSSESSOR THEREOF AFTER SUCH K:k,--ERIAW HAS BEEN SEPARA.TED AS SUCH FROM THE ORES IN WHICH IT WAS CONTAINED. IF THE COLNjSISSION REQUIRES THE DELIVERY OF SUCH M-ATERIAL TO IT, I- Si -LOLL PAY TO THE PERSON MINING OR EXTRACTING THE SAME, OR TO SUCH OTHER PERSON AS THE COMMISSION DETERMINES TO BE ENTITLED THERETO, SUCH SUMS, INCLUDING PROFITS, AS THE COMMISSION DEEMS FAIR AND REASONABLE FOR THE DISCOVERY, MINING, DEVELOPMENT, PRODUCTION, EXTRACTION, AND OTHER SERVICES PERFORMED WITH RESPECT SPECT TO SUCH. 01-466-02 MATERIAL PRIOR TO SUCH DELIVERY, BUT SUCH PAYMENT SHALL NOT INCLUDE AL�v AMOUNT ON ACCOUNT OF THE VALUE OF SUCH MATERIAL BEFORE t?----"4I0VAL FROM ITS PLACE OF DEPOSIT IN NATURE. IF THE COMMISSION DOES NOT REQUIRE DELIVERY OF SUCH MATERIAL TO IT, THE RESERVATION HEREBY MA!,-E SHALL BE OF NO FURTHER FORCE OR EFFECT. PARCEL 2 : THAT PORTION OF LOTS 21, 22 AND 23 OF THE PALM VALLEY COLONY LANDS, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14, PAGE 652, OF MAPS, IN T-E OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, BEING A PORTION OF SECTION 19, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF, DESCRIBED AS FOLLOW: BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 21; THENCE SOUTH 000 00' 35" WEST, ALONG THE EASTERLY LINE OF LOT 21, 1,317.77 FEET TO THE SOUTHEAST CORNER THEREOF; THENCE NORTH 89' 51' 00" WEST ALONG THE SOUTHERLY LINE OF SAID LOT 21, 344.23 FEET TO A POINT OF ItiTERSECTION WITH THE SOUTHWESTERLY LINE OF THAT CERTAIN PARCEL OF :.=2'1D SHOWN AND DELINEATED AS PARCEL 6 0 6 0 -144 OF RECORD 0_ SURVEY, CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP ON FILE IN BOOK 57, PAGES 3 TO 16, INCLUSIVE, OF RECORDS OF SURVEY, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE NORTH 56' 58' 44" WEST ALONG SAID SOUTHWESTERLY LINE, 1,998.52 FEET TO THE WESTERLY LINE OF LOT 23; THENCE NORTH 0' 0 8 ' 53" EAST, ALONG SAID WESTERLY LINE, 236.10 FEET TO THE NORTHWEST CORNER OF LOT 23; THENCE SOUTH 89' 45' 51" EAST, ALONG THE NORTHERLY LINE OF SAID LOTS 21, 22 AND 23, 2,019.63 FEET TO TPM POINT OF BEGINNING. =RCEL 3 T _?T PORTION OF LOTS 11 AND 12 OF THE PALM VALLEY COLONY LANDS, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STAT E OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14, PAGE 652, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, BEING A PORTION OF SECTION 19, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT 'THEREOF, DESCRIBED IS FOLLOWS: BEGINNING A: THE SOUTHWEST CORNER OF LOT 11; THENCE NORTH 0' 00' 3 " EAST, =_LONG THE WESTERLY LINE OF SAID LOT 11, 412.65 FEET TO A POINT THAT BEARS SOUTH 0' 00' 30" WEST, ALONG SAID ',�STERLY LINE, 437.02 FEET FROM THE SOUTHEAST CORNER OF DRUMMOND TRACT, IN THE C=='Y OF PAI-`? SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 32, PAGE 94, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE SOUTH 53" 38' 15" EAST, 53".94 FEET TO THE BEGINNING OF A TA'"G�1T CURVE CONCAVE 10 CM-466-02 NORTHEASTERLY, HAVING A RADIUS OF 500.00 FEET; THENCE SOUTHEASTERLY AND EASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 360 13' 15", 316.09 FEET TO A POINT OF CUSP WITH THE SOUTHERLY LINE OF SAID LOT 12, A RADIAL LINE PASSING THROUGH SAID POINT BEARS SOUTH 00 08' 30" WEST; 'THENCE NORTH 89" 51' 30" WEST, ALONG THE SOUTHERLY LINE OF SAID LOTS 11 AND 12, 726.12 FEET TO THE POINT OF BEGINNING. - 7- 604 SBA, Inc. • Wireless Communications Consultants National & International 2955 Redhill Avenue Costa Mesa, CA 92626 t_"�ff a=L November 27, 1996 DEC 05 1996 -r), Stan Wolcott Rutan & Tucker, LLP 611 Anton Boulevard Suite 1400 Costa Mesa, Ca. 92626-1998 Dear Mr. Wolcott: Enclosed are the copies of the two (2) separate Non -Disturbance and Attornment Agreements between the City of Palm Springs and Pacific Bell Mobile Services. The Agreements were recorded as Instrument Numbers 448512 (Wastewater Treatment Plant, dated September 1, 1989) and 448313 (Multiple Capital Facilities Project, dated October 1, 1996). The recording date for both agreements was November 25, 1996 in the County of Riverside. We sincerely appreciate your prompt attention in reviewing the documentation necessary to bring wireless communications to the City of Palm Springs. We anticipate a long and prosperous relationship. If you have any additional questions, don't hesitate to telephone me at 714-825- 8033, which is the Costa Mesa headquarters of SBA. dnSS',cerely, Banks SBA Inc. An Independent Contractor Representing PBMS JB/dm Enclosures CM-466-02 - 377183 RECORDING REQUESTED BY: RECEIVED FOR RECORD AT 8:00 O'CLOCK WHEN RECORDED, RETURN TO: OCT - 1 1996 RETURN TO: 7v MY CLERK Recorxd in Official Records CITY OF PAUM SPRINGS of Riverside County, California BOX 2743 / Recorder PALM SPRINGS, CA 92263 Fees $ rroperry ivianager MEMORANDUM OF LEASE AGREEMENT THIS MEMORANDUM OF LEASE AGREEMENT, made and entered into on this day of o September, 1996, by and between the City of Palm Springs, a Municipal corporation ("LESSOR") and Pacific Bell Mobile Services, a California corporation ("LESSEE"), of 2955 Redhill Avenue, Suite 100, Costa Mesa, CA 92626, WITNESSETH THAT: 1. LESSOR, on the terms and conditions set forth in an unrecorded document dated June 24, 1996, and entitled "Ground Lease Agreement," which terms and conditions are incorporated herein by reference, and in consideration of the rent and covenants therein provided, does hereby lease to LESSEE, and LESSEE hereby rents and accepts from LESSOR, certain real property located at 4365 E. Mesquite Avenue in the City of Palm Springs, County of Riverside, State of California, within the property of LESSOR which is described in Exhibit "A1" attached hereto and incorporated herein, together with an irrevocable, non-exclusive license (described herein below) for ingress and egress to and from the Property and a right-of-way to install and maintain utilities, for a term of fifteen (15) year commencing on July 1, 1996, which term is subject to extensions by LESSEE pursuant to Paragraph 3.B. of said unrecorded Ground Lease Agreement, which provides: "LESSEE is hereby granted options to extend this Lease on the same terms and conditions for two (2) additional five (5) -year periods after the original term expires by giving LESSOR written notice of its intention to do so at least ninety (90) days prior to the date that the then -current term would otherwise end. If LESSEE is in default on the date of giving the option notice and said default is not cured in a timely manner after written notice from LESSOR, the option notice shall be totally ineffective, er if LESSEE is in default or, the date the extended term is to commence and said default is not cured in a timely manner after written notice from LESSOR, the extended term shall not commence and this Lease shall expire at the end of the initial term or properly exercised extended term." 2. Paragraph 2.A. of said unrecorded Ground Lease Agreement provides: "In consideration of the lease payments by LESSEE to LESSOR as agreed to herein, LESSOR hereby leases the Property to LESSEE and grants to LESSEE an irrevocable, non-exclusive license during the term of this Lease for ingress and egress, including, but not limited to, access for vehicles and temporary parking, to and from the Property seven (7) days a week, twenty-four (24) hours a day. Notwithstanding the foregoing, LESSEE agrees, except in cases of emergency, to notify the Facilities Supervisor of LESSOR prior to exercising said access license and LESSEE agrees to cooperate with LESSOR in exercising said access license to the extent reasonably necessary for LESSOR to manage and operate LESSOR's Property. Notification of the Facilities Supervisor cf LESSOR may be made by telephone or electronic facsimile or in writing and is 9/11/96 8:27 AM CM-466-02 not required to conform to the requirements of Section I I of this Lease as it is for the purpose of facilitating the management and operation of LESSOR's Property. In connection therewith, LESSEE hereby acknowledges that LESSOR permits third parties to utilize LESSOR's Property from time to time and such use may from time to time temporarily interfere with access to the Property; provided, however, that LESSOR shall cooperate with LESSEE to ensure that LESSEE is provided with the access needed to use the Property for the purposes permitted hereunder and to use its best efforts to provide LESSEE with immediate access to the Property in cases of emergency." Paragraph 13.A. of said unrecorded Ground Lease Agreement provides, in part: "LESSOR represents, covenants and warrants that LESSEE, upon paying the rent and performing the covenants herein provided, shall peaceably and quietly have, hold and enjoy the Property. LESSOR agrees that no other commercial antenna structure(s) will be erected upon any portion of LESSOR's Property without LESSEE's prior written consent." 377183 IN WITNESS WHEREOF, LESSOR and LESSEE have duly executed this Memorandum of Lease Agreement on the day and year first above written. LESSOR: THE CITY OF PALM SPRINGS, all UZ Attest: Clerk LESSEE: PACIFIC BELL MOBILE SERVICES, a California corporation By: /I J�ml— JU Char es Vranek Network Deployment Manager [ACKNOWLEDGMENTS FOLLOW] ., 8:27 AM CALIFORNIA ALL-PURPM,6 ACKNOWLEDGMENT State of /4/ County of On , D to personally appeared personally known to me ELAINE L WEDEKIND COMM. # 1048B57 z z QMNotary Public — Colifomla izRIVERSIDE COUNTY Comm. Expires FEB 3, 1999 377133 __ the `-5640 oftlisfainta,y t;-idenee to be the persor6 whose name s@is re ubscribed to the within instrument and acknowledged to me that hellshdzthe xecuted the same in his/heioheir uthorized capacity and that by his/hdQ�ignature(Qon the instrument the person(Q or the entity upon behalf of which the person(Q acted, executed the instrument. WITNESS my hand and official seal. Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: 1 I Individual Corporate Officer Title(s): Partner — ❑ Limited ❑ General Attorney -in -Fact Trustee Guardian or Conservator Other: Signer Is Representing: RIGHT THUMBPRINT OF SIGNER .p of thumb here Signer's Name: Individual Corporate Officer Title(s): Partner — ❑ Limited ❑ General Attorney -in -Fact Trustee Guardian or Conservator Other: Signer Is Representing RIGHT THUMBPRINT OF SIGNER .. of thumb here 0 1995 National Notary Association • 8236 Remmet Ave., P.O. Box 7184 • Canoga Park, CA 91309-7184 Prod. No. 5907 Reorder: Call Toll -Free 1-800-876-6827 377183 STATE OF CALIFORNIA ) COUNTY OF 0P-A-t j&,f ) On 2,3, jjlG. before me, personally appeared jldgALr.,Es J- Vg,.4&jrK ,personally known to me (or 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/herhheir 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. WITI ESS my h^zd and cfficial seal. K;;I.R T commission 108M TED LSl1EKAWA Signature: &'W V s Z -lZ� G+Notary Pubilc # Calffomla Orange County My Comm. Expires Dec 17,1999 CM-466-02 EXHIBIT "Al" PARCELI: 377183 LOT 20 OF THE PALM VALLEY COLONY LANDS, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14, PAGE 652, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, BEING A PORTION OF SECTION 19, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF. EXCEPT ALL URANIUM, THORIUM, AND ALL OTHER MATERIALS DETERMINED PURSUANT TO SECTION 5(b) (1) OF THE ATOMIC ENERGY ACT OF 1946 (60 Stat. 761) TO BE PECULIARLY ESSENTIAL TO THE PRODUCTION OF FISSIONABLE MATERIALS CONTAINED IN WHATEVER CONCENTRATION, IN DEPOSITS IN THE LANDS COVERED BY THIS INSTRUMENT FOR THE USE OF THE UNITED STATES, TOGETHER WITH THE RIGHT OF THE UNITED STATES THROUGH ITS AUTHORIZED AGENTS OR REPRESENTATIVES AT ANY TIME TO ENTER UPON THE LAND AND PROSPECT FOR, MINE AND REMOVE SAME, MAKING JUST COMPENSATION FOR ANY DAMAGE OR INJURY OCCASIONED THEREBY. HOWEVER, SUCH LAND MAY BE USED, AND ANY RIGHTS OTHERWISE REQUIRED BY THIS DISPOSITION MAY BE EXERCISED, AS IF NO RESERVATION OF SUCH MATERIALS HAD BEEN MADE. ALSO EXCEPT THAT, WHEN SUCH USE RESULTS IN THE EXTRACTION OF ANY SUCH MATERIAL FROM THE LAND IN QUANTITIES WHICH MAY BE TRANSFERRED OR DELIVERED WITHOUT A LICENSE UNDER THE ATOMIC ENERGY ACT OF 1946, AS IT NOW EXISTS OR MAY HEREAFTER BE AMENDED, SUCH MATERIAL SHALL BE THE PROPERTY OF THE UNITED STATES ATOMIC ENERGY COMMISSION, AND THE COMMISSION MAY REQUIRE DELIVERY OF SUCH MATERIAL TO IT BY ANY POSSESSOR THEREOF AFTER SUCH MATERIAL HAS BEEN SEPARATED AS SUCH FROM THE ORES IN WHICH IT WAS CONTAINED. IF THE COMMISSION REQUIRES THE DELIVERY OF SUCH MATERIAL TO IT, IT SHALL PAY TO THE PERSON MINING OR EXTRACTING THE SAME, OR TO SUCH OTHER PERSON AS THE COMMISSION DETERMINES TO BE ENTITLED THERETO, SUCH SUMS, INCLUDING PROFITS, AS THE COMMISSION DEEMS FAIR AND REASONABLE FOR THE DISCOVERY, MINING, DEVELOPMENT, PRODUCTION, EXTRACTION, AND OTHER SERVICES PERFORMED WITH RESPECT TO SUCH MATERIAL PRIOR TO SUCH DELIVERY, BUT SUCH PAYMENT SHALL NOT INCLUDE ANY AMOUNT ON ACCOUNT OF THE VALUE OF SUCH MATERIAL BEFORE REMOVAL FROM ITS PLACE OF DEPOSIT IN NATURE. IF THE COMMISSION DOES NOT REQUIRE DELIVERY OF SUCH MATERIAL TO IT, THE RESERVATION HEREBY MADE SHALL BE OF NO FURTHER FORCE OR EFFECT. Page 1 of 2 4 9/11/96 8:27 AM CM-466-02 EXHIBIT "Al" PARCEL 2: 377183 THAT PORTION OF LOTS 21. 22 AND 23 OF THE PALM VALLEY COLONY LANDS, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14, PAGE 652, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, BEING A PORTION OF SECTION 19, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF, DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 21; THENCE SOUTH 00° 00' 35" WEST, ALONG THE EASTERLY LINE OF LOT 21, 1,317.77 FEET TO THE SOUTHEAST CORNER THEREOF; THENCE NORTH 890 51' 00" WEST ALONG THE SOUTHERLY LINE OF SAID LOT 21, 344.23 FEET TO A POINT OF INTERSECTION WITH THE SOUTHWESTERLY LINE OF THAT CERTAIN PARCEL OF LAND SHOWN AND DELINEATED AS PARCEL 6060-144 OF RECORD OF SURVEY, CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP ON FILE IN BOOK 57, PAGES 3 TO 16, INCLUSIVE, OF RECORDS OF SURVEY, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE NORTH 560 58' 44" WEST ALONG SAID SOUTHWESTERLY LINE, 1,998.52 FEET TO THE WESTERLY LINE OF LOT 23; THENCE NORTH 0° 08' 53" EAST, ALONG SAID WESTERLY LINE, 236.10 FEET TO THE NORTHWEST CORNER OF LOT 23; THENCE SOUTH 890 45' 51" EAST, ALONG THE NORTHERLY LINE OF SAID LOTS 21, 22 AND 23, 2,019.63 FEET TO THE POINT OF BEGINNING. PARCEL 3: THAT PORTION OF LOTS 11 AND 12 OF THE PALM VALLEY COLONY LANDS, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14, PAGE 652, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, BEING A PORTION OF SECTION 19, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 11; THENCE NORTH 00 00' 30" EAST, ALONG THE WESTERLY LINE OF SAID LOT 11, 412.65 FEET TO A POINT THAT BEARS SOUTH 00 00' 30" WEST, ALONG SAID WESTERLY LINE, 437.02 FEET FROM THE SOUTHEAST CORNER OF DRUMMOND TRACT, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 32, PAGE 94, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE SOUTH 530 38' 15" EAST, 534.94 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY, HAVING A RAIDUS OF 500.00 FEET; THENCE SOUTHEASTERLY AND EASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 360 13' 15", 316.09 FEET TO A POINT OF CUSP WITH THE SOUTHERLY LINE OF SAID LOT 12, A RADIAL LINE PASSING THROUGH SAID POINT BEARS SOUTH 0° 08' 30" WEST; THENCE NORTH 890 5F 30" WEST, ALONG THE SOUTHERLY LINE OF SAID LOTS 11 AND 12, 726.12 FEET TO THE POINT OF BEGINNING. Page 2 of 2 4 9/11/96 8:27 AM Pacific Bell Mobile Services Ground Lease Agreement Amend #1 AGREEMENT #3669 M06172, 6-17-98 FIRST AMENDMENT TO THE GROUND LEASE AGREEMENT THIS FIRST AMENDMENT TO THE GROUND LEASE AGREEMENT ("First Amendment") between PACIFIC BELL MOBILE SERVICES, A CALIFORNIA CORPORATION ("Lessee") and the CITY OF PALM SPRINGS, A MUNICIPAL CORPORATION ("Lessor") is dated as of this I day ofJ*ae,1998. ju.-{ RECITALS A. Lessor and Lessee have entered into that certain Ground Lease Agreement dated June 24, 1996 (the "Lease"). B. Lessor and Lessee now wish to amend the Lease pursuant to this First Amendment. NOW, THEREFORE, the Lease is hereby amended as follows: Exhibit "AT' of the Lease is hereby replaced in its entirety with the Exhibit "AT' attached hereto. 2. Exhibit "AY' of the Lease is hereby replaced in its entirety with the Exhibit "AY' attached hereto. Capitalized terms used in this First Amendment without definition shall have the meaning ascribed to such terms in the Lease. Except as amended by this First Amendment, all other provisions of the Lease shall remain in full force and effect. IN WITNESS WHEREOF, the parties have executed this First Amendment to the Ground Lease Agreement as of the date first above written. APPIPVED A TO FORM Ch Atto Date: APPROVED BY THE CITY COUNCIL D. • ATTEST WITNESS Date:. LESSOR CITY OF PALM SPRINGS A MUNI AL CORPORATI By: Name: Title: City Manager By:�Za L Name: Title: City Clerk LESSEE PACIFIC BELL MOBILE SERVICES, A CALIFORNIA CORPORATION By: _,/1 /J.. Name: Char rane Title:-Bi£eateF orlE��en Vice -President, Network PACIFIC*'CBE rwi LL EXHIBIT A2' Mobile Services PAGE 1 OF 5 PROJECT DATA DATE OF SURVEY: DECEMBER 18, 1995 PROJECT AREA: APPROXIMATELY 400 S.F. LEGAL DESCRIPTION ASSESSOR'S PARCEL NO.: 680-020-053 A PORTION OF LOTS 21, 22 AND 23 OF THE PALM VALLEY COLONY LANDS, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14, PAGE 652, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY. BENCHMARK NO. 19-13 EL = 369.12 2" C.P.S. BRONZE DISK STAMPED "C.P.S. B.M. 19-13 RESET 1975" SET IN N.N.E. RETURN MESQUITE AVENUE AND ANTENNA ELEVATION. BASIS OF BEARINGS THE BEARINGS SHOWN HEREON ARE BASED ON THE CENTERLINE OF MESQUITE AVENUE BEING NORTH 530 38' 23" WEST, AS SHOWN BY MAP ON FILE IN BOOK 87 OF MAPS AT PAGES 5-7, AND BOOK 86 OF MAPS AT PAGES 1-2 RECORDS OF RIVERSIDE COUNTY, CALIFORNIA. APPLICANT: PACIFIC BELL MOBILE SERVICES 2955 REDHILL AVENUE, SUITE 100 COSTA MESA, CALIFORNIA 92626 (714) 825-8017 RECORD OWNER: CITY OF PALM SPRINGS SEND COPY TO: ATTN: CITY MANAGER RUTAN AND TUCKER P.O. BOX 2743 P.O. BOX 1950 3200 EAST TAHQUITZ CANYON WAY 611 ANTON BLVD., 14TH FL. PALM SPRINGS, CALIFORNIA 92263 COSTA MESA, CA 92626 (619) 323-8265 ATTN: DAVID ALESHIRE, ESQ. ARCHITECT: SBA, INC. 2955 REDHILL AVENUE, SUITE 100 COSTA MESA, CALIFORNIA 92626 (714) 825-8051 ASSOCIATE ARCHITECT: BOJORQUEZ AND ANDERSON 3185 H AIRWAY AVENUE COSTA MESA, CALIFORNIA 92626 (714) 444-3030 LAND SURVEYOR: THE KEITH COMPANIES, INC. 22690 CACTUS AVENUE, SUITE 300 MORENO VALLEY, CALIFORNIA 92553 (909) 653-0234 PROJECT DESCRIPTION. THIS IS AN UNMANNED UTILITY SUBSTATION FOR (PCS) WIRELESS COMMUNICATIONS CONSISTING OF A BASE TRANSCEIVER STATION (BTS) UNIT MOUNTED ON A CONCRETE PAD AND INSTALLATION OF A MONOPOLE WITH A TOP MOUNTED ANTENNA ARRAY. CM-466-02 DEMUTH PARK 4375 EAST MESQUITE AVENUE PALM SPRINGS, CALIFORNIA 92263 60 FT. MONOPOLE ANTENNA INSTALLATION DOCUMENT DATE: 5/15/97 INITIALS: ' [PAURC ©BEL L. Mobile Services PROPOSED PBMS SITE LOCATION CM-466-02 DEMUTH PARK 4375 EAST MESQUITE AVENUE PALM SPRINGS, CALIFORNIA 92263 60 FT. MONOPOLE ANTENNA INSTALLATION DOCUMENT DATE: 5/15/97 INITIALS: EXHIBIT A2 PACE 2 OF 5 MUM M BELLS PROPOSED PBMS ACCESS/UTILITY EASEMENT 20.0' WIDE EXISTING BASEBALL FIELD EXISTING PARKING c Eel 10 EXHIBIT A2 PAGE 3 OF 5 F q EXISTING UTILTY VAULT AND I PULLBOX \ i i PROPOSED � UTILITY ROUTING EXISTING^^ r C\ ` EXISTING PROPERTY LINE EXISTING SOCCER FIELD CM-466-02 DEMUTH PARK 4375 EAST MESQUITE AVENUE PALM SPRINGS, CALIFORNIA 92263 60 FT. MONOPOLE ANTENNA INSTALLATION DOCUMENT DATE: 5/15/97 EXISTING SOCCER FIELD G PARKING L PROPOSED PBMS UTILITY EASEMENTS 5.0' WIDE PROPOSED PBMS LEASE AREA 20.0' X 20.0' PROPOSED PBMS ACCESS/UTILITY EASEMENT 20.0' WIDE INITIALS: cy- pGaQOM M BELLS S EXHIBIT Mobile Services PAGE 4 OF 5 5.0' I --- - ---� 1 0 1 Sri I 1 I 1 1 1 PROPOSED PBMS 1 1 UTILITY I EASEMENT 1 1 5.0' WIDE 1 I I I 1 1 1 I 1 1 1 i I I I 1 I I I 20.0' PROPOSED LIGHTS (18) TYPICAL PROPOSED PBMS LEASE AREA 20.0' X 20.0' PROPOSED PBMS ANTENNAS I (6) TYPICAL ORIENTATION: (0% 120', 240') PROPOSED CONCRETE PAD P 0 PROPOSED TELEPHONE N PANEL PROPOSED LIGHTING CONTROL/SWITCH BOX I PROPOSED ELECTRICAL I METER PEDESTAL 1 PROPOSED PBMS I BTS UNIT I 1 PROPOSED PBMS ACCESS/UTILITY I EASEMENT 1 1 20.0' WIDE 1 I I. -----�___ 20.0' 1 CM-466-02 DEMUTH PARK 4375 EAST MESQUITE AVENUE PALM SPRINGS, CALIFORNIA 92263 60 FT. MONOPOLE ANTENNA INSTALLATION DOCUMENT DATE: 5/15/97 INITIALS: CV• PROM 13 BELLS NORTH ELEVATION CM-466-02 DEMUTH PARK 4375 EAST MESQUITE AVENUE PALM SPRINGS, CALIFORNIA 92263 60 FT. MONOPOLE ANTENNA INSTALLATION DOCUMENT DATE: 5/15/97 INITIALS: EXHIBIT A2 PAGE 5 OF 5 lumti 'BMS PPORT 'BMS -TONE JG BOX RICAL }e — Z 1Nut NOYTN ITN i EXHIBIT "AT' N 00'02'24'E / 25L OS' .. / 24' / / O / C1 .._ / / ti�'Y4 PI ImLn Ln n m r V Z / F N N Lu / / 9 // kf / ur` / or FENCE —.---. jam— N 00'04'Ol•H I31& 7]' a y A' 6 um i �� N i ^� r1 o m © l u < Dmti N -p ry S -y m `J1 ,I! Z� ll (/-11um LJPLLe SBA Con.uulny S.nlu., Inc. " I mA o Z = s M'E I I N'1'EHNATIONAL, INC. Mobile Services UTA.D YU44 gvIWA 2.55 ...nYl nu. _ _ _ C.O. Y..a. C.►2626 fnai ....... 4420 ROSEWOOD OR. BLDG. 2, 4TH FLOOR > �.� e... -..N n. .25-.052 PLEASANTON, CALIFORNIA 94588 IAst ►L011(b:6- 66-1062 lost sYW11K: 12-16-93 PAGE I OF 2 a]Q3 ,pu�I AAg . 410 �p� y`aa Cltlix 0 y�g $g � R , �_ yy Y' UQOh" U AV$ U �zEmnl,i AV Cp 0 0 0 0 O 11 451 u Fsq i 3yy m9r y� A� Fin � pp g Z R� s g� n I e 11�gaHAIX � $ A"g F- ou EXHIBIT "A3" PAGE 2 OF 2 EL CIELO ROAD 2 N (1 Ivmy I 1 9, Z ��ll 10 AC o "1, 3 I D < 7 RAIL 1 L C C[ ! yC I C >Y A O► UU►YY{ 1 (1y y n >y o yAO(l n - �1n L 1 A=n m AZA =<=L Lmn Zq R. AaA> _ O Li ZZ [i 2S t Li Zi Z Li L ZL tZ eZ- Z<t '�1 2.125 uii K Pj p� �A l� Lin��mA>13 � �"-►i �I€u ig i � �!�I y g-I ay Ili h i§ Z� C C L I RL AI �L AC D'C Oy�YY f ►1 9 I L L L L L L L QL Ai �� @i �L Oy�yi ►9Z x �4.y a f r y y Y y"I y� �Y-H. m S : 'LS ' AY GW GIY.wdy �_ 8 �A+ " A 8 8 8 ' Y'. E�� y Chf 7= a �pY °A '� ° y ° y � � � � � �sl'Yn o ? " h,oY 3n $AuLma � a egg do :`Li o4 $i i� � 9 m ; �� Sm €m� R� GmAF A ° m A op 2 y jam Z9 A �wr g * m. 7. SIR It ^ ] 9 2 P '<qi� � j � pj pn f a n y:iip •AZ AA ^y 7C @ R R 7t iC R R ti 7C R R qit R IR 9R ;N N. T a�YY]p^ A9 p�y� 19 yyp pZA IZpn pZM yypA11 {pA �ZZgn (zqn fn In �Ip7n nA M �In n m �� >(t my ° 1 OR y yy yy y s� C L pyL°.y 2 �ftS'1 C L L L L C 2 L C _4L <2 umi ,AC "1 gyp* ,a 5t t s Y 51 4 Y ,� yx m�j jDjAi1 _, IA. 1}[i i' DAA(1> F° Gy 7�jp Oyi N. Yi'i i9Oy 4 S 5 a ,P a ,11 ^ A t yw Yy°YA ppR �tpL-1 4 Y wmY ^'�y aT AAa " u u 8 .• w '� wm n',�yr br V. u 1, 1 > A It ,�E G my S 8 �R;m4 vA .°A L mX� 30 IS at g <„ 1y�yp_m y A Tl ) _ °bU o °i 8 po a0 4 �=fR py Q i ob i i m m'P A wSNr A s DA RR A CLwsmi L yJ!E; FWA g R m Rj xA"t� ^o��€ o $Sr $ 8q ► ' nQyo; oR F 5 o $I, zym9G A A`s o 8 > A> ��3pp ,J1G A AM m v $ ^ ay Y �m mLA m 71 Y m A N= sod ° A� S13 G°�G°aCOG�OQ©L�Cdd® p a e m �n4q n< nG� Hm 1 SBA Cons,111,9 S•rvkc Inc. > .n r7> zs N KEI11i g�" c y _ p � ' Aaio Al, INC. „.,.•1 0.1k.: Mobile Services u .t t DmIt N w m 7953 lwnln A,...• C.. ..... CA l7676 z i11 3 °7S °0!' 4420 ROSEWOOD DR. BLDG. 2, 4TH FLOOR Qg yC 70 U� y 71• !7!-am i 1 O w w Ri E PLEASANTON, CALIFORNIA 94588 a _ P 7 7 e 1051 !ulW IIAL: 17-1l-q N/ Pacific Bell Mobile Services CM-466-02 Lease -Install Communications Equip @ DeMuth Park AGREEMENT #3669 GROUND LEASE AQRKKMENT M05649 , 6-12- 96 THIS GROUND LEASE ("Lease") made and entered into on this 24th day of .tune 1996, by and between the CITY OF PALM SPRINGS, a Municipal corporation ("LESSOR"), and PACMC BELL MOBILE SERVICES, a California corporation ("LESSEE"), of 2955 Redhill Avenue, Suite 100, Costa Mesa, CA 92626. WITNESSETH THAT: WHEREAS, LESSOR is the owner of that certain real property located at 4375 E. Mesquite Avenue, Palm Springs, California ("LESSOR`S Property"); and WHEREAS, LESSEE desires to lease a portion of LESSOR's Property, together with a license for access (including, but not limited to, access for vehicles and temporary parking) and a right-of-way for utilities ("Property"); NOW, THEREFORE, in consideration of the promises and of the mutual obligations and agreements herein contained, the parties hereby agree as follows: A. The legal description of LESSORSs Property is contained in Exhibit "A I" attached hereto and by this reference incorporated herein. B. The Property, which is the subject of this Lease, is contained within LESSOWs Property, is approximately three hundred sixty (360) square feet and is situated substantially as shown on Exhibit "A21' attached hereto and by this reference incorporated herein. C. LESSOR and LESSEE hereby agree that the Property, including a right of access thereto, may be surveyed by a licensed surveyor at the sole cost of LESSEE, and such survey shall then replace Exhibit "A2" and became a part hereof and shall control to describe the Property in the event of any discrepancy between such survey and the description contained in Paragraph I.B. above. A. In considerations of the lease payments by LESSEE to LESSOR as agreed to herein, LESSOR hereby leases the Property to LESSEE and grants to LESSEE an irrevocable, non-exclusive license during the term of this Lease for ingress and egress, including, but not limited to, access for vehicles and temporary parldng, to and from the Property seven (7) days a week, twenty-four (24) hours a day. Notwithstanding the foregoing, LESSEE agrees, except in cases of emergency, to notify the Facilities Supervisor of LESSOR prior to exercising said access license and LESSEE agrees to cooperate with LESSOR in exercising said access license to the extent reasonably necessary for LESSOR to manage and operate LESSOR's Property. Notification of the Facilities Supervisor of LESSOR may be made by telephone or electronic facsimile or in writing and is not required to conform to the requirements of Section 11 of this Lease as it is for the purpose of facilitating the management and operation of LESSOR's Property. In connection therewith, LESSEE hereby acknowledges that LESSOR permits third parties to utilize LESSOR's Property from time to time and such use may from time to time temporarily interfere with access to the Property; provided, however, that LESSOR shall cooperate with LESSEE to ensure that LESSEE is provided with the access needed to use the Property for the purposes permitted hereunder and to use its best efforts to provide LESSEE with immediate access to the Property in cases of emergency. S. LESSOR also grants LESSEE an irrevocable, non-exclusive easement to install and maintain utility wires, cables, conduits and pipes over, under and along a twenty (2o) -foot wide right-of-way over that portion of LESSOR's Property more particularly described or depicted on Exhibit "A3." Said easement shall automatically terminate upon the expiration or sooner termination of the Lease. CM-466-02 Ec Izi- T1[e W r m m : ► Ir : A. This Lease shall be for an initial term of fifteen (15) years beginning on July 1 _, 1996 ("Commencement Date") at an Annual Rent of Seven Thousand Two Hundred Dollars ($7,200), which rent shall be paid without demand, deduction or offset in equal monthly installments, in advance, on the first day of each month to LESSOR or such other person, firm or entity as LESSOR may, from time to time, designate in writing at least thirty (30) days in advance of any rent payment date. Notwithstanding the preceding, however, the parties have agreed that prior to and until LESSEE commences construction on the Property, the Annual Rent shall only be Two Thousand Four Hundred Dollars ($2,400), provided that the foregoing discount in Annual Rent shall terminate after three (3) months even if LESSEE has not commenced construction. B. LESSEE is hereby granted options to extend this Lease on the same terms and conditions for two (2) additional five (5) -year periods after the original term expires by giving LESSOR written notice of its intention to do so at least ninety (90) days prior to the date that the then -current term would otherwise end. If LESSEE is in default on the date of giving the option notice and said default is not cured in a timely manner after written notice from LESSOR, the option notice shall be totally ineffective, or if LESSEE is in default on the date the extended term is to commence and said default is not cured in a timely manner after written notice from LESSOR, the extended term shall not commence and this Lease shall expire at the end of the initial term or properly exercised extended term. C. The parties agree that Annual Rent shall be adjusted annually throughout the term of this Lease on each anniversary of the Commencement Date by the percentage change in the Consumer Price Index (1982-84 = 100) Urban Wage Earners and Clerical Workers - Los Angeles, Anaheim, Riverside ("Index") published for the month that is three (3) months preceding the adjustment date compared to the Index published twelve (12) months before the month that is three (3) months preceding the adjustment date. if the Index is discontinued or changed in such a way that it is impossible to obtain a continuous measurement of price changes, the Index shall be replaced by a comparable governmental index. U I'M A. LESSEE may use the Property for the purpose of constructing, maintaining and operating a communications facility, including required antennas, and for any other uses that are incidental thereto. The Property may be used by LESSEE for any lawful activity in connection with the provision of mobile/wireless communications services, including, without limitation, the transmission and reception of radio communications signals on various frequencies and the construction, maintenance and operation of communications facilities. LESSOR agrees, at no expense to LESSOR, to cooperate with LESSEE in making application for and obtaining all licenses, permits and any and all other necessary approvals that may be required for LESSEE's intended use of the Property. The parties understand and acknowledge that LESSEE will be installing transmitting facilities upon a light pole. The construction of LESSEE's facility shall be at LESSEE's sole expense. The facilities to be constructed by LESSEE upon the Property shall be subject to the prior written approval of LESSOR, which shall not be unreasonably withheld, and shall be designed and constructed in conformance with the requirements pertaining to the health, welfare or safety of employees or the public and the American with Disabilities Act. Upon LESSEE's completion of the installation of the pole, said pole will become the property of LESSOR. LESSEE shall provide and install, at no cost to LESSOR, three (3) strands of lights in a triangular form, providing light in a 360-degree orientation. LESSEE shall provide LESSOR with thirty (30) days' advancr, written notice of the commencement of construction so that LESSOR may post appropriate notices of non - responsibility. LESSEE shall keep the Property and LESSOR's Property free from any liens arising out of any work performed, material furnished, or obligation incurred by LESSEE or alleged to have been incurred by LESSEE. LESSEE shall keep, maintain and repair the Property and LESSEE's facilities and personal property located thereon in a good and sanitary order condition throughout the term. Should a situation arise that the LESSOR would have a need to relocate the communications facility, the facility shall be relocated at no cost to the LESSEE at a site to serve LESSEE's operational needs with the same utility as the existing site. 2 CM-466-02 B. It is understood and agreed that LESSEE's ability to use the Property is dependent upon LESSBRs obtaining all of the certificates, permits, licenses and other approvals that may be required from any federal, state or local authority and/or any easements that are required from any third parties. LESSOR shall cooperate with LESSEE, but at no expense to LESSOR, in its efforts to obtain such approvals and/or easements, and LESSOR shall take no action that will adversely affect the status of the Property with respect to LESSEE'S proposed uses thereof. If any application by LESSEE for any such eertiflcate, permit, license, easement or approval is finally denied or rejected, or if any such certificate, permit, license, easement or approval is canceled, expires, lapses or is otherwise withdrawn or terminated, or if due to technological changes LESSEE reasonably determines that it will be unable to use the Property for LESSEE's intended purposes, then LESSEE shall have the right to immediately terminate this Leese upon six (6) months' advance written notice. LESSOR hereby designates LESSEE as its agent for obtaining all certificates, permits (including, but not limited to, building permits), licenses and other approvals required in conjunction with the construction of the communication facility. C. LESSEE shall, at its sole cost and expense, comply with all of the requirements of all municipal, state and federal authorities now in force or which may hereafter be in force pertaining to the use of the Property by LESSEE, and shall faithfully observe in said use all municipal ordinances, ineluding, but not limited to, the General Plan and zoning ordinances, state and federal statutes, or other gov niniental regulations now in force or which shall hereinafter be in force. 5. TERMINATION A. LESSEE shall notify LESSOR of LESSEE'S exercise of its right to terminate this Lease for the reasons permitted under Paragraph 4.B. above, and this Lease shall terminate six (6) months after LESSOR's receipt of such notice. Such notice shall specify the reasons for said termination. Such termination shall relieve both parties of any further obligations under this Lemse, although each shall continue to have any and all remedies set forth herein for any breach of a lease obligation which occurred prior to the date of termination. B. Upon the expiration or termination of this Lease, LESSEE shall remove its personal property, facilities and fixtures and restore the Property to its original condition, reasonable wear and tear excepted. Any removal of facilities, fixtures and/or personal property from the Property shall be at LESSEE's expense and accomplished in a good and workmanlike manner. Any damage occasioned by such removal shall be repaired at LESSEES expense so that the Property can be surrendered in the same condition as when received and in good, clean and sanitary condition, reasonable use, wear and tear excepted. At LESSOR's option, when this Lease expires or is terminated and upon advance written notice to LESSEE, LESSEE shall leave LES SEE's improvements, other than its personal property and fixtures (including, but not limited to, communications equipment), to become the property of LESSOR. 6. UTILnWS LESSEE shall be responsible directly to the serving entities for all utilities required by LESSEE's use of the Property. Should electric power be provided by LESSOR, LESSEE will install an electric meter and LESSEE's usage shall be read by LESSOR or, at LESSOR's option, by LESSEE, on a monthly basis, and the cost of electricity used by LESSEE shall be paid by LESSEE to LESSOR as a payment separate from rent and shall be computed at the then -current public utility rate. A. Should LESSOR, at any time during the term of this Lease, sell, lease, transfer or otherwise convey all or part of the LESSOR's Property to any transferee other than LESSEE, then such transfer shall be under and subject to this Lease and all of LESSEE'S rights hereunder, and any transfer by LESSOR of any portion of LESSOR's Property underlying the easement herein granted shall be under and subject to the right of LESSEE in and to such easement. 3 CM-466-02 B. LESSEE shall not assign this Lease or sublet the Property, or any interest therein, without the prior written consent of LESSOR, which consent shall not be unreasonably withheld. For purposes of this Lease, an assignment shall be deemed to include the transfer to any person or group of persons acting in concert of more than twenty-five percent (25 %) of the present ownership and/or control of LESSEE, taking all transfers into account on a cumulative basis. Notwithstanding the foregoing, LESSEE shall have the right to assign this Lease or sublease all or any portion of the Property, without the consent of LESSOR, to any corporate affiliate of LESSEE or any purchaser of all or substantially all of LESSEE's stock or assets. Any such assignment, regardless of whether the consent of LESSOR is required, shall be subject to all of the terms and conditions of this Lease, including, but not limited to, any restriction on use pursuant to the provisions hereof, and the proposed assignee shall assume the obligations of LESSEE under this Lease in writing and in a form satisfactory to LESSOR. Consent by LESSOR to any assignment, subletting, occupation or use by another person shall not be deemed to be a consent to any subsequent assignment, subletting, occupation or use by another person. Any assignment or subletting requiring the consent of LESSOR made without the prior written consent of LESSOR shall be void and shall constitute a material breach of this Lease. Neither this Lease nor any interest therein shall be assignable as to the interest of LESSEE by operation of law. If LESSOR approves such assignment, LESSEE shall pay to LESSOR one- half (1/2) of any consideration received by LESSEE for such assignment. In addition, if LESSOR determines that the monthly rent payable to LESSOR under this Lease is less than the fair market rental value, as determined by LESSOR, LESSOR shall have the right to condition its approval to an assignment or subletting on the increase of monthly rent to the fair market rental value. 8. INDEMNITIES A. LESSEE, as a material part of the consideration to be rendered by LESSOR under this Lease, hereby waives all claims against LESSOR for damage to equipment or other personal property, fixtures and facilities in, upon or about the Property and for injuries to persons in or about the Property, from any cause arising at any time, except for claims arising out of the gross negligence or willful misconduct of LESSOR or its agents. LESSEE agrees to indemnify LESSOR, its officers, agents and employees against, and will hold and save them and each of them harmless from, any and all actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities (herein "claims or liabilities") that may be asserted or claimed by any persons, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities of LESSEE, its agents, employees, subcontractors or invitees, provided for herein, or arising from the use of the Property by LESSEE or its employees and invitees, or arising from the failure of LESSEE to keep the Property in good condition and repair, as herein provided, or arising from the negligent acts or omissions of LESSEE hereunder, or arising from LESSEE's negligent performance of or failure to perform any term, provision, covenant or condition of this Lease, whether or not there is concurrent passive negligence on the part of the LESSOR, its officers, agents or employees but excluding such claims or liabilities arising from the active negligence or willful misconduct of the LESSOR, its officers, agents or employees, and in connection therewith: (1) LESSEE will defend any action or actions fled in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys' fees, incurred in connection therewith; (2) LESSEE will promptly pay any judgment rendered against the LESSOR, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of LESSEE hereunder; and LESSEE agrees to save and hold LESSOR, its officers, agents and employees harmless therefrom; 4 CM-466-02 (3) In the event LESSOR, its officers, agents or employees, is made a party to any action or proceeding filed or prosecuted against LESSEE for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of LESSEE hereunder, LESSEE agrees to pay to LESSOR, its officers, agents or employees any and all costs and expenses incurred by LESSOR, its officers, agents or employees in such action or proceeding, including, but not limited to, legal costs and attorneys' fees. 9. INSURANCE A. LESSEE shall procure and maintain the following policies of insurance during the term of this Lease: (1) Personal Property Insurance. LESSEE, at its expense, shall maintain fire and extended coverage insurance written on a per -occurrence basis on its fixtures, equipment, personal property and facilities within the Property from loss or damage to the extent of their full replacement value. (2) General Liabilitx Insurance. During the entire term of this Lease, LESSEE shall, at the LESSEE's sole cost and expense, but for the mutual benefit of LESSOR and LESSEE, maintain comprehensive general liability insurance insuring against claims for bodily injury, death or property damage occurring in, upon or about the Property written on a per -occurrence basis in an amount not less than either (i) a combined single limit of $1,000,000 for bodily injury, death, and property damage, or (ii) bodily injury limits of $250,000 per person, $500,000 per occurrence and $500,000 products and completed operations and property damage limits of $100,000 per occurrence and $250,000 in the aggregate. (3) WorkersComvensation Insurance. LESSEE shall, at the LESSEE's sole cost and expense, maintain a policy of workers' compensation insurance in an amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for both the LESSEE and the LESSOR against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by the LESSEE in the course of conducting LESSEE's business in the Property. (4) General Provisions Avvlicable to LESSEE's Insurance. All of the policies of insurance required to be procured by LESSEE pursuant to this section shall be primary insurance and shall name the LESSOR, its officers, agents and employees as additional insureds. The insurers shall waive all rights of contribution they may have against the LESSOR, its officers, agents and employees and their respective insurers. All of said policies of insurance shall provide that said insurance may not be amended or cancelled without providing thirty (30) days' prior written notice by regular U.S. mail to the LESSOR. Prior to the Commencement Date or such earlier date as LESSEE takes possession of the Property for any purpose, and at least thirty (30) days prior to the expiration of any insurance policy, LESSEE shall provide LESSOR with certificates of insurance or appropriate insurance binders evidencing the above insurance coverages written by insurance companies acceptable to LESSOR, licensed to do business in the state where the Property is located and rated ANII or better by Best's Insurance Guide. In the event the Risk Manager of LESSOR ("Risk Manager") determines that (i) the LESSEE's activities in the Property create an increased or decreased risk of loss to the LESSOR, (ii) greater insurance coverage is required due to the passage of time or (iii) changes in the insurance industry require different coverages be obtained, LESSEE agrees that the minimum limits of any insurance policy required to be obtained by LESSEE may be changed accordingly upon receipt of written notice from the Risk Manager; provided that LESSEE shall have the right to appeal a determination of increased coverage by the Risk Manager to the City Council of LESSOR within thirty (30) days of receipt of notice from the Risk Manager. LESSOR and LESSEE hereby waive any rights each may have against the other on account of any loss or damage occasioned by property damage to the Property, its contents, or LESSEE's trade fixtures, facilities, fixtures or personal property arising from any risk generally covered by insurance against the perils of fire, extended coverage, vandalism, malicious mischief, theft, sprinkler leakage and earthquake damage. Each of the parties, on behalf of its respective insurance companies insuring such property of either LESSOR or LESSEE against such loss, waives any right of subrogation that it may have against the other. The foregoing waivers of subrogation shall be operative only so long as available in California and provided further that no policy is available in California and provided further that no policy is invalidated thereby. 5 CM-466-02 LESSEE and any affiliate of LESSEE shall have the right to self - insure with respect to any of the above insurance upon obtaining LESSOR'S approval, which approval shall be given or withheld at LESSORSs sole discretion. 10. LESSEE DEFAULTS A. The occurrence of any one or more of the following events shall constitute an "Event of Default" hereunder by LESSEE: (1) The failure by LESSEE to make any payment of rent or any other payment required to be made by LESSEE hereunder, as and when due, where such failure shall continue for a period of ten (10) days after written notice thereof is received by LESSEE from LESSOR. (2) The failure by LESSEE to observe or perform any of the express or implied covenants or provisions of this Lease to be observed or performed by LESSEE, other than as specified in Paragraph 10.A.(1) above, where such failure shall continue for a period of thirty (30) days after written notice thereof is received by LESSEE from LESSOR; provided, however, that it shall not be deemed an Event of Default by LESSEE if such default is not reasonably capable of being cured within said thirty (30) -day period and LESSEE shall commence to cure such failure within said thirty (30) -day period and thereafter diligently prosecute such cure to completion. (3) The abandonment of the Property by LESSEE. (4) The making by LESSEE of a general assignment for the benefit of creditors; the filing by LESSEE of a voluntary petition in bankruptcy or the adjudication of LESSEE as a bankrupt; the appointment of a receiver to take possession of all or substantially all the assets of LESSEE located at the Property or of LESSEE's leasehold interest in the Property; the filing by any creditor of LESSEE of an involuntary petition in bankruptcy which is not dismissed within sixty (60) days after filing; or the attachment, execution or other judicial seizure of all or substantially all of the assets of LESSEE or LESSEE's leasehold where such an attachment, execution or seizure is not discharged within sixty (60) days. B. In the event of any such default or breach by LESSEE, LESSOR may at any time thereafter, without further notice or demand, rectify or cure such default, and any sums expended by LESSOR for such purposes shall be paid by LESSEE to LESSOR upon demand and as additional rental hereunder. In the event of any such default or breach by LESSEE, (i) LESSOR shall have the right to continue the Lease in full force and effect and enforce all of its rights and remedies under this Lease, including the right to recover the rental as it becomes due under this Lease, or (ii) LESSOR shall have the right at any time thereafter to elect to terminate the Lease and LESSEE's right to possession thereunder. Upon such termination, LESSOR shall have the right to recover from LESSEE: (1) The worth at the time of award of the unpaid rental which had been earned at the time of termination; (2) The worth at the time of award of the amount by which the unpaid rental which would have been earned after termination until the time of award exceeds the amount of such rental loss that the LESSEE proves could have been reasonably avoided; (3) The worth at the time of award of the amount by which the unpaid rental for the balance of the term after the time of award exceeds the amount of such rental loss that the LESSEE proves could be reasonably avoided; and ' (4) Any other amount necessary to compensate the LESSOR for all the detriment proximately caused by LESSEFs failure to perform its obligations under the Lease or which, in the ordinary course of things, would be likely to result therefrom. The "worth at the time of award" of the amount referred to in subparagraphs (1) and (2) above shall be computed by allowing interest at three percent (3%) over the prime rate then being charged by Bank of America, N.A., but in no event greater than the maximum rate permitted by law. The worth at the time of award of the amount referred to 6 CM-466-02 in subparagraph (3) above shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (I %), but in no event greater than ten percent (10%). As used herein, "rental" shall include the monthly rental, other sums payable hereunder which are designated "rental" or "additional 'rental" and any other sums payable hereunder on a regular basis such as reimbursement for real estate taxes. Such efforts as LESSOR may make to mitigate the damages caused by LESSEE's breach of this Lease shall not constitute a waiver of LESSOR's right to recover damages against LESSEE hereunder, nor shall anything herein contained affect LESSOR`s right to indemnification against LESSEE for any liability arising prior to the termination of this Lease for personal injuries or property damage, and LESSEE hereby agrees to indemnify and hold LESSOR harmless from any such injuries and damages, including all attorneys' fees and costs incurred by LESSOR in defending any action brought against LESSOR for any recovery thereof, and in enforcing the terms and provisions of this indemnification against LESSEE. Notwithstanding any of the foregoing, the breach of this Lease by LESSEE, or an abandonment of the Property by LESSEE, shall not constitute a termination of this Lease, or of LESSEFs right of possession hereunder, unless and until LESSOR elects to do so, and, until such time, LESSOR shall have the right to enforce all of its rights and remedies under this Lease, including the right to recover rent and all other payments to be made by LESSEE hereunder as they become due. Failure of LESSOR to terminate this Lease shall not prevent LESSOR from later terminating this Lease or constitute a waiver of LESSOR's right to do so. C. Acceptance of rental hereunder shall not be deemed a waiver of any default or a waiver of any of LESSOR's remedies. 11. NOTICES All notices hereunder must be in writing and, unless otherwise provided herein, shall be deemed validly given if sent by certified mail, return receipt requested, addressed as follows (or to any other mailing address which the party to be notified may designate to the other party by such notice). Should LESSOR or LESSEE have a change of address, the other party shall immediately be notified as provided in this paragraph of such change. LESSEE: Pacific Bell Mobile Services 2955 Redhill Avenue, Suite 100 Costa Mesa, CA 92626 ATTN: Charles Vranek, Site Development Manager LESSOR: City of Palm Springs P. O. Box 2743 3200 E. Tahquitz Canyon Way Palm Springs, CA 92263 ATTN: City Manager with a copy to: Rutan & Tucker P. O. Box 1950 611 Anton Blvd., 14th Floor Costa Mesa, CA 92628 ATTN: David Aleshire, Esq. 12. HAZARDOUS SUBSTANCES A. LESSOR represents, warrants and agrees: (1) That, to the actual knowledge of Mr. Alan Denfeld, Director of the Parks, Recreation and Golf Division, neither LESSOR nor any third party has used, generated, stored or disposed of, or permitted the use, generation, storage or disposal of, any Hazardous Material (as defined in Paragraph 12.B. below) on, under, about or within the Property in violation of any law or regulation; and 7 • CM-466-02 (2) That LESSOR will not, and will not permit any third party to, use, generate, store or dispose of any Hazardous Material on, under, about or within the Property in violation of any law or regulation. LESSEE shall not engage in any activity on or about the Property that violates any Environmental Law and shall promptly, at LESSEE's sole cost and expense, take all investigatory and/or remedial action required or ordered by any governmental agency, LESSOR or Environmental Law for clean-up and removal of any contamination involving any Hazardous Material created or caused directly or indirectly by LESSEE. The term "Environmental Law" shall mean any federal, state or local law, statute, ordinance or regulation pertaining to health, industrial hygiene or the environmental conditions on, under or about the Property. LESSEE shall provide all notices required pursuant to the Safe Drinking Safety Code and Toxic Enforcement Act of 1986, California Health and Safety Code Section 25249.5 et sea. LESSEE shall provide prompt written notice to LESSOR of the existence of Hazardous Substances on the Property known to LESSEE and all notices of violation of the Environmental Laws received by LESSEE. LESSEE shall not bring any Hazardous Materials onto the Property except for those contained in its back-up power batteries (lead -acid batteries) and common materials used in telecommunications operations, e.g., cleaning solvents. LESSEE will treat, use, store and dispose of all Hazardous Materials brought onto the Property by it in accordance with all federal, state and local laws and regulations. LESSEE shall have the right to terminate this Lease if LESSEE reasonably concludes from environmental investigation(s) (including, but not limited to, a Phase I investigation) that a Hazardous Material is present on, about or around this Property; provided that LESSEE must exercise its right of termination within three (3) months of the commencement of this Lease unless such date is extended in writing by LESSEE and by LESSOR through the Director of Parks, Recreation and Golf. B. LESSOR and LESSEE each agree to defend, indemnify and hold harmless the other and the other's partners, affiliates, agents and employees against any and all losses, liabilities, claims and/or costs (including reasonable attorneys' fees and costs) arising from any breach of any representation, warranty or agreement contained in Paragraph 12.A. above. As used in Paragraph 12.A. above, "Hazardous Material" shall mean petroleum or any petroleum product, asbestos, any substance known by the State of California to cause cancer and/or reproductive toxicity, and/or any substance, chemical or waste that is identified as hazardous, toxic or dangerous in any applicable federal, state or local law or regulation. 13. MISCELLANEOUS PROVISIONS A. LESSOR represents, covenants and warrants that LESSEE, upon paying the rent and performing the covenants herein provided, shall peaceably and quietly have, hold and enjoy the Property. LESSOR agrees that no other commercial antenna structure(s) will be erected upon any portion of LESSOR's Property without LESSEE's prior written consent. LESSOR will not construct or operate, or permit to be constructed or operated, on LESSOR's Property any antenna structure or communications facility that interferes with LESSEE's use of the Property. B. LESSOR represents, covenants and warrants that LESSOR is seized of good and sufficient title to and interest in the Property and has full authority to enter into and execute this Lease. LESSOR further covenants that there are no undisclosed liens, judgments or impediments of title on the Property that would affect this Lease which are not disclosed in the preliminary title report obtained by LESSEE. Notwithstanding the foregoing, LESSEE understands and acknowledges that LESSOR shall from time to time allow third parties to use LESSOR's Property (excluding the Property). C. It is agreed and understood that this Lease contains all agreements, promises and understandings between LESSOR and LESSEE, and no verbal or oral agreements, promises or understandings shall or will be binding upon either LESSOR or LESSEE, and any addition, variation or modification to this Lease shall be void and ineffective unless made in writing and signed by the parties hereto. D. This Lease and the performance hereof shall be governed, interpreted, construed and regulated by the laws of the State of California. 0 CM-466-02 E. This Lease, and each and every covenant and condition herein, is intended to benefit the Property and shall extend to and bind the heirs, personal representatives, successors and assigns of the parties hereto. F. At LESSOR's option, this Lease shall be subordinate to any mortgage by LESSOR which, from time to time, may encumber all or any pact of the Property or of the easement, provided that every such mortgagee shall recognize (in writing and in a form acceptable to LESSEE's counsel) the validity of this Lease in the event of a foreclosure of LESSOR's interest and also LESSEE's right to remain in occupancy and have access to the Property so long as LESSEE is not in default of this Lease. LESSEE shall execute whatever instruments may reasonably be required to evidence this subordination. G. The parties agree that all of the provisions hereof shall be construed as both covenants and conditions, the same as if the words importing such covenants and conditions had been used in each separate paragraph. H. The language of all of the provisions hereof shall be construed simply and according to its fair meaning, and this Lease shall never be construed either for or against either party. I. If any portion of this Lease is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion shall be deemed modified to the extent necessary in such court's opinion to render such portion enforceable and, as so modified, such portion and the balance of this Lease shall continue in full force and effect. J. If either party institutes any action or proceeding in court to enforce any provision(s) hereof, or any action for damages by reason of any alleged breach of any of the provisions hereof, then the prevailing party in any such action or proceeding shall be entitled to receive from the losing party such amount as the court may adjudge to be reasonable attorneys' fees for the services rendered to the prevailing party, together with its other reasonable litigation costs and expenses. K. In addition to the other remedies provided for in this Lease, LESSOR and LESSEE shall be entitled to immediate restraint by injunction of any violation of any of the covenants, conditions or provisions herein contained. L. The captions of the sections in this Lease are for convenience of reference only and shall not affect the interpretation of this Lease or limit or amplify any of its terms or provisions. M. Upon the completion of a survey of the Property by LESSEE as described in Paragraph 2.A. above and upon the request of LESSEE, LESSOR shall execute before a notary and deliver to LESSEE for recording a "Memorandum of Lease Agreement" in the form of Exhibit "B" attached hereto and by this reference incorporated herein. N. In addition to all rentals herein reserved, LESSEE shall either pay directly to the taxing authority or pay to LESSOR, at the election of LESSOR, annual real estate taxes (including possessory interest taxes) and assessments levied upon the Property as well as taxes of every kind and nature levied and assessed in lieu of, in substitution for, or in addition to existing real property taxes no less than twenty (20) days prior to the delinquent date or, if LESSOR rather than LESSEE receives the tax bill, thirty (30) days after receipt of a tax statement from LESSOR, whichever is later. Even though the term of this Lease has expired and LESSEE has vacated the Property, when the final determination is made of LESSEE's share of such taxes and assessments, LESSEE shall immediately pay to LESSOR the amount of any additional sum owed. O. During the term hereof, LESSEE shall pay, prior to delinquency, all taxes assessed against and levied upon fixtures, furnishings, equipment and all other personal property of LESSEE contained in the Property, and, when possible, LESSEE shall cause said fixtures, furnishings, equipment and other personal property to be assessed and billed separately from the real property of LESSOR. 2 CM-466-02 P. LESSEE hereby acknowledges that late payment by LESSEE to LESSOR of rental or other sums due hereunder will cause LESSOR to incur costs not contemplated by this Lease, the exact amount of which is extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges. Accordingly, any payment of any sum to be paid by LESSEE not paid within ten (10) days of its due date shall be subject to a five percent (5 %) late charge. LESSOR and LESSEE agree that this Iate charge represents a reasonable estimate of such costs and expenses and is fair compensation to LESSOR for its loss suffered by such late payment by LESSEE. Q. Any sum to be paid pursuant to the terms of this Lease not paid when due shall bear interest from and after the due date until paid at a rate equal to three percent (3%) over the reference rate being charged by Bank of America, N.A. from time to time during such period so long as the rate does not exceed the maximum non -usurious rate permitted by law, in which case interest shall be at the maximum non -usurious rate allowed by law at the time the sum became due. R. In the event of a partial or total destruction of the Property during the term of this Lease which requires repairs to the Property or LESSEE's fixtures, improvements, facilities or personal property, LESSEE shall forthwith make said repairs pursuant to the terms and conditions of this Lease. No such partial destruction (including any destruction necessary in order to make repairs required by any declaration made by any public authority) shall in any way annul or void this Lease. However, if during the last two (2) years of the term of this Lease the Property is damaged to an extent in excess of twenty-five percent (25 %) of the then replacement cost, LESSEE may within thirty (30) days following the date such damage occurs terminate this Lease by written notice to LESSOR; provided that, however, LESSEE shall surrender the Property to LESSOR in the condition required by this Lease. If the Lease is not terminated because of said casualty, LESSEE shall promptly rebuild. If LESSEE elects to terminate this Lease, all rentals shall be prorated between LESSOR and LESSEE as of the date of such destruction. In respect to any partial or total destruction (including any destruction necessary in order to make repairs required by any such declaration of any authorized public authority) which LESSEE is obligated to repair or may elect to repair under the terms of this section, LESSEE waives any statutory right it may have to cancel this Lease as a result of such destruction. S. In the event a condemnation or a transfer in lieu thereof results in a taking of such a portion of the Property such that the Property may no longer be reasonably utilized as a communications facility, LESSEE may, upon written notice given within thirty (30) days after such taking or transfer in lieu thereof, terminate this Lease. LESSEE shall not be entitled to share in any portion of the award and LESSEE hereby expressly waives any right or claim to any part thereof. LESSEE shall, however, have the right to claim and recover, only from the condemning authority (but not from LESSOR), any amounts necessary to reimburse LESSEE for the cost of removing its facilities, personal property and fixtures. T. LESSEE shall permit LESSOR and its agents to enter into and upon the Property at all reasonable times after reasonable notice to LESSEE for the purpose of inspecting the same or for the purpose of posting notices of non -liability for alterations, additions or repairs. LESSOR shall be permitted to do any of the above without any rebate of rent and without any liability to LESSEE for any loss of occupation or quiet enjoyment of the Property thereby occasioned. U. The parties hereto agree that the State of California is the proper jurisdiction for litigation of any matters relating to this Lease, and service mailed to the address of tenants set forth herein shall be adequate service for such litigation. The parties further agree that Riverside County, California is the proper place for venue as to any such litigation and LESSEE agrees to submit to the personal jurisdiction of such court in the event of such litigation. V. LESSEE herein covenants by and for itself, its heirs, executors, administrators and assigns and all persons claiming under or through it, and this Lease is made and accepted upon and subject to the following conditions: That there shall be no discrimination against or segregation of any person or group of persons on account of race, sex, marital status, color, creed, national origin or ancestry, in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the Property herein leased, nor shall the LESSEE itself, or any person claiming under or through it, establish or permit any such practice or practices of discrimination 10 CM-466-02 third parties to utilize LESSOR's Property from time to time and such use may from time to time temporarily interfere with access to the Property; provided, however, that LESSOR shall cooperate with LESSEE to ensure that LESSEE is provided with the access needed to use the Property for the purposes permitted hereunder and to use its best efforts to provide LESSEE with immediate access to the Property in cases of emergency." 3. Paragraph 13.A. of said unrecorded Ground Lease Agreement provides, in part: "LESSOR represents, covenants and warrants that LESSEE, upon paying the rent and performing the covenants herein provided, shall peaceably and quietly have, hold and enjoy the Property. LESSOR agrees that no other commercial antenna structure(s) will be erected upon any portion of LESSOR's Property without LESSEE's prior written consent." IN WITNESS WHEREOF, LESSOR and LESSEE have duly executed this Memorandum of Lease Agreement on the day and year first above written. LESSOR: THE CITY OF PALM SPRINGS, a Municipal corporation By: City Manager Attest: City Clerk LESSEE: PACIFIC BELL MOBILE SERVICES, a California corporation By: Charles Vranek Site Development Manager EXHIBIT "B" Page 2 of 3 CM-466-02 "LESSOR" State of California ) ss. County of Riverside ) On before me, , personally appeared and , personally known to me or proved to me on the basis of satisfactory evidence to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in them authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument. WITNESS my hand and official seal. Signature I (Seal) "LESSEE" State of California ) ) ss. County of ) On before me, , personally appeared , personally known to me or proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. Signature (Seal) EXHIBIT "B" Page 3 of 3 CM-466-02 or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees, or subtenants in the Property. IN WITNESS WHEREOF, LESSOR and LESSEE have duly executed this Lease on the day and year first above written. 14x 10A THE CITY OF PALM SPRINGS, a LIU Att ' Clerk APPROVED AS TO FORM '+. .F.- 7 y •r] L� LESSEE: PACIFIC BELL MOBILE SERVICES, a California corporation By:14 Charles Vranek Site Development Manager APPRCuFn BY THE CITY COUNCIL Byir. 122P�9 11 CM-466-02 "LESSOR" State of California } ) ss. County of Riverside ) On before me, personally appeared and , personally known to me or proved to me on the basis o£ satisfactory evidence to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument. WITNESS my hand and official seal. Signature (Seal) "LESSEE" State of California ) ) ss. County of ._ 0&4"E ) On J IMC 241 I M. _ before me, 7EW 7L. A- , personally appeared C*+,iR.tES_ d&ALJ9K ____, personally known to me or proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. Signature &Iel a_ ----____-- (Seal) TM MSUMMA corn*don i 1Deoeo2 nlotary—c�romta 010ree My corrm B pWx D=17.1999 CM-466-02 EXHIBIT "A1" PARCELI: LOT 20 OF THE PALM VALLEY COLONY LANDS, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14, PAGE 652, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, BEING A PORTION OF SECTION 19, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF. EXCEPT ALL URANIUM, THORIUM, AND ALL OTHER MATERIALS DETERMINED PURSUANT TO SECTION 5(b) (1) OF THE ATOMIC ENERGY ACT OF 1946 (60 Stat 761) TO BE PECULIARLY ESSENTIAL TO THE PRODUCTION OF FISSIONABLE MATERIALS CONTAINED IN WHATEVER CONCENTRATION, IN DEPOSITS IN THE LANDS COVERED BY THIS INSTRUMENT FOR THE USE OF THE UNITED STATES, TOGETHER WITH THE RIGHT OF THE UNITED STATES THROUGH ITS AUTHORIZED AGENTS OR REPRESENTATIVES AT ANY TIME TO ENTER UPON THE LAND AND PROSPECT FOR, MINE AND REMOVE SAME, MAKING JUST COMPENSATION FOR ANY DAMAGE OR INJURY OCCASIONED THEREBY. HOWEVER, SUCH LAND MAY BE USED, AND ANY RIGHTS OTHERWISE REQUIRED BY THIS DISPOSITION MAY BE EXERCISED, AS IF NO RESERVATION OF SUCH MATERIALS HAD BEEN MADE. ALSO EXCEPT THAT, WHEN SUCH USE RESULTS IN THE EXTRACTION OF ANY SUCH MATERIAL. FROM THE LAND IN QUANTITIES WHICH MAY BE TRANSFERRED OR DELIVERED WITHOUT A LICENSE UNDER THE ATOMIC ENERGY ACT OF 1946, AS IT NOW EXISTS OR MAY HEREAFTER BE AMENDED, SUCH MATERIAL SHALL BE THE PROPERTY OF THE UNITED STATES ATOMIC ENERGY COMMISSION, AND THE COMMISSION MAY REQUIRE DELIVERY OF SUCH MATERIAL TO IT BY ANY POSSESSOR THEREOF AFTER SUCH MATERIAL HAS BEEN SEPARATED AS SUCH FROM THE ORES IN WHICH IT WAS CONTAINED. IF THE COMMISSION REQUIRES THE DELIVERY OF SUCH MATERIAL TO IT, IT SHALL PAY TO THE PERSON MINING OR EXTRACTING THE SAME, OR TO SUCH OTHER PERSON AS THE COMMISSION DETERMINES TO BE ENTITLED THERETO, SUCH SUMS, INCLUDING PROFITS, AS THE COMMISSION DEEMS FAIR AND REASONABLE FOR THE DISCOVERY, M [NING, DEVELOPMENT, PRODUCTION, EXTRACTION, AND OTHER SERVICES PERFORMED WITH RESPECT TO SUCH MATERIAL PRIOR TO SUCH DELIVERY, BUT SUCH PAYMENT SHALL NOT INCLUDE ANY AMOUNT ON ACCOUNT OF THE VALUE OF SUCH MATERIAL BEFORE REMOVAL FROM ITS PLACE OF DEPOSIT IN NATURE. IF THE COMMISSION DOES NOT REQUIRE DELIVERY OF SUCH MATERIAL TO IT, THE RESERVATION HEREBY MADE SHALL BE OF NO FURTHER FORCE OR EFFECT. PARCEL 2: THAT PORTION OF LOTS 21,22 AND 23 OF THE PALM VALLEY COLONY LANDS. IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14, PAGE 652, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, BEING A PORTION OF SECTION 19, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF, DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 21;17-U NCE SOUTH 00° 00' 35" WEST, ALONG THE EASTERLY LINE OF LOT 21, 1,317.77 FEET TO THE SOUTHEAST CORNER THEREOF: THENCE NORTH 890 51' 00" 'WEST ALONG THE SOUTHERLY LINE OF SAID LOT 21, 344.23 FEET TO A POINT OF INTERSECTION WITH THE SOUTHWESTERLY LINE OF THAT CERTAIN PARCEL OF LAND SHOWN AND DELINEATED AS PARCEL 6060-144 OF RECORD OF SURVEY, CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP ON FILE IN BOOK 57, PAGES 3 TO 16, INCLUSIVE, OF RECORDS OF SURVEY, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE NORTH 56° 58' 44" WEST EXHIBIT "Al" Page 1 of 2 CM-466-02 ALONG SAID SOUTHWESTERLY LINE, 1,998.52 FEET TO THE WESTERLY LINE OF LOT 23; THENCE NORTH 0° 08' S3" EAST, ALONG SAID WESTERLY LINE, 236.10 FEET TO THE NORTHWEST CORNER OF LOT 23, THENCE SOUTH 89" 45' 51" EAST, ALONG THE NORTHERLY LINE OF SAID LOTS 21, 22 AND 23, 2,019.63 FEET TO THE POINT OF BEGINNING. PARCEL 3: THAT PORTION OF LOTS 11 AND 12 OF THE PALM VALLEY COLONY LANDS, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14, PAGE 652, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, BEING A PORTION OF SECTION 19, TOWN&W 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 11; THENCE NORTH 0° 00' 30" EAST, ALONG THE WESTERLY LINE OF SAID LOT 11, 412.65 FEET TO A POINT THAT BEARS SOUTH 00 00' 30" WEST, ALONG SAID WESTERLY LINE, 437.02 FEET FROM THE SOUTHEAST CORNER OF DRUMMOND TRACT. IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 32, PAGE 94, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE SOUTH 53° 38' 15" EAST, 534.94 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY, HAVING A RADIUS OF 500.00 FEET; THENCE SOUTHEASTERLY AND EASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 36013' 15", 316.09 FEET TO A POINT OF CUSP WITH THE SOUTHERLY LINE OF SAID LOT 12, A RADIAL LINE PASSING THROUGH SAID POINT BEARS SOUTH 0' 08' 30" WEST; THENCE NORTH 89° 51' 30" WEST. ALONG THE SOUTHERLY LINE OF SAID LOTS II AND 12, 726.12 FEET TO THE POINT OF BEGINNING. EXHIBIT "Al" Page 2 of 2 J CM-466-02 EXHIBIT "A-2" r p Im?p [a CIFLO WQA° N i 1 w arre > c ® MA 3 rn T. T. D BASELINE > + w w m a t D z 1SF ^ L GENE AUTRY T"L If R i ss � ijg ar51 lR,7°Fg �� R :d A gg S ^ a 1 O ©®® O 644 ill IN ab 1vr x ae 10 a zli Iq �$d �d� d d �� d ��t �5• : �� a d xpp s�� "if-Rilljig d d � eat � ge a lc its- iq b is 3 j a r . , ~i „ 91 Jill Iswu PWMIONELLe 9 Min lWERNAKWtH TIONA4 INC. MOTs Services^r.A acesI� arir'w �iiif eis-e°OSost PIEASANTOK CCIlFOWA 94586 4420 �ON FLOOR �L aLC i LA4t ~Raw-0•" LAST rtotRR pros-M 1 npe liMeHli it-O." EXHIBIT "A-2" Page 1 of 2 J CM-466-02 EXHIBIT "A-T' APON a � e Ili 0 �I gI Yy l� y it �iSM00*0 ® t rrH KHT MATIONAL. 1NC. J 4 1n` n.hn are. ami r.� r NwoEry 05T raorIM u-m-„ r"I,urrur: er-e►" Mobile Services 4420 ROSEWOOD OR. BLDG, Z. 4TN FLOOR PIEASANIOK CAUFORMA 945M v EXHIBIT "A-2" Page 2 of 2 EXHIBIT "AY 7 -I T� I. -------- 3 �•m yo l•` C� f / / / q., n�im � ti� ■t r iin z PuaN POLE = z w y IS Ln I A N I/ IOIIVA VIITA / ye • A loll € ll gp © sr pQ INTIERNATIONA4 INC. ti.1..�a„Mobile Services r o g N RI' Cw4 w_ VA nEts j 4420 ROSEIM000 GIL tEDG. 2. ATM F100R jpgAll jk¢� rr b wOl l)1�1 H!•10l7 KEdMM CiARNIA : IAA YPM11O Y-p-a Um NORM O{-w•M EXHIBIT "AY CM-466-02 When recorded, return to: MEMORANDUM OF LEASE AGREEMENT THIS MEMORANDUM OF LEASE AGREEMENT, made and entered into on this day of , 1996, by and between the City of Palm Springs, a Municipal corporation ("LESSOR") and Pacific Bell Mobile Services, a California corporation ("LESSEE"), of 2955 Redhill Avenue, Suite 100, Costa Mesa, CA 92626, WI TNESSETH THAT: 1. LESSOR, on the terms and conditions set forth in an unrecorded document dated .Tune 24 ,1996, and entitled "Ground Lease Agreement," which terms and conditions are incorporated herein by reference, and in consideration of the rent and covenants therein provided, does hereby lease to LESSEE, and LESSEE hereby rents and accepts from LESSOR, certain real, property located at 4365 E. Mesquite Avenue in the City of Palm Springs, County of Riverside, State of California, within the property of LESSOR which is described in Exhibit "A 1" attached hereto and incorporated herein, together with an irrevocable, non-exclusive license (described herein below) for ingress and egress to and from the Property and a right-of-way to install and maintain utilities, for a term of fifteen (15) year commencing on July 1 _ , 1996, which term is subject to extensions by LESSEE pursuant to Paragraph 3.B. of said unrecorded Ground Lease Agreement, which provides: "LESSEE is hereby granted options to extend this Lease on the same terms and conditions for two (2) additional five (5) -year periods after the original term expires by giving LESSOR written notice of its intention to do so at least ninety (90) days prior to the date that the then -current term would otherwise end. If LESSEE is in default on the date of giving the option notice and said default is not cured in a timely manner after written notice from LESSOR, the option notice shall be totally ineffective, or if LESSEE is in default on the date the extended term is to commence and said default is not cured in a timely manner after written notice from LESSOR, the extended term shall not commence and this Lease shall expire at the end of the initial term or properly exercised extended term." 2. Paragraph 2.A. of said unrecorded Ground Lease Agreement provides: "In consideration of the lease payments by LESSEE to LESSOR as agreed to herein, LESSOR hereby leases the Property to LESSEE and grants to LESSEE an irrevocable, non-exclusive license during the term of this Lease for ingress and egress, including, but not limited to, access for vehicles and temporary parking, to and from the Property seven (7) days a week, twenty-four (24) hours a day. Notwithstanding the foregoing, LESSEE agrees, except in cases of emergency, to notify the Facilities Supervisor of LESSOR prior to exercising said access license and LESSEE agrees to cooperate with LESSOR in exercising said access license to the extent reasonably necessary for LESSOR to manage and operate LESSOR's Property. Notification of the Facilities Supervisor of LESSOR may be made by telephone or electronic facsimile or in writing and is not required to conform to the requirements of Section 11 of this Lease as it is for the purpose of facilitating the management and operation of LESSOR's Property. In connection therewith, LESSEE hereby acknowledges that LESSOR permits EXHIBIT "B" Page 1 of 3 third part,.,s to utilize LESSOR's Property from time to time and such use may from time to time temporarily interfere with access to the Property; provided, however, that LESSOR shall cooperate with LESSEE to ensure that LESSEE is provided with the access needed to use the Property for the purposes permitted hereunder and to use its best efforts to provide LESSEE with immediate access to the Property in cases of emergency." 3. Paragraph 13.A. of said unrecorded Ground Lease Agreement provides, in part: "LESSOR represents, covenants and warrants that LESSEE, upon paying the rent and performing the covenants herein provided, shall peaceably and quietly have, hold and enjoy the Property. LESSOR agrees that no other commercial antenna structure(s) will be erected upon any portion of LESSOR's Property without LESSEE's prior written consent." IN WITNESS WHEREOF, LESSOR and LESSEE have duly executed this Memorandum of Lease Agreement on the day and year first above written. LESSOR. - THE CITY OF PALM SPRINGS, a Municipal corporation City Manager Attest: _ City Clerk LESSEE: PACIFIC BELL MOBILE SERVICES, a California corporation EXHIBIT "B„ Page 2 of 3 Charles Vranek Site Development Manager /AIq "LESSOR" 114ZD State of California } } ss. County of Riverside } On before me, , personally appeared and , personally ]mown to me or proved to me on the basis of satisfactory evidence to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument. WITNESS my hand and official seal. Signature (Seal) "LESSEE" State of California } } ss. County of } On before me, , personally appeared , personally known to me or proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that -by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. Signature (Seal) t„t►t'rm� ""Of Attachment Giode : D590641 Master ID: 1358772, Certificate ID: 16978542 CITY OF PALM SPRINGS ATTN: PATRICIA A. SANDERS 3200 TAHQUITZ CANYON WAY PALM SPRINGS, CA 92262 IMPORTANT NOTICE Dear Certificate Holder for T-Mobile and its subsidiaries (including Sprint): In our continued effort to provide timely certificate delivery, Lockton Companies is transitioning to paperless delivery of Certificates of Insurance going forward. To ensure future renewals of this certificate, we need your email address. Please contact us via one of the methods below, referencing Certificate ID 16978542 -Email: stl-edeliveryglockton.com -Phone: 314-812-3888 If we do not receive your email address via one of the above methods prior to the client's next renewal, we will assume you no longer need the certificate. If you received this certificate through an internet link where the current certificate is viewable, we have your email and no further action is needed. The above inbox is for collecting email addresses for renewal electronic certificate delivery ONLY. You will not receive a response from this inbox. Thank you for your cooperation. Lockton Companies Lockton Companies Three CityPlace Dr_ , , . �. ii,, MO 63141-7088 314-432-0500 / lockton.com Attach"278 Master ID: 1358772, Certificate ID: 16978542 c 1 It is understood and agreed that: If the Named Insured has agreed under written contract to provide notice of cancellation to a party to whom the Agent of Record has issued a Certificate of Insurance, and if the Insurer cancels a policy term described on that Certificate of Insurance for any reason other than nonpayment of premium, then notice of cancellation will be provided to such Certificate holders at least 30 days in advance of the date cancellation is effective. If notice is mailed, then proof of mailing to the last known mailing address of the Certificate holder on file with the Agent of Record will be sufficient to prove notice. Anv failure by the Insurer to notify such persons or organizations will not extend or invalidate such This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective date of said policy at the hour stated in said policy, unless another Form No: CNA75014XX (01-2015) Policy No: 7012343900 Endorsement Effective Date: 05/01/2024 Policy Effective Date: 05/01/2024 Endorsement No: Page: 1 of 1 Underwriting Company: Continental Casualty Company © Copyright CNA All Rights Attachment Code: D559289 Master ID: 1358772, Certificate ID: 16978542 CFIVA Milk' s y AN yf:y l;; It is understood and agreed that: If you have agreed under written contract to provide notice of cancellation to a party to whom the Agent of Record has issued a Certificate of Insurance, and if we cancel a policy term described on that Certificate of Insurance for any reason other than nonpayment of premium, then notice of cancellation will be provided to such Certificateholders at least 30 days in advance of the date cancellation is effective. If notice is mailed, then proof of mailing to the last known mailing address of the Certificateholder on file with the Agent of Record will be sufficient to prove notice. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective date of said policy at the hour stated in said policy, unless another w �e 'r Form No: CNA68021XX (02-2013) Policy No: 7012343878 Endorsement Effective Date: 05/01/2024 Policy Effective Date: 05/01/2024 Endorsement No: Policy Page: Underwriting Company: Continental Casualty Company © Copyright CNA All Rights