HomeMy WebLinkAbout5/3/2017 - STAFF REPORTS - 5.B. ppALM S*
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°q<R"a % CITY COUNCIL STAFF REPORT
DATE: May 3, 2017 NEW BUSINESS
SUBJECT: APPROVAL OF AN AMENDED AND RESTATED WIRELESS
COMMUNICATIONS SITE LEASE AGREEMENT WITH STC ONE, LLC
FOR NON-EXCLUSIVE USE OF TOWER AND GROUND SPACE AT AN
EXISTING WIRELESS COMMUNICATIONS FACILITY AT 3111
TAHQUITZ CANYON WAY
FROM: David H. Ready, City Manager
BY: Community and Economic Development Department
SUMMARY
This item requests City Council consideration to approve an agreement for a wireless
communications facilities site lease with STC One, LLC, a Delaware limited liability
company, for non-exclusive use of tower and ground space at an existing City-owned
wireless communication tower located at 3111 Tahquitz Canyon Way (the existing tower
located at the CVEP building) for a total period of fifteen years (initial term of five (5)
years and two (2) five-year extension options).
STC One, LLC, is managed by Global Signal Acquisitions Il, LLC, a Delaware limited
liability company, which is a subsidiary of Crown Castle International Corporation, a
company with headquarters located in Houston, Texas, providing wireless
communication services throughout the United States; a complete listing of the
corporate officers for Crown Castle International Corporation is included as an
attachment to this report.
RECOMMENDATION:
1. Approve Agreement No. an Amended and Restated Wireless
Communications Facilities Site Lease by and between STC One, LLC, a Delaware
limited liability company and the City of Palm Springs for lease of tower and ground
space at an existing City owned wireless communication tower located at 3111
Tahquitz Canyon Way, for a period of fifteen (15) years (inclusive of an initial term of
five (5) years and two optional five (5) year extensions) (A4161); and
2. Approve a Memorandum of Amended and Restated Wireless Communications
Facilities Site Lease, and authorize the City Clerk to record with the Riverside
County Recorder's Office; and
3. Authorize the City Manager to execute all necessary documents.
ITEM NO. S
City Council Staff Report
May 3, 2017 -- Page 2
Wireless Communications Facilities Site Lease
STAFF ANALYSIS:
This amended and restated lease agreement provides for continued use of the City's
existing communication tower and ground space located at 3111 Tahquitz Canyon Way
(at the Coachella Valley Economic Partnership [CVEP] building). The City first entered
into a lease agreement with Cox PCS Assets, LLC, on October 20, 1999, for a period of
five years with two five year optional extensions (identified as Agreement No. 4041).
COX PCS Assets installed its communication equipment onto the City's tower, and its
equipment located in a secured room within the City-owned building known as the
"Spider Shack" at the communication tower. COX PCS Assets was later acquired by
Global Signal Acquisitions II, LLC, and exercised their optional five year term
extensions. The original lease agreement subsequently expired on October 19, 2014,
and Global Acquisitions II, LLC, remains on a month-to-month holdover lease during
negotiations with the City on the terms and conditions of a new lease agreement. The
requested action is to consider approval of an amended and restated lease agreement
with the current Lessee, STC One, LLC, for a period of five years with two (2) five-year
extension options.
An aerial photo showing the tower location is included as Figure 1, a street view photo
of the tower is included as Figure 2, and a 500 feet radius vicinity map is included as
Figure 3.
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Figure 1: Aerial Location Map
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City Council Staff Report
May 3, 2017 -- Page 3
Wireless Communications Facilities Site Lease
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Figure 2: Street View of Existing Tower (photo facing south)
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Figure 3: 500' Radius Map
The City currently holds several ground leases that were initiated in the 1990s with
tower management companies or wireless communication carriers for wireless towers.
In these earlier agreements, the initial monthly rental amount varies from $600 to $850
per month and the average length of the lease term varies from 15 to 30 years.
0kf' 3
City Council Staff Report
May 3, 2017 -- Page 4
Wireless Communications Facilities Site Lease
Because of the long terms of many of these early wireless communication ground lease
agreements, the only opportunity for increasing the lease rental rates was limited to the
Consumer Price Index (CPI) adjustment at the annual anniversary date which was
incorporated into the terms of these lease agreements. Increases of lease rental rates
have not reflected recent changes of the wireless communications market over the last
15 years. As a result, the older lease agreements became undervalued over the long
term as the general market growth has occurred at a much slower pace and with lesser
profitability than the wireless communications market.
Therefore, as these ground leases approach their expiration dates, the new agreements
are being negotiated to account for the unique nature of the wireless communication
tower market. The new agreement structure requires increased lease rents, shorter
terms, and provisions for re-evaluation of the market value if the term of the agreement
exceeds 10 years. In addition, the new lease form includes provisions for fees to be
collected by the City for co-location of wireless carriers and for City review, consent for
tower modifications, and assignment of the lease.
As a basis for comparison, in July 2014 the City negotiated a wireless tower ground
lease agreement at another site with Sprint PCS at a monthly lease rate of $2,950; the
current monthly rent on that wireless tower after consider annual CPI adjustments is
$3,038 per month. This was the basis of the City's negotiation with STC One, LLC, on
the new amended and restated lease agreement.
Staff recently conducted a survey of other cities within the Coachella Valley to compare
the rates being charged for wireless tower ground leases on city-owned property. The
starting rates charged by other valley cities vary from $1,500 to $3,000 per month as
shown in Table 1.
Table 1-Comparison of Wireless Tower Ground Leases by other Valley Cities
City Starting Lease Start Date Annual Current
Rate Escalator Lease
Rate
Cathedral $2,250 2010 3% $2,608
City $2,500 2015 3% $2,575
Palm Desert $1,500 2001 3% $1,984
$1,167 2002 3% $2,448
La Quinta $3,000 2010 3% $3,582
Indio $2,700 2011 3% $3,130
$1,500 Prior to 2009 unknown unknown
Research on other California cities revealed similar results with starting rents ranging
from $1,500 to $3,400 per month as shown in Table 2.
G04
City Council Staff Report
May 3, 2017-- Page 5
Wireless Communications Facilities Site Lease
Table 2-Comparison of Wireless Tower Ground Leases by other California Cities
City Starting Lease Base Year Annual Current Lease
Rate Escalator Rate
Avondale $1,500 2013 3.5% $1,721.28
Costa Mesa $2,000 2011 3% $2,388.10
Glendale $3,000 2010 4% $3,947.80
Orange County $3,333 2012 3% $3,864.24
Victorville $1,500 2010 3% $1,844.81
Sausalito $1,850 2009 CPI w/5% cap Unknown
Torrance $2,500 2015 Unknown Unknown
Southgate $1,500 2004 3% $2,202.80
$2,200 2015 4% $2,379.52
Long Beach $2,500 2013 3% $2,813.77
Beaumont $2,000 2015 Unknown Unknown
A side-by-side comparison of the key terms of the existing ground lease agreement with
STC One, LLC, and the proposed new agreement is provided in Table 3.
Table 3-Comparison of Original and Proposed Lease Terms
Original Lease Terms Proposed Lease Terms
Lessee Cox PCs STC One, LLC
Term 5 years with two 5-year 5 years with two 5-year
extension options extension options
Expiration Date of Lease October 19, 2014 15 years from execution
Initial Rent $750/month $3,038/month
Current Rent $1,097.10/month n/a
Additional Consideration for None $45,000 within 60 days of
Legal and Administrative full execution of lease
fees to consider, negotiate
and enter into Lease
Fees to City for $0 $500 or by amount as set
assignment, review, by City Council resolution
consent and/or other
requests
Annual Adjustments to rent Consumer Price Index Consumer Price Index
Renewal/Holdover upon 100% of rent at expiration 125% of rent at expiration
Expiration
G05
City Council Staff Report
May 3, 2017 -- Page 6
Wireless Communications Facilities Site Lease
ENVIRONMENTAL IMPACT:
The requested City Council action is not a "Project' as defined by the California
Environmental Quality Act (CEQA). Pursuant to Section 15378(a), a "Project' means the
whole of an action, which has a potential for resulting in either a direct physical change
in the environment, or a reasonably foreseeable indirect physical change in the
environment. The requested action is to approve a Lease Agreement for non-exclusive
use of tower and ground space at an existing communications facility, and is exempt
from CEQA pursuant to Section 15378(b), in that a "Project' does not include: (5)
Organizational or administrative activities of governments that will not result in direct or
indirect physical changes in the environment.
FISCAL IMPACT:
The new Amended and Restated Wireless Communications Facilities Site Lease by and
between STC One, LLC Lease Agreement establishes an initial rent of $3,038 per
month subject to annual increase by CPI. This exceeds the currently monthly rent of
$1,097.10 and will generate an increase in annual revenue of $23,292. Due to the prior
lease agreement expiring in 2014, and as a result of prolonged contract negotiations
between the City and STC One, LLC, agreement has been reached and the amended
lease includes a requirement for STC One, LLC, to pay the City a one-time lump sum
payment of $45,000 within 60 days of full execution of the amended lease agreement.
Revenues associated with leases of City-owned facilities are received in the General
Fund revenue account# 001-36105.
SUBMITTED:
Di hay Marcus L. Fuller, MPA, P.E., P.L.S.
Redevelopment Coordinator Assistant City Manager/City Engineer
David H. Ready, Es
City Manager
Attachments:
1. Amended and Restated Wireless Communications Facilities Site Lease Agreement
2. Memorandum of Amended and Restated Wireless Communications Facilities Site
Lease
3. Crown Castle International Corporate Officers
005
ATTACHMENT 1
007
CITY OF PALM SPRINGS
AMENDED AND RESTATED
WIRELESS COMMUNICATIONS FACILITIES SITE LEASE
This Amended and Restated Wireless Communications Facilities Site Lease (the "Lease") is made
and entered into this day of , 2017, ("Commencement Date") by and between the
CITY OF PALM SPRINGS, a Charter City under the laws of the State of California (herein
"LESSOR" or "City"), and STC ONE LLC, a Delaware limited liability company, registered in
California as Tower Company One LLC, by Global Signal Acquisitions II LLC, a Delaware
limited liability company, its attorney in fact (herein "LESSEE"). LESSOR and LESSEE are at
times hereinafter collectively referred to as "Parties" or individually as the "Party".
RECITALS
WHEREAS, LESSOR is the fee title owner of property located at 3111 East Tahquitz
Canyon Way in the City of Palm Springs, California (the 'Property") described more particularly
in Exhibit A attached hereto, which description is fully incorporated herein by this reference; and
WHEREAS, LESSOR previously entered into a Wireless Communications Facilities Site
Lease with Cox PCS Assets, L.L.C., a Delaware limited liability company, wholly owned by Cox
Commmunications PCS, L.P., a Delaware limited partnership, on October 20, 1999 regarding the
Property, which expired on October 19, 2014 ("Original Lease Agreement"); and
WHEREAS, Cox PCS Assets, L.L.C. subsequently assigned its rights and obligations
under the Original Lease Agreement to LESSEE; and
WHEREAS, LESSEE currently occupies the Premises as a holdover tenant under the terms
of the Original Lease Agreement and such holdover tenancy expires on the Commencement Date
of this Lease; and
WHEREAS, LESSOR and LESSEE desire to amend the Original Lease Agreement by
deleting the Original Lease Agreement in its entirety and replacing it with this Lease.
LEASE
NOW, THEREFORE, in consideration of the foregoing recitals and the mutual
covenants, conditions, and agreements contained herein, the receipt and sufficiency of which is
hereby acknowledged, the Parties to this Lease do hereby agree as follows:
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1. LEASED PREMISES:
1.1 DEMISE: LESSOR leases to LESSEE a portion of the Property as more
particularly described in Exhibit B (the "Premises"), attached hereto and
incorporated herein by this reference.
1.2 LESSEE ACCESS: LESSOR shall provide LESSEE, LESSEE's employees,
agents, and subcontractors access to the Premises after LESSEE provides LESSOR
with twenty-four (24) hours' notice. Provided, however, that in the event of an
"emergency or special circumstance", which would leave the Facilities inoperable
during normal non-business hours, LESSEE may access the Property to make
necessary repairs and shall provide notice to LESSOR as soon as reasonably
practicable. For purposes of this Lease, the phrase "emergency or special
circumstance" shall be interpreted to mean automobile accidents and natural
disasters, including, but not limited to flooding, wind, and earthquakes, or any
condition impacting the wireless services provided by the Facilities that could
endanger the property, life, health, or safety of any individual or entity.
2. USE OF LEASED PREMISES: To the extent provided in this Lease, LESSEE may use
the Premises to facilitate provision of wireless communication services, including the transmission
and the reception of communication signals of various frequencies. Subject to the terms and
conditions of this Lease, LESSEE may install, construct, maintain, repair, replace, remove, and
operate on the Premises the communications and other facilities ("Facilities") depicted and/or
described in general in Exhibit C, attached hereto and incorporated herein by reference, as
approved by LESSOR in writing prior to taking such actions, which approval shall not be
unreasonably withheld, conditioned or delayed. In the event LESSOR fails to respond to a request
to modify, alter, add, replace, remove or maintain wireless communications facilities located
within the Property within thirty(30) days of the request, the request shall be deemed approved. If
requested by LESSEE, LESSOR, at LESSEE's sole cast and expense, shall reasonably cooperate
with LESSEE in LESSEE's efforts to obtain or maintain all documents required by any
governmental authority in connection with any development of, or construction on, the Premises,
including documents necessary to petition the appropriate public bodies for certificates, permits,
licenses and other approvals deemed necessary by LESSEE to utilize the Premises for the
purposes authorized herein.
3. LEASE TERM:
3.1 INITIAL TERM: The initial term of this Lease shall commence on the
"Commencement Date" and shall continue for five (5) years from that date (the
"Initial Term") unless terminated earlier pursuant to Section 8 hereinbelow.
3.2 RENEWAL TERM: LESSOR grants LESSEE an option to renew this Lease for
two (2) additional terms of five (5) years each (each a "Renewal Term"). To
exercise the option to renew this Lease for the first and second Renewal Terms,
LESSEE shall provide LESSOR with written notice of its intention to renew the
Lease not less than sixty(60) days prior to the expiration of the Initial Term or first
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Renewal Term, in accordance with Section 4.3 below. The Initial Term and the
Renewal Terms shall be collectively referred to herein as the "Term."
4. PAYMENT OF RENT: At the Commencement Date, LESSEE agrees to pay to LESSOR,
the amounts set forth in this Section, each month in advance, on the first of each month, as rental
for the Premises for the Term of the Lease, payable to the City of Palm Springs, 3200 East
Tahquitz Canyon Way, Palm Springs, California 92262, Attn: Accounts Receivable, Finance
Department. In addition, LESSEE agrees to do and perform all other covenants and agreements
contained in this Lease.
4.1 BASE RENTAL PAYMENT: LESSEE shall pay LESSOR Three Thousand Thirty-
Eight and 00/100 Dollars ($3,038.00) per month (the "Base Rental'). If the
Commencement Date is a date other than the first day of the month, the Base
Rental for the first calendar month shall be paid on the Commencement Date and
prorated on the basis of the number of actual days in such partial month.
4.2 COST OF LIVING ADJUSTMENT: The Base Rental shall be automatically
adjusted on each anniversary of the Commencement Date in (i) an amount equal to
the increase in the Consumer Price Index published by the United States
Department of Labor, Bureau of Labor Statistics (1982-1984 = 100) [the "CPI"] for
"All Items - All Urban Consumers", for the Los Angeles-Anaheim-Riverside
Metropolitan Statistical Area, during the preceding twelve (12) month period; or
(ii)three percent (3%), whichever is greater. The base month for increases under
this Section shall be the most recently measured twelve (12) month period prior to
the commencement of each annual anniversary of the Commencement Date.
4.3 RENEWAL TERM RENT: If LESSEE elects to renew this Lease for the first and
second five-year Renewal Terms in accordance with Section 3.2 above, LESSOR
shall obtain an independent valuation of the Premises to determine the fair market
value (the "Appraisal'). The Appraisal of the Premises shall be made by a
professional independent real estate appraiser selected by mutual consent of the
Parties. In the event the Parties cannot reach agreement upon the selection of a
mutually acceptable appraiser, within fifteen (15) days, then LESSOR and LESSEE
shall within fifteen (15) days thereafter, each select an appraiser who in turn will
select a third independent appraiser who will be employed to make the Appraisal.
In the event that the two selected appraisers fail to mutually select a third appraiser
within fifteen (15) days, then the third appraiser shall be promptly determined in
accordance with the rules of the American Arbitration Association. LESSOR and
LESSEE will share equally in the cost of the Appraisal. LESSOR may, in its
discretion, elect to make use of the appraised value as the new rent amount,
effective upon the commencement of the first or second renewal term ("Rent
Escalation Date"), in lieu of the then-existing rent amount and in lieu of the annual
rent increase scheduled to occur on that date. In the event LESSOR elects to
make use of the appraised value as the new rent, then at any time during the
remaining Term of this Lease, LESSEE may terminate this Lease upon ten (10)
days' prior written notice to LESSOR.
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4.4 LATE CHARGE: LESSEE acknowledges that late payment by LESSEE to
LESSOR of Base Rental will cause LESSOR to incur costs not contemplated by
this Lease, the exact amount of such costs being extremely difficult and
impracticable to fix. Such costs include, without limitation, processing and
accounting charges. Therefore, if any installment of Base Rental due from
LESSEE is not received by LESSOR within ten (10) days of becoming due,
LESSEE shall pay to LESSOR an additional sum of three percent (3%) per month
of the overdue Base Rental as a late charge. The Parties agree that this late charge
represents a fair and reasonable estimate of the costs that LESSOR will incur by
reason of such late payment by LESSEE. Acceptance of any late charge shall not
prevent LESSOR from exercising any of the other rights and remedies available to
LESSOR.
4.5 ADDITIONAL CONSIDERATION: As consideration to LESSOR for entering
into this Lease, in addition to the rental payments specified above, within sixty(60)
days of the full execution of this Lease, LESSEE shall pay to the LESSOR the one-
time sum of Forty-Five Thousand and 00/100 Dollars ($45,000.00) ("Additional
Consideration"), which shall be deemed the cost to LESSOR of the legal fees and
administration required to consider, negotiate, and enter into this Lease. Such
payment shall not be refunded or reimbursed to LESSEE for any reason, regardless
of whether LESSEE terminates the Lease pursuant to its provisions or proceeds
with construction of the Facilities.
4.6 VERIFICATION OF RENT: Once per calendar year, LESSOR may submit a
written request to LESSEE for a business summary report pertaining to LESSEE's
rent obligations for the prior twelve (12) month period, and LESSEE shall provide
such written accounting to LESSOR within sixty (60) days after LESSEE's receipt
of such written request.
5. PROPERTY TAXES: LESSEE recognizes and understands that this Lease may create a
possessory interest subject to property taxation pursuant to Revenue and Taxation Code Section
107.7 and that LESSEE may be subject to the payment of property taxes levied on such interest.
LESSEE shall timely pay all property taxes and assessments directly attributable to LESSEE's
possessory interest. In no event shall LESSOR be liable for any taxes owed as a result of this
Lease. If LESSEE fails to make property taxes and assessments when due, LESSOR may, but
shall not be obligated to, pay such amounts, and LESSEE shall reimburse LESSOR all such
amounts plus LESSOR's reasonable administrative costs of such payments and collection costs, if
any.
6. LESSOR INSPECTION AND ENTRY; ACCESS FOR INSPECTIONS:
6.1 LESSOR and/or its authorized representatives shall have the right to enter the
Premises upon reasonable prior notice to LESSEE (which shall not be less than
twenty-four (24) hours unless LESSOR determines that exigent circumstances
warrant a shorter period of time, so long as such entrance does not unreasonably
interfere with LESSEE's use of the Premises):
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A. To determine whether the Premises are in good condition and whether
LESSEE is complying with its obligations under this Lease.
B. To do any necessary maintenance and to make any restoration to the
Premises that LESSOR has the right or obligation to perform.
C. To serve, post, or keep posted any notices required or allowed under the
provisions of this Lease.
D. To run electric or telephone conductors, pipes, conduits, or ductwork where
necessary or desirable over, under, or through the Premises in a manner
which will not unreasonably interfere with LESSEE's use of the Premises.
6.2 LESSOR shall not be liable in any manner for any inconvenience, disturbance, loss
of business, or nuisance arising out of LESSOR's entry on the Premises as provided
in this Section, except for damage resulting from the acts or omissions of LESSOR
or its authorized representatives. LESSEE shall not be entitled to an abatement or
reduction of rent if LESSOR exercises any rights reserved in this Section.
7. CONSTRUCTION AND MAINTENANCE OF FACILITIES AND PREMISES:
7.1 LESSEE'S CONSTRUCTION: LESSEE shall have the right to install, construct,
maintain, repair, replace, remove, and operate the Facilities on the Premises that are
depicted in Exhibit C. The Parties intend that the antennas and appurtenances
related thereto which are a part of the Facilities shall be constructed and
maintained: (1) on the designated ten (10) foot span of the existing City-owned
radio tower; (2) in such manner as to make the cabinetry reasonably blend into the
surroundings; and (3) in such a manner that the Facilities will not unreasonably
interfere with the LESSOR's use of the Property for LESSOR's purposes.
Therefore, construction by LESSEE of any improvement, structure or work on the
Premises shall be permitted only upon the express written consent of the LESSOR,
which consent shall not be unreasonably withheld, conditioned or delayed.
7.2 CONSTRUCTION OF IMPROVEMENTS:
A. LESSEE's Improvements. All improvements to the Premises shall be made
in a good and workmanlike manner, at LESSEE's expense, in accordance
with the requirements of all laws, ordinances, and regulations applicable
thereto, including zoning requirements and building code requirements of
the City of Palm Springs, and any municipal or other governmental agency
having jurisdiction over the Premises and Facilities at the time the
improvements are constructed. LESSOR agrees to cooperate with LESSEE
in connection with applying for any municipal permits for the construction
of the aforementioned improvements. It is understood and agreed that such
cooperation shall not be implied to include any expenditures of funds on the
part of LESSOR or any implied promise or warranty that such permits,
discretionary, or otherwise, will be issued to LESSEE. LESSEE shall
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provide reasonable notice to LESSOR prior to entering the Premises for
purposes of constructing the Facilities, and shall coordinate the scheduling
and logistics of same with the LESSOR to avoid any interference with
LESSOR's operations. Once construction commences, any and all
improvements made by LESSEE with respect to the installation of the
Facilities shall be diligently pursued to completion.
B. LESSOR's Improvements. LESSOR shall have the right to collocate
wireless communications equipment on the Facilities located on the
Premises, free of charge, solely for LESSOR's own use in connection with
police, fire, rescue and emergency broadcasting systems during the Term if
space is available and subject to the provisions of this Section. LESSOR's
written request to collocate shall be submitted to LESSEE along with the
project description (the "Collocation Request"). LESSEE, in its sole
discretion, shall determine the availability of space at the Facilities and will
send LESSOR written notice regarding such availability. If LESSOR
exercises its right to collocate pursuant to this Section, LESSOR shall
execute and deliver to LESSEE the Tower License Agreement template in
use at that time. LESSOR and LESSEE agree to expeditiously execute said
Tower License Agreement in the form presented. LESSEE agrees that
LESSOR shall be entitled to utilize the Facilities without paying a Basic
Monthly Consideration as defined in the Tower License Agreement. All
improvements to the Facilities shall be made in a good and workmanlike
manner, at LESSOR's expense, in accordance with the requirements of all
laws, ordinances, and regulations applicable thereto. Once construction
commences, any and all improvements made by LESSOR with respect to
the installation of the Facilities shall be diligently pursued to completion.
7.3 MECHANIC'S LIENS: LESSEE shall not allow or permit to be enforced against
the Premises, or any part thereof, and shall defend, indemnify, and hold LESSOR
harmless from any mechanic's, material suppliers', contractors', tax, or
subcontractors' liens arising from any claim, for damage, or growing out of the
work of any construction, repair, restoration, replacement, or improvement made by
or alleged to have been made by or on behalf of LESSEE. LESSEE shall pay or
cause to be paid all of such liens, claims, or demands before any action is brought
to enforce the same against the Premises. If LESSEE shall in good faith contest the
validity of any such claim, lien, or demand, then LESSEE shall, at its expense,
defend itself and LESSOR against same and shall pay and satisfy any settlement or
adverse judgment that may be entered thereupon prior to the execution thereof. In
the event of any such contest, LESSEE shall provide LESSOR with a security bond
in a form and amount LESSOR deems sufficient to allow the lien of record to be
discharged as a matter of law.
7A CARE DURING CONSTRUCTION: LESSEE, and LESSOR, where applicable,
shall exercise due care during construction. All applicable City standards and
specifications shall be followed. LESSOR's Public Works Director shall approve all
work in writing prior to commencement of construction.
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7.5 LESSEE MAINTENANCE OF FACILITIES AND PREMISES: LESSEE's
maintenance of the Facilities and Premises shall include, but is not limited to:
A. Maintenance of all landscaping installed by LESSEE, if any;
B. Repairs and/or replacements to LESSEE's Facilities caused by acts of third
parties, including theft, graffiti, and intentional acts;
C. Maintaining, in good, clean, safe, and sanitary condition and repair, all of
LESSEE's personal property. All Facilities on the Property must be
maintained in a first-class condition without rust, paint, or surface
deterioration. All maintenance must conform to the reasonable standards
utilized by LESSOR; and
D. All work necessary to comply with federal, state, county, municipal, and
other governmental agencies and bodies having jurisdiction.
7.6 RELOCATION: In the event that LESSOR determines in good faith that the
Premises are needed for public purposes, LESSOR shall have the right to require
relocation of LESSEE's Facilities, or any part thereof, to an alternate ground
location.
A. Relocation Process. To exercise the relocation rights, LESSOR shall
provide written notice to LESSEE not less than nine (9) months prior to the
relocation date and shall propose an alternative site to which LESSEE may
relocate the Facilities ("Alternate Site Location"). LESSEE shall have sixty
(60) days from the date of the notice to evaluate the Alternative Site
Location, including, but not limited to, conducting tests to determine the
technological feasibility of the Alternate Site Location and obtaining written
approval of all wireless telecommunications providers on the Premises that
have been permitted by this Lease. If LESSEE fails to approve the
Alternate Site Location in writing within said sixty (60) day period,
LESSEE will be deemed to have rejected such Alternate Site Location.
LESSOR shall undertake reasonable efforts to provide an Alternative Site
Location acceptable to LESSEE. If no Alternative Site Location is
available, or if LESSEE does not approve the Alternate Site Location,
LESSOR may, upon six (6) months' written notice, terminate the Lease in
accordance with the notice requirements set forth in Section 8.1 of this
Lease.
B. Relocation Period. LESSEE shall complete the relocation of the
Facilities no later than nine (9) months from the date LESSOR provides
written notice that relocation is necessary.
C. No Additional Terms. Upon relocation of LESSEE's Facilities, all
references to the Premises in this Lease shall be deemed to refer to the
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Alternate Site Location (including any access and utility easements). The
Alternate Site Location shall be surveyed by a licensed surveyor at the sole
cost of LESSEE, in which event such survey shall replace and supersede the
description of the Premises under this Lease. The relocation of LESSEE's
Facilities shall not affect, alter, modify or otherwise change any of the terms
and conditions of this Lease.
7.7 ABANDONMENT: If use of the Facilities is abandoned for at least two (2)
consecutive months, LESSEE or its designee shall be responsible for removing the
Facilities and returning the Premises to their original condition as approved by
LESSOR, less ordinary and reasonable wear and tear. LESSOR shall provide
notice to LESSEE of said abandonment. In the event LESSEE fails to comply with
this provision in regard to the removal of the Facilities and restoration of the
Premises within ten (10) days of said notice, LESSOR shall have the right to
remove the Facilities and LESSEE relinquishes any and all rights thereto, said
Facilities shall become the property of LESSOR by virtue of LESSEE's
abandonment hereunder.
8. TERMINATION:
8.1 LESSOR'S RIGHT TO TERMINATE:
A. LESSOR may pursue any remedies available to it under applicable law,
including, but not limited to, the right to terminate this Lease, upon the
earliest of any of the following events:
1. LESSEE's failure to pay rent within fifteen (15) days of the date
such payment is due;
2. LESSEE's failure to comply with any term, covenant, or condition
of this Lease after LESSEE has been given written notice of the
violation and has had thirty(30) days to cure same or, if such default
is not curable within such thirty (30) day period, has not proceeded
to commence such cure within such thirty (30) day period and has
not diligently proceeded to completion;
3. Interference by the Facilities with other electrical or radio frequency
equipment installed on or around the Property, which interference is
not cured by LESSEE within ten (10) days following written notice
thereof or, if such default is not curable within such ten (10) day
period, LESSEE has not proceeded to commence such cure within
such ten (10) day period and has not diligently proceeded to
completion; or
4. Interference with LESSOR's operations, or use of the Property by
LESSOR or third parties after LESSEE has been given written
notice of the violation and has had thirty (30) days to cure same or,
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if such default is not curable within such thirty (30) day period, has
not proceeded to commence such cure within such thirty (30) day
period and has not diligently proceeded to completion.
B. Additionally, upon a finding by LESSOR's City Council that the Premises
are needed for other public purposes, LESSOR shall have the right, after the
expiration of the Initial Term, to terminate this Lease without liability upon
one (1) year's written notice of termination to LESSEE.
8.2 LESSEE'S RIGHT TO TERMINATE: LESSEE may terminate this Lease due to
LESSOR's failure of proper ownership or authority, or in the event of LESSOR's
default hereunder.
8.3 RETURN OF PREMISES UPON TERMINATION: Except as otherwise provided
herein, LESSEE shall at its sole expense remove all of LESSEE's Facilities within
sixty (60) days following expiration or termination of this Lease. Upon the
expiration or termination of this Lease, LESSEE shall surrender the Premises to
LESSOR in a condition at least as good as existed on the date LESSEE executes
this Lease, less ordinary and reasonable wear and tear. The Parties intend that
LESSEE shall not remove or destroy any permanent improvements to the Premises
that, subsequent to surrender of the Premises by LESSEE, will benefit or be of use
to LESSOR, excluding mechanical, computer, or similar equipment (including
antennas). Therefore, upon expiration or termination of this Lease, LESSOR may
request that LESSEE not remove or destroy all or any portion of the LESSEE's
Facilities, and, except for any electrical (other than lighting), mechanical,
computer, or similar equipment (including antennas), LESSEE shall not remove the
portion of the LESSEE's Facilities that is the subject of LESSOR's request.
LESSEE shall thereafter execute any and all documents as are reasonably required
to evidence that title to such improvements have been transferred to LESSOR, in
their "as-is" condition.
9. INTERFERENCE:
9.1 LESSEE'S OBLIGATIONS: Prior to occupancy of the Premises and operation of
the Facilities by LESSEE or its agents, assigns or LESSEE's employees, LESSEE
agrees to:
A. Submit to LESSOR, within forty-five (45) days prior to operation, proposed
plans for antenna type and size, along with operating frequencies, effective
radiated power, and other necessary on-air technical data at LESSOR's
discretion for LESSOR's review and approval. If LESSOR does not
respond in writing to LESSEE within ten (10) days following LESSEE'S
request for approval, such request will be deemed to have been approved by
LESSOR.
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B. Install or cause to be installed, all equipment according to generally
accepted standard engineering practices and in a good and workmanlike
manner.
C. Use all feasible efforts to investigate the cause of, and mitigate any
interference caused by, LESSEE on existing radio frequency equipment of
LESSOR following written notification of interference from LESSOR.
9.2 SUBSEQUENT PROPERTY LEASES: LESSOR agrees to include in all leases
between LESSOR and future lessees of the Property a covenant that such future
lessees shall not interfere with other electrical or radio frequency equipment
previously installed on the Property and that if future lessees are not able to
mitigate the interference, the lease shall provide for termination thereof. Likewise,
LESSOR will not permit or allow the installation of any future equipment which:
(i) results in technical interference problems with LESSEE's then existing
equipment; or(ii) encroaches onto the Premises.
9.3 NON-INTERFERENCE: The communication equipment and the use thereof shall
not interfere with the use of any other communication or similar equipment of any
kind and nature owned or operated by LESSOR or other occupants of the Property
existing as of the Commencement Date of the Original Lease Agreement, except as
may be permitted by applicable laws; provided, however that subsequent to the
installation by LESSEE of the Facilities, LESSOR agrees not to install and to
exercise commercially reasonable effort to not allow installation of new equipment
on the Premises if such equipment causes interference with LESSEE's operations.
All interference claims shall be settled in accordance with the then prevailing
interference rules and regulations promulgated by the Federal Communications
Commission.
10. DESTRUCTION OF PREMISES: If either the Premises or the Property is destroyed or
damaged as a result of a catastrophic event to the extent that, in LESSEE's reasonable discretion,
LESSEE may no longer use the Premises for the intended purposes, LESSEE may elect to either:
10.1 Terminate this Lease, effective upon the date of the damage or destruction, by
delivering written notice within ninety (90) days of the date of the damage or
destruction and a request to terminate; or
10.2 Upon consent of LESSOR, which shall not be unreasonably withheld, conditioned
or delayed, use a portion of the Premises specified by LESSOR for provision of
communication services on a temporary basis until such time as the LESSEE's
Facilities on the Premises are repaired or reconstructed so that LESSEE can resume
the provision of communication services from the Premises. If LESSEE elects to
continue this Lease and in the event that LESSOR unreasonably delayed its consent
for LESSEE to install the temporary facility in order for LESSEE to continue its
operation, rent shall abate for the period of non-use. Any such repair or
reconstruction shall be completed in an expeditious manner.
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11. ACCESS, UTILITIES AND PROVISION OF SERVICE:
11.1 LESSOR grants LESSEE, a non-exclusive easement to install and maintain utility
wires, cables, conduits and pipes over, under and along a five (5) foot wide right of
way as depicted in Exhibit B. LESSEE shall determine the availability of and
shall, at its sole cost and expense, cause to be installed in, on, and about the
Premises all facilities necessary to supply thereto all electricity, telephone, and
other similar services required to service the Premises. LESSOR shall allow
LESSEE to have its own electrical metering equipment installed. LESSEE shall
obtain all necessary approvals for the installation of the meter. An electrical plan
shall be submitted to LESSOR for approval, which approval shall not be
unreasonably withheld, conditioned or delayed prior to commencement of such
work. LESSOR agrees to cooperate with LESSEE in its efforts to obtain such
utility service. During the Initial Term and the Renewal Term, LESSEE agrees to
pay directly to the servicing utility when due all charges for electricity, telephone
and all other utility services of every kind and nature supplied to and used by
LESSEE on the Premises or for the Facilities. LESSOR shall be responsible for its
electrical and other utility service and for the regular payment of electrical and
other utility charges attributable to the Property other than the Premises.
11.2 LESSOR also grants LESSEE a twenty (20) foot wide non-exclusive access easement
as depicted in Exhibit B.
12. INDEMNIFICATION AND INSURANCE:
12.1 INDEMNIFICATION: Neither LESSOR nor any other officer or employee of
LESSOR shall be responsible for any damage or liability occurring by reason of
any acts or omissions on the part of LESSEE or its officers or employees under or
in connection with any activities under this Lease. It is also understood and agreed
that to the fullest extent permitted by law, LESSEE shall indemnify, defend, protect
and hold harmless LESSOR and its officers, agents and employees ("LESSOR's
Parties") from and against any and all claims, demands, judgments, actions,
damages, losses, penalties, liabilities, costs and expenses (including, without
limitation, attorneys' fees and court costs) arising at any time directly or indirectly
from or in connection with: (i) any default in the performance of any obligation by
LESSEE to be performed under the terms of this Lease; (ii) LESSEE's use of the
Premises; or (iii) the conduct of LESSEE's business or any activity, work or things
done, permitted or allowed by LESSEE in or about the Premises, except to the
extent caused by LESSOR or LESSOR's Parties' sole negligence or willful
misconduct. The obligations of LESSEE under this Section shall survive the
expiration or earlier termination of this Lease.
12.2 ASSUMPTION OF RISK: LESSEE, as a material part of the consideration to
LESSOR, hereby assumes all risk of damage to the Premises, including, without
limitation, injury to persons in, upon or about the Premises during LESSEE's use of
the Premises, arising from any use of the LESSEE's Facilities or other activities of
LESSEE or LESSEE's agents, employees, guests, tenants, subtenants, licensees,
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contractors, or invitees (collectively "LESSEE's Parties") on the Premises.
LESSEE hereby waives all claims with respect thereof against LESSOR, except as
otherwise stated in this Lease. LESSOR shall not be liable for any injury to
LESSEE's Facilities, Premises, or injury to or death of any of LESSEE's Parties, or
injury to LESSEE's Facilities, or injury to or death of any other person in or about
the Premises from any cause unless caused by the sole negligence or willful
misconduct of the LESSOR or LESSOR's Parties.
12.3 INSURANCE:
A. Casualty Insurance: During the term of this Lease, LESSEE shall, at its
sole cost and expense, keep LESSEE's interest in the Premises and the
Facilities, including any improvements thereon both in the course of
construction and through the remainder of any term of this Lease, insured
by responsible insurance companies, licensed to do business in the State of
California or a self-insurer, against loss or damage by fire and other such
casualties as are included in extended coverage. Such coverage shall
include replacement cost, vandalism and malicious mischief endorsements,
in such amounts so as to provide for the then actual replacement cost of all
improvements on the Premises.
B. LESSEE agrees, at its sole expense, and at all times during the term of this
Lease, to maintain in full force, or cause to be maintained in full force, a
policy or policies of commercial general liability insurance in an amount of
Two Million and 00/100 Dollars ($2,000,000.00), including property
damage, written by one or more responsible insurance companies licensed
to do business in the State of California or a self-insurer. LESSEE shall
ensure that LESSOR is named as an additional insured and such additional
insured certificate shall be provided to LESSOR prior to the
commencement of any work. Such policies shall insure against liability for
injury to persons and/or property and death of any person or persons which
may occur as a result of or in connection with the existence of the Facilities
and improvements in, on or about the Premises.
13. DAMAGE OR DESTRUCTION OF IMPROVEMENTS TO PREMISES: LESSOR shall
have no duty or obligation to rebuild the Facilities or the improvements thereon if such Facilities
or improvements are substantially damaged during the Term, in whole or in part by any casualty.
LESSEE shall maintain, and if damaged during the term, shall reconstruct the Facilities at
LESSEE's expense.
14. ASSIGNMENT AND SUBLEASING:
14.1 ASSIGNMENT: LESSEE shall not voluntarily assign or transfer its interest under
this Lease or in the Premises without first obtaining the prior written consent of
LESSOR, which consent shall be not unreasonably withheld, delayed or
conditioned. The transfer of the rights and obligations of LESSEE to a parent,
subsidiary, or other affiliate of LESSEE, or to any successor in interest or entity
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acquiring fifty-one percent (51%) or more of LESSEE's membership interests or
assets, shall not be deemed an assignment and LESSOR's consent shall not be
required for such transfer. Any assignment without LESSOR's consent (when such
consent is required) shall be voidable and, at LESSOR's election, shall constitute
cause for exercise of LESSOR's remedies under applicable law, including
termination of the Lease. No consent to any assignment shall constitute a further
waiver of the provisions of this Section. Notwithstanding the foregoing, it is
understood that LESSEE shall not be released from liability hereunder by virtue of
any assignment. As a condition precedent to any such assignment which requires
LESSOR's consent, LESSEE agrees to provide written notice to LESSOR of its
intention to assign at least thirty (30) days before the proposed effective date of any
such proposed assignment which notice shall include the identity of the proposed
assignee, copies of the proposed assignment documentation and current financial
statements of the proposed assignee. As a further condition precedent to any
assignment, the assignee must assume, in writing, all of LESSEE's obligations
under this Lease.
14.2 SUBLEASING: LESSEE shall not sublease any portion of the Premises without
the prior written consent of LESSOR, which consent shall not be unreasonably
withheld, conditioned or delayed. LESSEE shall be permitted to sublease portions
of the Premises to a wholly-owned subsidiary of LESSEE or any of its affiliates,
provided LESSEE provides LESSOR with express written notice of such sublease.
14.3 COLLOCATION: LESSEE shall reasonably cooperate with future communications
operators that would request collocation as long as there is no adverse impact on
LESSOR from an operational, maintenance, and repair standpoint.
15. RENEWAL/HOLDING OVER: Upon the expiration or termination of this Lease, LESSEE
shall surrender the Premises to LESSOR. If LESSEE shall remain in possession of the Premises
after the expiration or termination of the Lease, with the consent of LESSOR, either express or
implied, such holding over shall be construed to create a month to month tenancy subject to all the
covenants, conditions, and obligations hereof, and LESSEE hereby agrees to pay LESSOR, as
holdover rent, an amount equal to one hundred twenty-five percent (125%) of the Base Rental, as
theretofore adjusted by the CPI increase described in Section 4.2. Nothing above shall be
construed to give LESSEE any rights to so hold over and to continue in possession of the Premises
after the expiration of the Term without the express consent of LESSOR.
16. ENVIRONMENTAL: LESSEE and its agents, employees, or contractors, subcontractors
or other representatives shall not bring upon the Premises, or permit or authorize any other person
or entity to bring upon the Property, including the Premises, any hazardous materials, hazardous
substances, hazardous wastes, pollutants, asbestos, polychlorinated biphenyls (PCBs), petroleum
or other fuels (including crude oil or any fraction or derivative thereof). Notwithstanding the
foregoing, LESSEE may bring such fuels and lubricants onto the Premises as may be required for
operation of construction vehicles during construction and backup power for generators during
maintenance or repair of LESSEE's Facilities. In addition, LESSEE may also bring onto the
Premises, any lead-acid batteries, cleaning solvents, and other chemicals necessary for proper
utilization and maintenance of the LESSEE's Facilities. In bringing any materials or substance
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onto, or using any materials and substances on, the Premises, LESSEE shall comply with all
federal, state, and local government laws, regulations, and rules. LESSEE shall be solely
responsible for any damages or costs incurred by LESSOR due to any environmental
contamination, arising from the presence or use on LESSEE's behalf of any hazardous materials or
substances that LESSEE, its agents, employees, contractors, subcontractors or other
representatives bring onto the Premises.
17. MISCELLANEOUS:
17.1 NO WAIVER: No covenant, term, or condition thereof shall be deemed waived,
except by written consent of the Party against whom the waiver is claimed. Any
waiver or the breach of any covenant, term or condition shall not be deemed to be a
waiver of any preceding or succeeding breach of the same or any other covenant,
term, or condition. Acceptance by LESSOR of performance other than full
performance by LESSEE after the time the performance shall have become due
shall not constitute a waiver by LESSOR of the breach or default of any covenant,
term, or condition unless otherwise expressly agreed to by LESSOR in writing.
17.2 ATTORNEYS' FEES AND COSTS: If either Party hereto shall bring any action
for any relief against the other, declaratory or otherwise, arising out of this Lease,
including any suit by LESSOR for the recovery of rent or possession of the
Premises, the prevailing Party shall be entitled to have and recover from the other
Party the prevailing Party's reasonable fees and costs (including attorneys' fees),
which shall be deemed to have accrued on the commencement of such action and
shall be paid whether or not such action is prosecuted to a judgment.
17.3 NO JOINT VENTURE: Neither LESSOR nor any of its employees shall have any
control over the manner, mode or means by which LESSEE, its agents or
employees, use the Premises or Facilities described herein, except as otherwise set
forth herein. LESSOR shall have no voice in the selection, discharge, supervision
or control of LESSEE's employees, servants, representatives or agents, or in fixing
their number, compensation or hours of service. LESSEE shall perform all
covenants herein as a tenant of LESSOR and shall remain at all times as to
LESSOR a tenant with only such obligations as are consistent with that role.
LESSEE shall not at any time or in any manner represent that it or any of its agents
or employees are agents or employees of LESSOR. LESSOR shall not in any way
or for any purpose become or be deemed to be a partner of LESSEE in its business
or otherwise or a joint venturer or a member of any joint enterprise with LESSEE.
17A INTERPRETATION: The Parties hereto agree that all provisions hereof are to be
construed as both covenants and conditions as though the words imparting such
covenants and conditions were used in each separate section hereof. The captions
of the sections and subsections of this Lease are for convenience only and shall not
be deemed to be relevant in resolving any questions of interpretation or
construction.
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17.5 INTEGRATION AND GOVERNING LAW: This Lease represents the entire
understanding of LESSOR and LESSEE as to those matters contained herein. No
prior oral or written understanding shall be of any force or effect with respect to
those matters covered by this Lease. This Lease shall be governed by the laws of
the State of California and construed as if drafted by both LESSOR and LESSEE.
Any action, arbitration, mediation, hearing or other proceeding related to this Lease
shall be conducted only in the County of Riverside.
17.6 LEASE BINDING ON HEIRS AND ASSIGNS: Each of the terms, covenants, and
conditions of this Lease shall extend to, be binding upon, and inure to the benefit of
not only LESSOR and LESSEE, but each of their respective heirs, representatives,
administrators and assigns. Whenever in this Lease reference is made to either
LESSOR or LESSEE, the reference shall be deemed to include, whenever
applicable, the heirs, legal representatives, and assigns of each of the Parties, the
same as if in every case expressed.
17.7 CORPORATE AUTHORITY: Each Party executing this Lease on behalf of a
corporation represents and warrants that he or she is duly authorized to execute and
deliver this Lease on behalf of said corporation, in accordance with a duly adopted
resolution of the Board of Directors of said corporation and that this Lease is
binding upon said corporation in accordance with its terms.
17.8 NOTICES: Any written notices required pursuant to this Lease shall be made by
certified or registered mail, return receipt requested, or reliable overnight courier
and delivered to the following address:
To LESSOR: City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92262
Attn: City Clerk
Copy to: Woodruff, Spradlin& Smart
555 Anton Blvd. Suite 1200
Costa Mesa, CA 92626
Attn: Douglas C. Holland, City Attorney
To LESSEE: STC One LLC
c/o Crown Castle USA Inc.
Attn: Legal Department
2000 Corporate Drive
Canonsburg, PA 15317
17.9 AMENDMENTS: This Lease may not be modified, altered, or amended except in
writing signed by both LESSOR and LESSEE.
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17.10 AMENDMENT TO ORIGINAL LEASE AGREEMENT: The Original Lease
Agreement is hereby amended by deleting it in its entirety and replacing it with this
Lease.
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, the Parties hereto have caused this Lease to be executed by
their duly authorized officers.
LESSOR LESSEE
THE CITY OF PALM SPRINGS, STC ONE LLC,
a Charter City under the laws of the State of a Delaware limited liability company,
California registered in California as TOWER
COMPANY ONE LLC
By:
David Ready, City Manager By:
Name:
By: Global Signal Acquisitions II LLC,
a Delaware limited liability company
Its: Attorney in Fact
ATTEST
Kathleen D. Hart, Interim City Clerk
APPROVED AS TO FORM:
Douglas C. Holland, City Attorney
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EXHIBIT A
DESCRIPTION OF THE PROPERTY
PARCEL 2 AND LETTERED LOTS C AND D OF PARCEL MAP 15576, IN THE CITY OF
PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY
MAP ON FILE IN BOOK 81, PAGES 37 THROUGH 38 INCLUSIVE OF PARCEL MAPS IN
THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
APN 502-210-023
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EXHIBIT B
DESCRIPTION OF THE LEASED PREMISES
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b
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EXHIBIT C
DESCRIPTION OF THE FACILITIES
PROJECT DRAWINGS
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ATTACHMENT 2
G9
WHEN RECORDED RETURN TO:
Prepared by:
Parker Legal Group, PC
600 West Broadway,Suite 700
San Diego, California 92101
Space above this line for Recorder's Use
A.P.N. 502-210-023 Prior recorded document(s)in Riverside County, California:
Recorded on January 26,2000 at#2000-028841
MEMORANDUM OF AMENDED AND RESTATED
WIRELESS COMMUNICATIONS FACILITIES SITE LEASE
This Memorandum of Amended and Restated Wireless Communications Facilities Site Lease
("Memorandum") is made effective this day of 2017 by and between the CITY OF
PALM SPRINGS, a Charter City under the laws of the State of California, with a mailing address of
3200 East Tahquitz Canyon Way, Palm Springs, California 92262 ("LESSOR") and STC ONE LLC, a
Delaware limited liability company, registered in California as TOWER COMPANY ONE LLC, by and
through its attorney in fact, GLOBAL SIGNAL ACQUISITIONS 11 LLC, a Delaware limited liability
company, with a mailing address of 2000 Corporate Drive, Canonsburg, Pennsylvania 15317
("LESSEE").
1. LESSOR and Cox PCS Assets, L.L.C., a Delaware limited liability company, wholly
owned by Cox Commmunications PCS, L.P., a Delaware limited partnership ("Original Lessee")
entered into a Ground Lease Agreement dated October 20, 1999, and as amended ("Original Lease
Agreement"), a memorandum of which was recorded on January 26, 2000 at Instrument No. 2000-
Documentary Transfer Tax$
Computed on full value of property
Computed on full value less liens and
encumbrances remaining at time of sale
Computed on full value of lease surpassing the
35-yearterm limit
Computed on leased area of the property
Site Name:Palm Springs Comm Tower 1
Business Unit#:879904
1203171.1 Signature of Dcclarant or agent—Firm Name
030
028841, whereby Original Lessee leased certain real property, together with access and utility
easements, located in Riverside County, California from LESSOR, all located within certain real
property owned by LESSOR.
2. STC One LLC, which is registered in California as Tower Company One LLC, is the
ultimate successor in interest to the Original Lessee under the Original Lease Agreement.
3. LESSOR and LESSEE have entered into an Amended and Restated Wireless
Communications Facilities Site Lease dated the 3rd day of May, 2017 (the "Lease"), of which this is a
Memorandum, whereby LESSEE leased certain real property, together with access and utility
easements, located in Riverside County, California (the "Premises") from LESSOR, all located within
certain real property owned by LESSOR (the "Property"). The Property, of which the Premises are a
part, is more particularly described in Exhibit A attached hereto.
4. The Lease amends the Original Lease Agreement by deleting it in its entirety and
restating the Original Lease Agreement as provided for in the Lease.
5. The Premises may be used for the purpose of installing, constructing, maintaining,
repairing, replacing, removing and operating a communications and other facilities, including tower
structures, equipment shelters, cabinets, meter boards, utilities, antennas, equipment, any related
improvements and structures and uses incidental thereto.
6. The term of the Lease is for five (5) years, commencing on May 3, 2017, and expiring on
May 2, 2022, subject to two optional term extensions of five (5) years each in accordance with Section
3.2 of the Lease.
7. In the event of any inconsistency between this Memorandum and the Lease, the Lease
shall control.
8. The terms, covenants and provisions of the Lease shall extend to and be binding upon the
respective executors, administrators, heirs, successors and assigns of LESSOR and LESSEE.
9. This Memorandum does not contain the social security number of any person.
10. A copy of the Lease is on file with LESSOR and LESSEE.
[Execution Pages Follow]
2
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IN WITNESS WHEREOF, hereunto and to duplicates hereof, LESSOR and LESSEE have
caused this Memorandum to be duly executed on the day and year first written above.
LESSOR:
CITY OF PALM SPRINGS,
a Charter City under the laws of the State of
California
By:
David Ready, City Manager
ATTEST
Kathleen D. Hart, Interim City Clerk
APPROVED AS TO FORM:
Douglas C. Holland, City Attorney
[Acknowledgment Appears on Following Page]
3
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1203171.1 r 3
ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who
signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity
of that document.
State of California
County of )
On before me,
(insert name and title of the officer)
Personally appeared who
proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to
the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capaeity(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.
1 certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
[Lessee Execution Page Follows]
4
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Business Unit#:879904
1203171.1 G 3 3
LESSEE:
STC ONE LLC,
a Delaware limited liability company,
registered in California as TOWER COMPANY
ONE LLC,
By: Global Signal Acquisitions II LLC,
a Delaware limited liability company
Its: Attorney In Fact
By:
Print Name:
Title:
[Acknowledgment Appears on Following Page]
5
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1203171.1
G3
State of Texas
County of
Before me, a Notary Public, on this day personally appeared
of GLOBAL SIGNAL
ACQUISITIONS II LLC, a Delaware limited liability company, as Attorney in Fact for STC ONE
LLC, registered in California as TOWER COMPANY ONE LLC, known to me (or proved to me on
the oath of or through driver's license, state id card, resident id card, military id card, or
passport) to be the person whose name is subscribed to the foregoing instrument and acknowledged to
me that she/he executed the same for the purposes and consideration therein expressed.
Given under my hand and seal of office this day of 2017.
(Personalized Seal) Notary Public's Signature
6
Site Name: Pahn Springs Comm Tower
Business Unit#:879904
1203171.1 G 3 5
EXHIBIT A
(Legal Description of the Property)
PARCEL 2 AND LETTERED LOTS C AND D OF PARCEL MAP 15576, IN THE CITY OF PALM
SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE
IN BOOK 81, PAGES 37 THROUGH 38 INCLUSIVE OF PARCEL MAPS IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY.
APN 502-210-023
7
Site Name: Palm Springs Comm Tower
Business Unit p:879904 ry`
1203171.1 rt 3
ATTACHMENT 3
637
Name Age Since Current Position
J. Landis Martin 70 2002 Independent Chairman of the Board
Jay Brown 42 2016 President, Chief Executive Officer
William Moreland 52 2016 Executive Vice Chairman of the Board
Daniel Schlanger 42 2016 Chief Financial Officer
James Young 53 2009 Chief Operating Officer, Senior Vice President
E. stake Hawk 65 1999 Executive Vice President, General Counsel
Philip Kelley 43 2008 Senior Vice President- Corporate Development and Strategy
Patrick Stowey 58 2012 Senior Vice President and Chief Commercial Officer
John Kelly 61 2009 Director
Anthony Melone 56 2015 Director
P. Robert sartolo 43 2014 Independent Director
Cindy Christy 50 2007 Independent Director
An Fitzgerald 52 2002 Independent Director
Robert garrison 73 2005 Independent Director
Dale Hatfield 77 2001 Independent Director
Lee Mogan 70 2001 Independent Director
Edward Hutcheson 1999 Independent Director
Robert McKenzie 71 1995 Independent Director
Son Nguyen VP - Finance
Cl�