HomeMy WebLinkAbout12 - Enhanced Services and Priority Communications Zone Agreement with Verizon WirelessTO:
FROM:
CITY OF
NEWPORT BEACH
City Council Staff Report
February 13, 2018
Agenda Item No. 12
HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
Jon Lewis, Chief of Police - 949-644-3701, jlewis@nbpd.org
PREPARED BY: Jonathan Stafford, Deputy Director, jstafford@nbpd.org
PHONE: 949-644-3650
TITLE: Enhanced Services and Priority Communications Zone Master
License Agreement with Verizon Wireless
ABSTRACT:
The Police Department seeks City Council approval for a ten-year Master License
Agreement and two five-year extensions with Verizon Wireless to allow installation of
small-cell wireless telecommunications facilities in the City of Newport Beach.
These small-cell installations will be located in "Priority Communications Zones" (PCZs)
that will improve critical 9-1-1 connectivity and 9-1-1 enhanced location services. They
will also improve coverage and throughput for City data devices such as beach cameras
and in -vehicle computers and will allow for new cellular data devices like VOIP phones
for the City's lifeguard towers. Verizon Wireless will also install and maintain a new
1 Gigabit per second (1 GB/s) fiber optic data circuit to the Police Department as a
backhaul for the PD's secure mobile network. Verizon Wireless will install and maintain
the small-cell facilities and 1 GB/s data line to the PD at no cost to the City.
RECOMMENDATION:
a) Find this activity categorically exempt pursuant to Section 15303 (New Construction
or Conversion of Small Structures) of the CEQA Guidelines, California Code of
Regulations, Title 14, Chapter 3, because it has no potential to have a significant effect
on the environment;
b) Approve a waiver of City Council Policy F-7, Income Property, based on the findings
contained in the staff report and in the Enhanced Services and Priority
Communications Zone Master License Agreement; and
c) Approve an Enhanced Services and Priority Communications Zone Master License
Agreement with Los Angeles SMSA Limited Partnership (DBA Verizon Wireless) of
Bedminster, New Jersey, and authorize the Mayor and City Clerk to execute the
Agreement.
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FUNDING REQUIREMENTS:
There is no direct fiscal impact for the Master License Agreement and no budgetary
actions are requested at this time. A detailed description of the benefits and costs to the
City of Newport Beach is included in the Analysis section below.
DISCUSSION:
Background:
The Police Department utilizes Verizon Wireless services for its Department of Justice
(DoJ) approved secure mobile network and in -vehicle computers, remote computers and
other non -secure devices such as cameras. Verizon was originally selected because they
provided the best data coverage and a fully DoJ-approved secure network, and they have
continually provided a good value for the City with reasonable fixed rates for unlimited
data and favorable subscription terms. The Fire Department also utilizes Verizon for
Electronic Patient Care Reporting tablets (ePCRs) and mobile computers in the various
fire apparatus.
While Verizon provides the best cellular data coverage, there are areas in the City where
coverage is problematic due to several, sometimes intersecting, factors including large
numbers of beach visitors during peak tourism months, mountainous terrain, open space
and wilderness areas and limited large macro -cell towers. Limited cellular coverage
negatively impacts public safety field operations by slowing or stopping data traffic to and
from police patrol cars and fire apparatus. It also compromises the functionality of 9-1-1
enhanced location services in emergencies and can significantly delay police responses
to crimes in progress and fire/paramedic/lifeguard responses to fires, rescues or medical
aid calls.
Insufficient data coverage and throughput on the Verizon Wireless network in the Balboa
Peninsula area made high -bandwidth devices, such as cameras, impossible to operate.
So in June 2014, the Police Department installed a seven -node wireless mesh network
in the Safety Enhancement Zone. These Wi-Fi units operate on the City Network and are
largely effective in supporting video cameras over the Fourth of July holiday and on busy
summer days. The PD then requested and received $150,000 in the FY17 budget to
expand the existing mesh network to cover the Peninsula east of the Newport Pier and
over to Corona del Mar State Beach. This would enable installation of additional cameras
covering the beaches and other areas of concern.
In October 2016, representatives of Verizon Wireless approached the Police Department
and proposed that Verizon build out the cellular equivalent of the existing City -owned and
operated mesh network and pending expansion. The proposed cellular network would
use small-cell units that are much smaller, require less space and electrical power than
large macro cell towers and can be built into street light poles. The small-cell units would
be located in similar locations as the mesh network nodes and could provide the needed
coverage on the beaches. During further discussion with Verizon, it was determined that
additional areas in the City, noted below, with poor cellular coverage should be included
as Priority Communications Zones (PCZs).
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Analysis:
Benefits: Installation of the initial 32 small-cell devices in the PCZs will benefit the City
of Newport Beach and its residents, businesses and visitors in several significant ways:
1. Improved 9-1-1 Functionality: Installation of the 32 small-cell units will improve
cellular coverage in problematic areas, including West Newport, the Balboa
Peninsula, Corona del Mar State Beach and the upper Newport Coast/eastern San
Joaquin Hills Road area. Improved cellular coverage is critical in ensuring accurate
9-1-1 caller location information can be relayed to emergency dispatchers,
especially when a caller is unable to provide their location. When a cellular 9-1-1
call is made, the wireless provider transmits the best location information available
to the Public Safety Answering Point (PSAP).
If cell service is limited, the PSAP may only receive the address of the cell tower
transmitting the call, even if that is several miles from the caller's location. If cell
service is good, the PSAP will receive latitude and longitude which are converted
to an accurate street address allowing for much quicker police or fire response.
This benefits all cellular users, not just Verizon customers, because the Federal
Communications Commission (FCC) requires wireless providers to transmit all
9-1-1 calls and latitude/longitude regardless of whether the caller subscribes to
their service.
2. Improved Data Coverage for City Cellular Devices: The Police and Fire
Departments operate several types of secure and non -secure cellular data
devices—mobile computers, ePCRs, remote cameras, remote laptops, mobile
tablets and others. The build out of the Verizon small-cell units will improve
functionality of these devices in the problem areas noted above by allowing faster
connection to the cellular network and broader bandwidth.
Improved data coverage will also enable significant expansion of the number and
type of cellular data devices utilized, especially future projects such as cameras
covering the beaches and VOIP phones for the lifeguard towers. Without the
Verizon small -cells, the City would have to operate an equivalent Wi-Fi mesh
network scaled to allow future expansion of cameras and VOIP phones and
requiring significant capital outlay and ongoing maintenance expenses.
Replacement of the existing lifeguard tower phones is a priority because they use
a single copper wire buried in the sand or strung in the air over the beach. These
lines require frequent maintenance and only allow for a single point-to-point phone
line to Lifeguard Headquarters.
3. 1 GB/s data circuit to the Police Department: Verizon Wireless will install and
maintain a new 1 GB/s secure fiber optic data circuit to the PD facility at
870 Santa Barbara Drive at no cost to the City and will waive all monthly service
charges for the life of the Agreement. Essentially, this will provide Google Fiber
speeds on the secure mobile network used to support police field operations and
will eliminate the most significant barrier to optimal network access from the field.
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The 1 GB/s circuit can be used to greatly improve connection speeds from patrol
cars to the PD's internal resources such as CAD/RMS, mobile video and criminal
justice system queries and returns. It would provide the opportunity for all types of
next -generation high -bandwidth applications like sharing of real-time situational
awareness information and even live -streaming high definition video from patrol
vehicles.
The PD currently pays $2,569.12 per month for a 10 Megabit per second (MB/s)
secure data line as the backhaul for its secure mobile network. These monthly
costs can offset new network costs required for VOIP phones for the lifeguard
towers or other City facilities. The value of the new 1 GB/s circuit is $147,348 for
construction and installation and access charges of $2,047 per month. Table 1
below summarizes the data circuit benefit monetized over the life of the agreement:
Table 1 – Monetized Data Circuit Benefits
New 1 GB/s Circuit
1 10 -Year Term 1 $392,988 1
1 (2) 5 -Year Extensions 1 $245,640
Total 1 $638,628
Costs: The only costs for the Agreement are the loss of potential lease revenue for the
32 PCZ small-cell units located on City -owned light poles or in the Public Right -of -Way.
These rental rates would be based on the Schedule of Rents, Fines and Fees and subject
to negotiation. It is important to note that approving the Agreement will result in no new
lease revenue for the 32 small-cell unit locations in the PCZs. However, not approving
the Agreement will have the same result—no new revenue, but the City would also lose
all of the benefits enumerated above. It should also be noted that any additional future
sites that are not in PCZs and listed in Amendment No. 1 (Attachment B) or a subsequent
amendment are subject to negotiated lease rates and could generate new revenue.
City Council Policy F-7, Income Property: Staff did not conduct an open bid process or
charge fair market value for Verizon Wireless' use of the City -owned light poles and the
public right-of-way, and believes the following findings can be made, as required by City
Council Policy F-7, Income Property -
1 .
roperty:
1. The Telecommunication Facilities provide an essential and unique service to the
community that might not otherwise be provided were full market value of the
property be charged;
2. Changing the provider of the communications system relied upon by City Police
and Fire Departments would result in severance costs that would outweigh other
financial benefits; and
3. Verizon Wireless' proposed use of the City -owned light poles and public right-of-
way promotes a goal of the City to provide for a communications system that
adequately protects the community's safety and security.
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Zoning: Typically, use permits are required for the installation of wireless
telecommunications facilities. Since the installation of these facilities are at the direction
of the City, a use permit is not required per Newport Beach Municipal Code (NBMC)
Section 20.49.020(C)(5).
Summary of Proposed Agreement: The proposed terms of the Agreement are
summarized below. The Agreement has been reviewed by the City Attorney's Office and
has been approved as to form.
1. Ten year initial term, with two five-year extension options, unless terminated earlier
as provided in the Agreement.
2. Location of Telecommunication Facilities limited to 32 locations in PCZs.
3. City may charge rent for Verizon Wireless' use of the City -owned light poles if
Verizon Wireless fails to install or operate a 1 gigabit per second (1 GB/s) dedicated
circuit from their facility at 900 Newport Center Drive to the City's Police
Department Headquarters at 870 Santa Barbara Drive.
4. Verizon Wireless shall provide a certificate of insurance to the satisfaction of the
City's Risk Manager naming the City as additional insured.
5. Verizon Wireless shall be responsible for all installation, maintenance and repair
associated with the Telecommunication Facilities, including all related costs and
expenses.
Conclusion:
The Agreement provides significant direct benefits to City of Newport Beach public safety
operations and to residents, businesses and visitors without any upfront costs.
It increases cellular 9-1-1 effectiveness, allows for improved and expanded data service
for City cellular devices and provides a 1 GB/s fiber connection to the Police Department,
all without any capital investment in infrastructure or ongoing maintenance expenditures.
1 GB/s of secure bandwidth would not be available to the Police Department without
installing and maintaining its own dedicated DoJ-approved secure fiber optic network
backhaul and citywide secure wireless network. The City would also have to build and
maintain an extensive non -secure Wi-Fi mesh network to gain the same benefits that will
be provided by Verizon Wireless.
In conclusion, the City will gain several significant benefits and can rent, rather than build
and maintain, an extensive wireless network infrastructure (via reasonable monthly
cellular data charges) without paying any upfront costs.
ENVIRONMENTAL REVIEW:
Staff recommends the City Council find this activity categorically exempt pursuant to
Section 15303 (New Construction or Conversion of Small Structures) of the CEQA
Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no
potential to have a significant effect on the environment. Section 15303 allows
construction of new, small facilities or structures and installation of small new equipment
and facilities in small structures. The license agreement indirectly supports the installation
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of 32 small wireless telecommunications facilities on City streetlights at various locations
throughout the City. Existing streetlights will be replaced with new poles of a similar design
and height to support both a replacement streetlight and the wireless telecommunication
facility (antennas and support equipment). Equipment and cables will be screened from
view either in small vaults or within the pole design itself to minimize aesthetic issues.
The agreement also will lead to the installation of a new fiber optic data circuit (cable) to
the Police Department only involving pulling new cable through existing conduit thereby
avoiding trenching.
NOTICING:
The agenda item has been noticed according to the Brown Act (72 hours in advance of
the meeting at which the City Council considers the item).
ATTACHMENTS:
Attachment A — Enhanced Services and Priority Communications Zone Master License
Agreement with Verizon Wireless
Attachment B — Amendment No. 1 to the Enhanced Services and Priority
Communications Zone Master License Agreement with Verizon Wireless
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ATTACHMENT A
ENHANCED SERVICES AND PRIORITY COMMUNICATIONS ZONES MASTER
LICENSE AGREEMENT BETWEEN THE CITY OF NEWPORT BEACH AND
VERIZON WIRELESS FOR THE USE OF CITY -OWNED STREETLIGHTS FOR
TELECOMMUNICATION FACILITIES
This ENHANCED SERVICES AND PRIORITY COMMUNICATIONS ZONE
MASTER LICENSE AGREEMENT ("PCZ Master License") is entered into between the
City of Newport Beach, a California municipal corporation and charter city ("City"), and
Los Angeles SMSA Limited Partnership (doing business as Verizon Wireless), a
California limited partnership ("Licensee") on this day of ,
20_ ("Effective Date"). City and Licensee are each a "Party" and together the "Parties"
to this PCZ Master License.
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the City Charter;
B. City Police and Fire Departments currently rely on Licensee for mobile data and
voice services that are essential to community safety and security, and the City has
determined that it requires improvement to such services in certain areas of the City
that the City Police and Fire Departments have identified as being "priority
communication zones";
C. City is the fee title owner of certain streetlight(s) located in the City of Newport
Beach, California, within priority communications zones of the Public Right -of -Way
("PCZ Poles");
D. In accordance with Newport Beach Municipal Code ("NBMC") Subsection
20.49.020(C)(5), City is directing Licensee to enhance its current communications
system by installing, operating, and maintaining Telecommunication Facilities, as
defined in Section 1.7, on certain PCZ Poles, as more specifically identified in the
Amendment(s) to this PCZ Master License (individually and collectively, the
"License Area(s)") and a dedicated circuit as described in Section 3.3, below,
linked to the City's Police Department;
E. The Telecommunication Facilities and the dedicated circuit are an enhancement to
Licensee's communications system used by City Police and Fire Departments and
other City personnel for communications necessary for City operations and
therefore are exempt from City Council Policy L-23 pursuant to City Council Policy
L-23, Subsection (G);
F. Licensee desires to license from City, on a non-exclusive basis, the right to install,
operate, maintain, and remove Telecommunication Facilities in the License
Area(s);
G. Pursuant to City Council Policy F-7, Subsection (E), the City did not conduct an
open bid process or charge fair market value for Licensee's use of the License
Area(s) because: (i) the Telecommunication Facilities provide an essential and
unique service to the community that might not otherwise be provided were full
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 1 12-7
market value of the property charged; (ii) changing the provider of the
communications system relied upon by City Police and Fire Departments would
result in severance costs that would outweigh other financial benefits; and (iii)
Licensee's proposed use of the License Area(s) promotes a goal of the City to
provide for a communications system that adequately protects community safety
and security;
H. The Parties anticipate amending this PCZ Master License from time -to -time by
attaching and incorporating herein the specific License Area(s) to this PCZ Master
License to include additional PCZ Poles to allow for the installation of additional
Telecommunication Facilities as permits are obtained from City; and
I. City desires to make the License Area(s) available to Licensee, subject to the
covenants and conditions set forth in this PCZ Master License, on a non-exclusive
basis to facilitate the efficient and orderly deployment of communications facilities
in the City of Newport Beach.
NOW THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1. DEFINITIONS
1.1 "FCC" means the Federal Communications Commission or successor
entity.
1.2 "License Year" refers to successive twelve (12) month periods, commencing
with the Effective Date of this PCZ Master License.
1.3 "Public Right -of -Way" means the improved or unimproved surface or
subsurface of any public street, or similar public way of any nature, dedicated or improved
for vehicular, bicycle, and/or pedestrian related use. Public Right -of -Way includes public
streets, roads, lanes, alleys, sidewalks, medians, parkways and landscaped lots. The
Public Right -of -Way does not include private streets.
1.4 "Replacement PCZ Pole" means a PCZ Pole furnished by Licensee, in
accordance with Section 8 of this PCZ Master License. A Replacement PCZ Pole shall
be in accordance with the City's specifications for streetlights, subject to approval by the
City.
1.5 "Amendment" means that document prepared by City in substantially the
form attached hereto as Exhibit "A" itemizing, describing and depicting the specific PCZ
Pole(s) constituting the License Area(s) on which Licensee is authorized to install a
Telecommunication Facility. An Amendment to this PCZ Master License (the "First
Amendment") that sets forth the thirty-two (32) PCZ Poles that are originally covered by
this PCZ Master License is being executed contemporaneously with this PCZ Master
License.
1.6 "Streetlight" means the streetlights owned and operated by the City within
the Public Right -of -Way including PCZ Poles accepted by the City. The Streetlight shall
include the pole, light fixture, photo cell and all structures associated with the operation
of the Streetlight.
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1.7 "Telecommunication Facility" or "Telecommunication Facilities" means
Licensee owned and operated antennas, equipment cabinets, utilities and fiber optic
cables, wires, brackets, conduit, screening elements, and all and related equipment for
providing wireless telecommunication services from the License Area(s) as further
described and depicted on the Amendment(s) to this PCZ Master License.
Telecommunication Facilities under this PCZ Master License shall be limited to "small
cell" facilities attached to existing Streetlights or Replacement PCZ Poles. Antennas and
all related equipment consists of three (3) or fewer antennas and two (2) radio units, with
a small broadcast radius, and shall include screening elements to the maximum extent
feasible so a facility blends into the area, does not create visual clutter, and does not
negatively affect public views. Support equipment for the Telecommunication Facility
must be placed on the PCZ Pole or underground within the Public Right -of -Way or
otherwise be located on private property. If support equipment is placed on private
property, a separate agreement may be required by the private property owner and
written authorization from the property owner shall be secured by Licensee and provided
to City.
1.8 "Telecommunication Services" means the transmission and reception of
wireless, cellular telephone, and/or data communications.
1.9 "Temporary PCZ Pole" means a standard design PCZ Pole of equal version
to surrounding PCZ Poles that is temporary in nature.
2. LICENSE
2.1 City grants a non-exclusive license to Licensee for the term of this PCZ
Master License to install, operate, maintain, and remove Telecommunication Facilities in
the License Area(s). City further grants to Licensee a non-exclusive license to access the
License Area(s), subject to the conditions of the permits issued by the Public Works
Department and to the terms of all governmental licenses, permits and approvals required
by Federal, State or local governmental agencies, for installation, operation, maintenance
and removal of the Telecommunication Facilities consistent with the provisions of Recital
D and E, above. All Telecommunication Facility installation, operation, maintenance and
removal activities shall be at Licensee's sole cost and expense, including but not limited
to the fees and costs associated with the installation and government approvals described
in this PCZ Master License, and pursuant to plans approved in advance in writing by the
City. The City hereby approves the Telecommunication Facility designs shown on the
simulations attached hereto as Exhibit B. The Parties agree that the structural and
aesthetic aspects of the Telecommunications Facilities on each particular License Area
identified in the First Amendment shall substantially conform with the designs shown on
Exhibit B, subject to minor site specific modifications as may be required by the City in
writing. In its sole discretion, the City may require more extensive modifications to the
approved designs for a particular License Area(s) in the event that changes to the NBMC
or advancements in technology occur after the Effective Date of this PCZ Master License
and prior to City issuing all necessary approvals and permits for a Telecommunication
Facility on the particular License Area_ The PCZ Master License granted herein is subject
to the terms, covenants and conditions hereinafter set forth, and Licensee covenants, as
a material part of the consideration for this PCZ Master License, to keep and perform
each and every term, covenant and condition of this PCZ Master License.
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2.2 Licensee shall be responsible for all maintenance associated with the
Telecommunication Facilities, including all costs and expenses associated therewith.
Except in connection with an outage or emergency, Licensee shall provide five (5)
calendar days' written notice to the Municipal Operations Director or his/her designee at
949 West 16th Street, Newport Beach, CA 92663 prior to performing any maintenance on
Telecommunication Facilities that are located on PCZ Poles.
2.3 City shall be responsible for all maintenance associated with the PCZ Poles,
including but not limited to, the working PCZ Poles themselves, and the wires and
equipment necessary to operate the PCZ Poles. In the interest of the safety of its
employees, City shall have the right to temporarily turn off the power to any and all
Telecommunications Facilities if any required maintenance for the PCZ Poles requires
City employees to be within ten (10) feet of the transmitting antennas, provided however,
City provides no less than twenty-four (24) hours' notice of same by calling the phone
number identified in Section 35 (except in an emergency, in which case, no notice shall
be required). City shall not be required to notify Licensee when maintenance does not
interfere with operation of Licensee's Telecommunication Facility(ies).
3. USES
3.1 Licensee shall use the License Area(s) for the sole purpose of installing,
operating, and maintaining Telecommunication Facilities to transmit and receive radio
communication signals on various frequencies as authorized by the FCC, all in
compliance with the approved site plans and related drawings on file with the City and
any permit issued by the Public Works Department. The Telecommunication Facilities
and operating frequencies may not be expanded or modified except upon prior written
approval by the City as well as issuance of any permits or approvals that may be required
under federal, state and local laws and regulations. Construction, installation, operation,
maintenance, repair, replacement, and removal of the Telecommunication Facilities shall
be at Licensee's sole expense, subject to the terms and conditions contained herein.
Licensee shall keep the Telecommunication Facilities free from hazards or risk to the
public health, safety or welfare.
3.2 Except as provided under this PCZ Master License, Licensee shall not
make or permit to be made any alterations, additions or improvements to the PCZ Poles,
or paint, install lighting or decorations, or install any signs, lettering or advertising media
of any type or any other visual displays, on or about the PCZ Poles without the prior
written consent of the City Manager or his/her designee and any necessary permits.
Notwithstanding the foregoing, Licensee shall place warning signs on or about the
Telecommunication Facilities in the manner required by Federal, State or local law, which
signs shall be shown as to type, size, and location on the permit set of plans.
3.3 In consideration for the PCZ Master License granted hereunder, Licensee
shall install, operate and maintain the Telecommunications Facilities on the License Areas
to enhance the bandwidth for the Licensee's communications system being relied upon
by the City Police and Fire Departments in the priority communications zones. Licensee
shall also install and dedicate a circuit from Licensee's macrocell facility, located at 900
Newport Center Drive, Newport Beach, California, to the City Police Department
headquarters located at 870 Santa Barbara Drive, Newport Beach, California. This circuit
shall have a minimum of 1 gigabit per second (1 GB/s) synchronous network speed and
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shall be at Licensee's sole cost and expense, including but not limited to the fees and
costs associated with all activities related to the construction, installation, maintenance,
operation, use, repair, replacement, improvement, alteration, inspection, and testing of
the dedicated circuit. Licensee shall waive all monthly service charges for ongoing
operations of the dedicated circuit for the term of the PCZ Master License, provided,
however that such waiver shall not be applicable should City reduce the number of
License Areas on which Telecommunications Facilities are located pursuant to this
Agreement to less than thirty (30) as a result of the terms of Section 21, Section 22,
Section 23, or 24, below. Should City reduce the number of License Area(s) to less than
thirty (30) as described, above, Licensee may only require City to pay monthly services
charges following not less than thirty (30) calendar days' prior written notice to City and
thirty (30) calendar days to cure. At City's request, Licensee shall provide, at no cost to
City, a new connection and circuit upon the terms provided in this Section if City moves
the location of City Police Department headquarters. Notwithstanding the foregoing,
Licensee's obligations under this Section 3.3 shall be subject to Licensee's continuing
non-exclusive right to install, operate and maintain its Telecommunications Facilities
under the terms of this PCZ Master License in the License Area(s) (or mutually acceptable
substitutes therefor) described in the First Amendment.
4. PERMITS, APPROVALS AND PUBLIC NOTIFICATION
4.1 This PCZ Master License is expressly made contingent upon Licensee
obtaining all applicable certificates, permits, entitlements, environmental review, studies,
and other approvals that any federal, state, or local authority may require to enable
Licensee to construct, install, operate, maintain, repair and remove the
Telecommunication Facilities consistent with the provisions of Recitals D and E, above.
Licensee shall bear the sole cost and expense related to the procurement of these
approvals. Licensee shall obtain any required permits and approvals as set forth in the
NBMC and City Council Policies, and Licensee agrees to comply with the City's
ordinances and policies regarding such installations and removals, including public
notification when required, as well as any future regulations that may be adopted by the
City respecting such installations that are consistent with the City's rights under applicable
law.
4.2 For an Amendment(s) to the PCZ Master License to be prepared and
executed to include a new License Area(s) in addition to those listed on the First
Amendment, Licensee shall provide the City's Real Property Administrator with a copy of
all permits, licenses and approvals that are required to enable Licensee to install and
operate the Telecommunication Facilities. Licensee shall submit all required items along
with the processing fee, as outlined in Section 7.1, below.
4.3 Prior to Licensee's installation of a Telecommunication Facility on any
License Area(s) or construction of any new Streetlight pursuant to Section 21, below,
Licensee shall provide written public notice to all residents, businesses, homeowners,
association and property owners located within three hundred (300) feet of said License
Area. The written notice shall clearly identify the location of the proposed
Telecommunication Facility or Streetlight and shall include photographs or depictions of
what the Telecommunication Facility or Streetlight will look like. The notice shall include
appropriate Licensee contact information to allow those noticed an opportunity to obtain
additional information. The notice shall also include a statement that those with objections
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to the proposed installation may submit said objections to the City's Community
Development Director or his/her designee. The Community Development Director or
designee shall attempt to amicably resolve any objection submitted. If resolution is not
possible, the Community Development Director shall determine in his/her sole discretion
whether installation of the Telecommunication Facility or Streetlight may continue as
proposed by Licensee. Should the Community Development Director, in his/her sole and
absolute discretion, determine installation shall not continue as proposed, a mutually
agreed upon alternate License Area shall be substituted therefor.
5. AMENDMENT TO PCZ MASTER LICENSE
5.1 The City may approve, approve with conditions, or disapprove the
installation of a Telecommunication Facility or a Replacement PCZ Pole, at its sole
discretion to the extent consistent with applicable laws. Subject to Section 4.3 and
Section 21.1, the City hereby acknowledges its consent to the installation of
Telecommunication Facilities on the License Area(s) described in the First Amendment,
provided the Parties have executed the First Amendment, Licensee has submitted the
processing fee, as outlined in Section 7. 1, and the City's Real Property Administrator has
received from Licensee a copy of all permits, licenses and approvals that are required to
enable Licensee to install and operate the Telecommunication Facilities.
5.2. Upon receipt of the necessary approvals and permits, Licensee shall be
entitled to install its Telecommunication Facilities at the sites listed on the First
Amendment ("Site List"). The Site List may be expanded to include additional sites, if any,
covered by any subsequent Amendments to this PCZ Master License. Should the
Licensee determine a location on the Site List is no longer necessary, or wish to obtain a
License Area for a location not on the Site List, Licensee shall be responsible for obtaining
the necessary approvals and permits for any site where they wish to install
Telecommunication Facilities, and execute an Amendment to the PCZ Master License
adding the new PCZ Pole location(s).
5.3 Approval of the Site List shall be at the sole and absolute discretion of the
City Manager. City reserves the right prior to installation of Telecommunications Facilities
on the License Area in question to require Licensee to substitute locations on the Site List
to a mutually agreed upon alternative location to allow for appropriate spacing throughout
a neighborhood and the City. Should the Parties determine a License Area on the Site
List to be technologically or otherwise infeasible, a mutually agreed upon alternate
License Area shall be substituted therefor and the Site List will be amended to reflect this
substitution.
5.4 The Parties shall execute an Amendment to the PCZ Master License
updating the Site List once the installation of a Telecommunication Facility on a PCZ Pole
is approved by City. The Amendment shall be effective and incorporated into this PCZ
Master License once the Amendment is fully executed by the Parties. A sample form of
the Amendment is attached hereto as Exhibit "A."
5.5 The City Manager is authorized to execute Amendments on the City's behalf
with the approval as to form of the City Attorney.
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5.6 Licensee shall only install Telecommunication Facilities within the License
Areas identified on the Site List, incorporated into this PCZ Master License by a fully
executed Amendment.
6. TERM
6.1 The initial term of the license granted hereunder ("Initial Term") shall
commence on the Effective Date and continue for a period of ten (10) years. After the
Effective Date, this PCZ Master License shall not be revoked or terminated except as
expressly provided in this PCZ Master License.
6.2 This PCZ Master License shall automatically be extended on the same
terms and conditions as set forth in this PCZ Master License, for up to two (2) successive
terms of five (5) years (each, a "Renewal Term"), unless at least thirty (30) calendar days
prior to the expiration of the Initial Term or the applicable Renewal Term, either Party
notifies the other Party in writing of their intention not to extend this PCZ Master License.
Notwithstanding the above, this PCZ Master License shall not be automatically extended
if Licensee has defaulted in the performance of any term or condition of the PCZ Master
License and has failed to cure such default after notice as provided in this PCZ Master
License. "Term" shall refer to the Initial Term and all Renewal Terms (if applicable), unless
expressly stated elsewhere within this PCZ Master License.
7. DEFAULT RENT AND FEES
7.1 Processing Fee. Licensee shall
preparation fee in the amount of Two Hundred
amount shall be paid upon request to prepare
the Amendment by the Parties.
pay City a non-refundable document
Fifty Dollars and 00/100 ($250.00). This
an Amendment and prior to execution of
7.2 Rent in the Event of Default. In the event Licensee fails to install or operate
the dedicated circuit described in Section 3.3, above, and/or waive all fees and monthly
services charges for City's use of said circuit as set forth in Section 3.3, following not less
than thirty (30) calendar days' prior written notice of such default and thirty (30) calendar
days to cure, City may charge rent ("Default Rent") for Licensee's use of the License
Area(s), in an amount consistent with the amounts listed in the current published rents
schedule approved by the City Council and available on the City's website, provided
Default Rent shall cease to be due if Licensee recommences operation of the dedicated
circuit or waives all fees and monthly services charges for City's use of said circuit.
7.3 Reserved.
7.4 Market Annual Use Fee Adjustments by Appraisal. Every five (5) License
Years from the Effective Date of this PCZ Master License until this PCZ Master License
expires or is terminated, the City, in its sole discretion, may adjust the Default Rent, if any,
consistent with the amounts listed in the current published rents schedule approved by
the City Council and available on the City's website. The newly established Default Rent
or adjustment, if any, shall be determined by an appraisal ("Adjusted Default Rent"), to be
effective as of the first day of the License Year immediately following the License Year in
which the rental adjustment was made ("Adjustment Date"). Such appraisal shall be
performed by a California State Certified General Real Estate Appraiser who is confirmed
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 7 12-13
by City as being competent in determining market use fees for telecommunication sites,
properties, and leases ("Qualified Appraiser"). If the appraisal is not completed prior to
the Adjustment Date, Licensee shall continue to pay Default Rent, if any, in accordance
with the then -existing rates, and the adjustment, when determined, shall be retroactive to
the Adjustment Date. Any deficiency shall be paid by Licensee to City within thirty (30)
calendar days after determination of the Adjusted Default Rent. In no event shall the
Adjusted Default Rent be less than the Default Rent in effect immediately prior to the
Adjustment Date. City may determine that no market value adjustment is necessary and
waive the requirement for an appraisal, in which case, Default Rent for the remaining
Term shall be set according to the most current published rents schedule approved by
the City Council and available on the City's website.
7.5 Time and Place of Payment. Should Default Rent be established or
adjusted by City at any time during the Term, Licensee shall pay Default Rent for each
PCZ Pole on the first (V) day of each month during the Term. Default Rent for any partial
month shall be prorated in accordance with the actual number of days in that month.
All payments of Default Rent shall be made in lawful money of the United States
of America and shall be paid to City in person or by United States' mail, or overnight
service, at the Cashier's Office located at 100 Civic Center Drive, P.O. Box 1768, Newport
Beach, California, 92658, or to such other address as City may from time to time
designate in writing to Licensee. If requested by City, Licensee shall make payments
electronically (at www.newportbeachca.gov) or by wire transfer (at Licensee's cost).
Licensee assumes all risk of loss and responsibility for late charges and delinquency rates
if payments are not timely received by City regardless of the method of transmittal.
7.6 Delinquent Payments. A ten percent (10%) penalty shall be added to the
Default Rent if not received by City within five (5) calendar days after the due date. In
addition, all unpaid Default Rent shall accrue interest on the amount due at the rate of ten
percent (10%) interest per annum from the date due and payable by the terms of this PCZ
Master License until paid in full. All late charges and interest payments hereunder, shall,
as incurred, become Default Rent due under this PCZ Master License.
7.7 Adjustment of Default Rent Upon Modification of Use. If Default Rent is
charged pursuant to Section 7.2, and subsequent to the imposition of such Default Rent
Licensee desires to materially expand the size of its Telecommunications Facilities
located on a specific PCZ Pole, City may seek an adjustment of the Default Rent for such
Pole commensurate with the additional license area being used. Such an adjustment
may be defined at the time at which Licensee seeks City's approval for modifications in
the Telecommunications Facility, and shall be mutually agreed to by the Parties as a
condition of the City's approval of such expansion by the Licensee.
7.8 Damage to Telecommunication Facilities. Licensee, or any successor or
authorized assign, shall bear all costs incurred in connection with Licensee's or its
employees', contractors', subcontractors' or agents' planning, design, installation,
construction, maintenance, repair, operation and removal of the Telecommunication
Facilities. City shall not be responsible or bear any cost for repair of any damage or
movement of the Telecommunication Facilities including, but not limited to, repair,
maintenance and/ or failure or collapse of any existing gas, water and sewer lines or any
other improvements orworks approximate to the Telecommunication Facilities, except for
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 8 12-14
the negligence or willful misconduct of the City, its officers, agents, employees,
contractors or subcontractors. City shall not be responsible or bear any cost for repair or
replacement of any PCZ Pole, which may be damaged as a result of installation, except
for the active negligence or willful misconduct of the City, its officers, agents, employees,
contractors or subcontractors. City shall not be responsible for damage caused to the
Telecommunication Facilities as a result of the actions or inactions of other parties,
including, but not limited to, damage resulting from traffic accidents or contractors not
employed by the City.
8. REPLACEMENT OF PCZ POLES
8.1 If the Telecommunication Facilities require replacement of a City -owned
PCZ Pole, Licensee shall be responsible for all costs to remove the existing PCZ Pole
and design, procure, and install a Replacement PCZ Pole. The Replacement PCZ Pole
shall be subject to the review and written approval of the Public Works Director. Upon
completion of the installation of the Replacement PCZ Pole and acceptance by City
Manager, the Replacement PCZ Pole shall become the City's property, in its then existing
"as -is" condition, with no payment owed by City to Licensee. Licensee shall execute any
documents required by City to cause the Replacement PCZ Pole to transfer ownership to
City, including transfer of manufacturer's warranty, or provide copy of manufacturer's
warranty to City and assist City in processing a claim against such manufacturer's
warrant. Alternatively, Licensee may self -warranty the Replacement PCZ Pole to the City,
in a scope and value equal to or greater than that provided by the manufacturer to the
Licensee.
8.2 Upon approval of the installation of a Replacement PCZ Pole, Licensee
shall have one hundred eighty (180) calendar days to install the Replacement PCZ Pole.
The existing PCZ Pole shall remain in operating condition until such time the
Replacement PCZ Pole is installed. Licensee shall have seventy two (72) hours to
complete the installation of the Replacement PCZ Pole once the existing PCZ Pole is
removed.
8.3 In the event Licensee removes a PCZ Pole or Temporary PCZ Pole,
Licensee shall use its best efforts to remove the PCZ Pole or Temporary PCZ Pole in a
manner whereby the PCZ Pole or Temporary PCZ Pole can be reused. Licensee shall
contact the Municipal Operations Director or his/her designee at (949) 644-3011 at least
five (5) working days prior to removal for instructions on where to deliver the PCZ Pole or
Temporary PCZ Pole upon removal.
8.4 In the event a PCZ Pole has been removed and a Replacement PCZ Pole
for that PCZ Pole has not been accepted by City prior to removal of the License Area
from the Site List, Licensee shall be responsible for all costs and expenses associated
with making such adjustments to the Replacement PCZ Pole so that it is consistent with
City standards. Such PCZ Pole shall be subject to the review and approval process set
forth in Section 8.1.
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9. INTERFERENCE WITH CITY TELECOMMUNICATION FACILITIES
9.1 Licensee agrees that its operation of the Telecommunication Facilities shall
at all times comply with all FCC requirements and shall not cause any direct or indirect
interference with the operation of the PCZ Poles as streetlights or City's own wireless
communications facilities, including but not limited to public safety transmissions, police
and fire communications, water or sewer internal or external radio signals and
communications, as they now exist or may from time -to -time hereafter exist ("City's
Facilities").
9.2 In the event of any interference with City Police or Fire Department public
safety communications, Licensee shall work with the affected department(s) to correct
the interference within twenty-four (24) hours of City's written or telephone notice to
Licensee. In the event of interference with City's Streetlight or own wireless
communications system or external radio signals and communications other than Police
or Fire Department, Licensee shall work with City to correct the interference within
seventy-two (72) hours of City's written or telephone notice to Licensee. If it is determined
the interference is caused by the Telecommunication Facilities and if Licensee is unable
to correct interference to City's satisfaction, Licensee shall cease its operation of the
interfering Telecommunication Facilities immediately, until the cause of the interference
is corrected to City's satisfaction. If Licensee fails to correct any interference, City may,
in addition to and without compromising any other available remedy cut off power to the
Telecommunication Facilities in the manner set forth in this PCZ Master License after
notifying Licensee of City's intent to cut off power.
9.3 Prior to making any changes to the frequency or operating conditions
approved by any permit issued by the City, Licensee shall submit plans for the proposed
changes to City for its review and approval. Licensee agrees to fund any studies required
to ensure that any contemplated changes will be compatible with the City's facilities. No
change shall occur prior to the City's written approval. Notwithstanding the foregoing,
replacement of equipment with like -kind equipment by Licensee shall not be considered a
change to operating conditions hereunder.
9.4 City agrees that City and/or any tenant, licensee or other permittee of the
City will be permitted to install on the PCZ Poles only such equipment that is of the type
and frequency that will not cause harmful interference with the then existing
Telecommunication Facilities.
10. EMERGENCY
10.1 Licensee understands that the Telecommunication Facilities are located on
a public structure or on public property and emergency situations may develop from time -
to -time that require power to the Telecommunication Facilities to be immediately shut off
and thereby interfere or temporarily terminate the Licensee's use of its
Telecommunication Facilities on the PCZ Poles and License Area(s). Notwithstanding
any other provision in this PCZ Master License, Licensee agrees that if such a situation
occurs, and/or there are frequency interferences of any nature between City's Police or
Fire Department public safety communications equipment or City's facilities affecting
operation of sewer or water service and that of Licensee in a manner that threatens public
health or safety, City shall have the right to immediately shut off power to the
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Telecommunication Facilities and any equipment of Licensee's located on the PCZ Poles
or License Area for the duration of the emergency. However, City agrees to use
reasonable efforts to provide notice to Licensee prior to shutting -off power to the
Telecommunications Facilities. Licensee agrees not to hold City responsible or liable for
and shall protect, defend, indemnify and hold City harmless for any damage, loss, claim
or liability of any nature suffered as a result of the loss of the use of the
Telecommunication Facilities or other communication facilities by the shut off of power,
as permitted hereunder.
10.2 Licensee agrees to install a clearly marked and accessible master power
"cut-off' switch on the Telecommunication Facilities for the purpose of assisting City in
such an emergency.
10.3 Unless otherwise specifically provided in a notice of termination of this PCZ
Master License, City's exercise of the right to shut off any power to the
Telecommunication Facilities pursuant to this PCZ Master License is not intended to
constitute a termination of this PCZ Master License by either Party and such event is a
risk accepted by the Licensee. Licensee and City shall meet after the City determines
that an emergency situation has ended to establish the time and manner in which power
shall be restored.
10.4 City shall have the right to determine what constitutes an "emergency
situation" pursuant to this Section.
11. ACCEPTANCE OF CONDITION OF LICENSE AREA
Licensee accepts use of the PCZ Poles and License Area(s) in an "as is" condition,
with no warranty, express or implied from the City as to any latent, patent, foreseeable
and unforeseeable condition of the PCZ Poles and License Area(s), including their
suitability for the use intended by Licensee. To the best of City's knowledge, the PCZ
Poles and the License Area(s) have not been used for generation, storage, treatment or
disposal of Hazardous Substances as defined in this PCZ Master License. The Licensee
has conducted its own appropriate due diligence investigation of the PCZ Poles and
License Area(s) prior to its execution of this PCZ Master License or any Amendment
hereto, or will do so prior to its installation of Telecommunications Facilities within the
License Area(s).
12. NO INTEREST IN PROPERTY
Nothing herein shall be deemed to create a lease, or easement of any property
right, or to grant any, possessory or other interest in the PCZ Poles, License Area(s), or
any Public Right -of -Way, other than a real property license to use and access the PCZ
Poles and License Area(s), revocable and for a term as set forth in this PCZ Master
License.
13. RESERVATION OF RIGHTS
Licensee understands, acknowledges and agrees that any and all authorizations
granted to Licensee under this PCZ Master License are non-exclusive and shall remain
subject to all prior and continuing regulatory and propriety rights and powers of City to
regulate, govern and use City property, as well as any existing encumbrances, deeds,
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 11 12-17
covenants, restrictions, easements, dedications and other claims of title that may affect
City property.
14. UTILITIES
Licensee shall not do anything, nor shall it permit anything to be done, that may
interfere with the effectiveness and accessibility of the PCZ Poles, or utility, heating, air
conditioning or ventilation systems located in the License Area, except as may be
specifically permitted by any permit issued by the City. Licensee shall obtain its electricity
for each License Area by tapping into City's power source at the PCZ Pole on which the
particular License Area is located. Licensee shall pay to City a monthly fixed fee for the
use of the City's Utility services, which the Parties agree shall initially be One Hundred
Dollars ($100.00) per PCZ Pole on which Licensee has located Telecommunications
Facilities under this Agreement ("Utility Use Fee"). City, upon not less than thirty (30)
days' notice to Licensee, may increase or decrease the Utility Use Fee commensurate
with costs incurred by City for Licensee's use of City provided utilities. City's costs
incurred for Licensee's use of City provided utilities shall be determined in City's sole and
absolute discretion, and Licensee agrees not to dispute the accuracy of any fee charged
hereunder, either during the Term of the Agreement or at any time thereafter, on the basis
that it exceeds the cost(s) actually incurred by City for Licensee's use of City provided
utilities.
15. INSPECTION
15.1 City shall be entitled, at any time, to inspect the PCZ Poles and
Telecommunication Facilities for compliance with the terms of this PCZ Master License,
and with all applicable Federal, State and local (including those of the City) government
regulations.
15.2 The Telecommunication Facilities shall be structurally and aesthetically
compatible with the NBMC and in accordance with this PCZ Master License. Subject to
the provisions of Section 2.1, above, the City agrees that the Telecommunications
Facilities as shown on Exhibit B are structurally and aesthetically compatible with the
NBMC. If Telecommunication Facilities are or are modified to become not compliant with
this foregoing requirement, Licensee, at Licensee's sole cost and expense, shall remove
any such non-compliant Telecommunication Facilities or make Telecommunication
Facilities compliant upon the request of the City. Licensee shall remove non-compliant
Telecommunication Facilities or make Telecommunication Facilities compliant within the
timeframes required by the City in writing. In the event Licensee fails to complete the
foregoing within the timeframes required by the City, the City may terminate Licensee's
use of the affected PCZ Pole with thirty (30) calendar days' prior written notice to
Licensee. Any termination is subject to the Licensee complying with the surrender
obligations in this PCZ Master License.
16. CITY RETENTION RIGHTS
Licensee's right to use the PCZ Poles and License Area(s) during the term of this
PCZ Master License shall be subordinate and junior to the rights of City to use and occupy
the PCZ Poles and License Area(s) for any purpose that does not interfere with Licensee's
use of the PCZ Poles and License Area(s) as provided herein.
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17. LICENSEE'S RETENTION OF TITLE
Title to the Telecommunication Facilities placed on the PCZ Poles and License
Area(s) by Licensee shall be held by Licensee or its equipment lessors, successors, or
assigns. The Telecommunication Facilities shall not be considered fixtures. Licensee has
the right to remove any or all of the Telecommunications Facilities at its sole expense
from time -to -time during the term of the PCZ Master License. Licensee shall remove all
of the Telecommunications Facilities, at its sole cost and expense, within ninety (90)
calendar days of expiration or termination of this PCZ Master License.
18. SURRENDER
Within ninety (90) calendar days of expiration or termination of this PCZ Master
License Licensee at its sole cost and expense, shall remove the Telecommunication
Facilities, restore the PCZ Poles and License Area(s) to a condition satisfactory to and
approved in writing by City, and vacate the PCZ Poles and License Area(s). Should
Licensee fail to restore the PCZ Poles and License Area(s) to a condition satisfactory to
City, City may perform such work or have such work performed by others and Licensee
shall reimburse City within sixty (60) calendar days for all direct and indirect costs
associated with such work upon receipt of an invoice for such costs. Any
Telecommunication Facility that is not removed by Licensee within the time frames set
forth in this Section may be declared by the City to have become its sole and exclusive
property, after which the City may utilize or dispose of the Telecommunication Facility as
it sees fit. Licensee shall continue to pay the Default Rent, if any, until the
Telecommunications Facilities have been removed, and the PCZ Poles and License
Area(s) are restored as required by this PCZ Master License.
19. ASSIGNMENT
19.1 All of the terms and provisions of this PCZ Master License shall inure to the
benefit of and shall be binding upon the Parties and their respective successors and
assigns. This PCZ Master License and the rights and obligations of Licensee shall not
be assigned, transferred, or hypothecated (collectively, "transferred"), in whole or in part,
without the express written consent of the City Manager or his/her designee. Any
attempted transfer in violation of this Section shall be null and void. Except as provided
below, the transfer of the rights and obligations of Licensee to any successor in interest
or entity acquiring fifty-one percent (51 %) or more of Licensee's stock or assets, shall be
deemed an assignment requiring consent. Licensee shall provide City at least thirty (30)
calendar days advance written notice of any proposed transfer.
19.2 If Licensee desires at any time to effect a transfer, it shall first deliver to City:
(1) a written request for approval; (2) the name, address and most recent financial
statements of the proposed transferee; (3) the proposed instrument of assignment or
sublease, which in the case of assignment shall include a written assumption by the
assignee of all obligations of this PCZ Master License arising from and after the effective
date of assignment; and (4) any other information requested by the City Manager to assist
him/her in making their decision.
19.3 Notwithstanding Section 19.1 above, Licensee may, without prior approval
from time -to -time, do any of the following:
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19.3.1 Grant to any person or entity a security interest in some or all
of Licensee's Telecommunication Facilities which lien shall be subordinate and junior to
this PCZ Master License. A security interest shall not include the PCZ Poles or other City
property, and does not imply approval of any other use of the Telecommunication
Facilities or License Area; and
19.3.2 Assign its rights hereunder: (i) to any entity which has,
directly, or indirectly, a thirty percent (30%) or greater interest in Licensee (a "Parent") or
in which Licensee or a Parent has a thirty percent (30%) or greater interest (an "Affiliate");
(ii) to any entity with which Licensee and/or any Affiliate may merge or consolidate; (iii) to
a buyer of substantially all of the outstanding ownership units or assets of Licensee or
any Affiliate; or (iv) to the holder or transferee of the FCC license under which the
Telecommunication Facilities is operated, upon FCC approval of any such transfer. Any
such assignment shall be conditioned upon and not be effective until Licensee cures any
defaults under this PCZ Master License and the assignee signs and delivers to City a
document in which the assignee accepts responsibility for all of Licensee's post, current
and future obligations under the PCZ Master License.
19.4 No assignment by the Licensee shall release Licensee from continuing
liability under this PCZ Master License with the exception of a buyout of the Licensee by
another entity that formally assumes all past, current and future obligations of the
Licensee under this PCZ Master License.
19.5 Telecommunication Facilities shall be mounted by Licensee and shall not
be otherwise assigned, transferred, contracted, or subcontracted out without the prior
written approval of City.
20. TAXES
Licensee shall pay all personal interest property taxes, real property taxes, fees
and assessments which may at any time be imposed or levied by any public entity and
attributable directly or indirectly to the Telecommunication Facilities authorized herein.
City hereby gives notice to Licensee, pursuant to California Revenue and Tax Code
Section 107.6 that this PCZ Master License may create a possessory interest, which is
the subject of property taxes levied on such interest, the payment of which taxes shall be
the sole obligation of Licensee.
21. UNAVAILABILITY OF LICENSE AREA; RELOCATION
21.1 For any License Area identified in an Amendment as being located within
the general area of a traffic signal pole, the City may require in its sole and absolute
discretion that a new Streetlight be constructed at Licensee's expense at a location
determined by the City in consultation with Licensee to be in the near vicinity of such
License Area. Licensee shall be responsible for all costs to design, procure, construct
and install the Streetlight. The City must approve the Streetlight's design prior to its
installation. Upon completion of the installation of the Streetlight and acceptance by City,
the Streetlight shall become the City's property, in its then existing "as -is" condition, with
no payment owed to Licensee. Licensee shall execute any documents required by City
to cause the Streetlight to transfer ownership to City, including transfer of manufacturer's
warranty, or providing a copy of manufacturer's warranty to City and assisting City in
processing a claim against such manufacturer's warranty. Alternatively, Licensee with
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the prior written approval of the City Manager may self -warranty the Streetlight to the City,
in a scope and value equal to or greater than that provided by the manufacturer to
Licensee.
21.2 Licensee agrees that whenever any City improvements maybe required (for
example, the widening of a street or replacement of a bridge or City utility), the City may
require the removal or relocation of any such Telecommunication Facility at the
Licensee's expense, without Licensee making any claim against the City for
reimbursement or damage therefore, subject to Licensee's right to forego waiving City's
fees for use of the circuit under Section 3.3, above, if a mutually acceptable alternative
location cannot be agreed upon and substituted into the Site List and the number of
License Areas operated by Licensee is reduced to less than thirty (30) as a result thereof.
Except in the event of an emergency or other situation requiring immediate relocation of
the Telecommunication Facilities, City shall provide Licensee with not less than one
hundred eighty (180) calendar days written notice of removal or relocation specifying a
date by which the relocation is to take place. When a removal or relocation is required by
the City, the City shall take reasonable steps to provide a mutually acceptable alternative
for Licensee to relocate its affected Telecommunication Facility. If, however, a suitable
alternative location is not available, City or Licensee, at their sole discretion, may
terminate use of the PCZ Pole and require removal of the Telecommunication Facilities.
Any relocation or removal of a PCZ Pole from the Site List shall require a new Amendment
to be executed by the Parties. If Licensee fails to remove the Telecommunication
Facilities to a condition satisfactory to City within the one hundred eighty (180) calendar
day period, City may perform such work or have such work performed by others and
Licensee shall reimburse City within thirty (30) calendar days for all direct and indirect
costs associated with such work upon receipt of an invoice for such costs.
22. DAMAGE AND DESTRUCTION OF PCZ POLE
22.1 In the event of (a) partial or total destruction of a PCZ Pole during the term
of this PCZ Master License which requires repairs to the PCZ Pole, or (b) the PCZ Pole
being declared unsafe by any authorized public authority for any reason other than
Licensee's act, use or occupation, which declaration requires repairs to the PCZ Pole,
City shall use reasonable efforts to make said repairs or remove the PCZ Pole within one
hundred eighty (180) calendar days of the date of destruction or the date the declaration
was served on City. If the City determines it is necessary for the Telecommunication
Facility to be removed in order to make said repair to or remove the PCZ Pole, Licensee
shall do so within forty-eight (48) hours of written notice from the City. Licensee shall use
reasonable efforts to repair or replace the Telecommunication Facility that needs repair
or replacement, or remove the Telecommunications Facility from the PCZ Pole and from
the Site List by Amendment to the PCZ Master License by providing written notice to the
City within sixty (60) calendar days following the date of such destruction or the date the
declaration was served on Licensee. Licensee shall be responsible for installing a
Replacement PCZ Pole within ninety (90) days of notice from the City. The City has the
option to install a Temporary PCZ Pole, until a Replacement PCZ Pole is installed.
Licensee shall be responsible for removing the Temporary PCZ Pole and installing the
Replacement PCZ Pole as set forth in Section 8.
22.2 If Licensee elects not to terminate their use of the PCZ Poles pursuant to
this Section, the Default Rent, if any, shall remain in full force and effect. If Licensee elects
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to terminate their use of the PCZ Pole pursuant to this Section, Default Rent, if any, shall
remain in full force and effect until the date of removal of a Telecommunication Facility
from a PCZ Pole and execution of an Amendment by the Parties to remove the
Telecommunication Facility from the Site List.
22.3 Any termination is subject to the Licensee complying with the surrender
obligations in this PCZ Master License.
23. DEFAULT
23.1 Default by Licensee. The occurrence of any one or more of the following
events shall constitute a default and material breach ("Default") of this PCZ Master
License by Licensee:
23.1.1 Failure of Licensee to pay Default Rent, if any, due pursuant
to Section 7, above, within ten (10) calendar days after written notice from City;
23.1.2 Any failure by Licensee to perform any of the other terms,
conditions or covenants of this PCZ Master License to be observed or performed by
Licensee after thirty (30) calendar days written notice from City;
23.1.3 Licensee becoming insolvent or filing any debtor proceedings,
or should any adjudications in bankruptcy be rendered against Licensee, or should
Licensee take or have taken against it, in any court pursuant to any statute either of the
United States or of any State, a petition in bankruptcy or insolvency or for reorganization
or for the appointment of a receiver or trustee of all or a portion of Licensee's property,
and should the same not be discharged within one hundred twenty (120) calendar days
thereafter;
23.1.4 Licensee permitting the License Area to become vacant or
unoccupied for thirty (30) consecutive calendar days after written notice to Licensee
(except for vacancies caused by any force majeure or by remodeling, reconstruction,
alteration or repairs permitted under this PCZ Master License); or
24.1.5 The appointment of a trustee or receiver to take possession
of substantially all of the assets of Licensee located at the License Area or Licensee's
interest in this PCZ Master License or the License Area, where possession is not restored
within ninety (90) calendar days.
23.2 Except for the payment of Default Rent, if any due, if the nature of
Licensee's default or breach under this PCZ Master License is such that more than thirty
(30) calendar days are reasonably required for its cure, then Licensee shall not be
deemed to be in default or breach if Licensee commences such cure within such thirty
(30) calendar day period and diligently proceeds with such cure to completion.
23.3 Remedies. In the event of a Default by Licensee and Licensee's failure to
cure such Default, City may at any time and with or without notice do any or more of the
following:
23.3.1 Re-enter the portion of the License Area giving rise to the
Default, remove all persons and property, and repossess and enjoy such License Area.
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 16 12.22
23.3.2 Terminate this PCZ Master License and Licensee's right of
possession of the License Area. Such termination shall be effective upon City's giving
written notice and upon receipt of such notice; Licensee shall immediately surrender
possession of the License Area to City.
23.3.3 Exercise any other right or remedy which City may have at law
or equity.
23.4 City's Right to Cure Licensee's Default. Upon continuance of any Default
beyond applicable notice and cure periods, City may, but is not obligated to, cure the
Default at Licensee's cost. If City pays any money or performs any act required of, but
not paid or performed by, Licensee after notice, the payment and/or the reasonable cost
of performance shall be due as rent or additional Default Rent, if applicable, not later than
thirty (30) calendar days after service of a written demand accompanied by supporting
documentation. No such payment or act shall constitute a waiver of default or of any
remedy for default or render City liable for any loss or damage resulting from performance.
23.5 Waiver of Rights. Licensee waives any right of redemption or relief from
forfeiture under California Code of Civil Procedure Sections 1174 or 1179, or under any
other present or future law, in the event Licensee is evicted or City takes possession of
the License Area by reason of any Default by Licensee.
24. TERMINATION
24.1 This PCZ Master License is not a lease; it is a license to use City -owned
property. As such, the Parties hereby acknowledge and agree that City, as the licensor,
may revoke this PCZ Master License at will and at any time during the Term, for any
reason, with or without cause, by giving one hundred eighty (180) calendar days' written
notice to the Licensee. However, City agrees that City will not exercise its right to revoke
this PCZ Master License at will unless City determines, in its sole and absolute discretion,
that Licensee is in Default of this PCZ Master License, the events of Default being set
forth in Section 23. The decision of whether to revoke the PCZ Master License when the
basis of the revocation is an event of Default as set forth in Section 23, shall be in the
City's sole and absolute discretion.
24.2 Upon one hundred eighty (180) calendar days' prior written notice to City,
with or without cause, Licensee may terminate its license to use a specific PCZ Pole and
License Area and or terminate this PCZ Master License. Termination of use of a specific
PCZ Pole must be effected by amending the PCZ Master License and removing the
location from the Site List and License Area. Upon Licensee's termination of this PCZ
Master License or removal of any PCZ Pole from the Site List or License Area during the
Term or any exercised Renewal Term, Licensee shall pay to the City that pro -rated portion
of Default Rent, if any, due pursuant to Section 7, above, and/or fees specified in this
PCZ Master License that is unpaid prior to the effective date of termination. Licensee shall
be liable for and pay any Default Rent, if any due pursuant to Section 7, above owed for
the PCZ Pole until such time as the Telecommunications Facilities have been removed
from the License Area(s).
24.3 Any termination is subject to the Licensee complying with the surrender
obligations of this PCZ Master License. Licensee shall remove all of the
Telecommunication Facilities at its sole expense within ninety (90) calendar days after the
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 17 12-23
termination of the PCZ Master License, unless a written agreement is otherwise reached
between the City and Licensee to abandon the Telecommunication Facilities in place.
Licensee shall bear full responsibility for repairs to the License Area(s) caused by
Licensee's or its employees', contractors', subcontractors' or agents' installation,
construction, maintenance, repair, operation and removal of the Telecommunication
Facilities.
25. CONSTRUCTION AND MAINTENANCE
25.1 Licensee agrees to take all prudent action to protect the PCZ Poles from
any damage or injury caused by any work performed by or on behalf of Licensee
regarding the construction, installation, operation, inspection, maintenance, repair,
reconstruction, replacement, relocation, or removal of its Telecommunication Facilities or
the failure, deterioration or collapse of such Telecommunication Facilities.
25.2 Licensee shall, at its sole cost and expense, continually maintain in a first-
class manner, and repair any damage to the PCZ Poles and License Area(s); to the extent
such damage is caused by Licensee or any of its agents, representatives, employees,
contractors, subcontractors, or invitees. Licensee shall immediately notify the City's
emergency contact listed in Section 35 of this PCZ Master License and the appropriate
public safety agency (e.g., police and fire department) of any damage or injury caused by
work authorized pursuant to this PCZ Master License.
25.3 In accordance with the California Labor Code (Sections 1770 et seq.), the
Director of Industrial Relations has ascertained the general prevailing rate of per diem
wages, if applicable, in the locality in which the work is to be performed for each craft,
classification, or type of workman or mechanic needed to execute the work under this
PCZ Master License. A copy of said determination is available by calling the prevailing
wage hotline number (415) 703-4774, and requesting one from the Department of
Industrial Relations. If applicable, all Parties to the PCZ Master License shall be governed
by all provisions of the California Labor Code — including, but not limited to, the
requirement to pay prevailing wage rates (Sections 1770-7981 inclusive). If applicable,
a copy of the prevailing wage rates shall be posted by the Licensee at the job site.
25.4 Without limitation of any other remedy available hereunder or at law or in
equity, if Licensee fails to repair or refinish any such damage, City may, at its sole
discretion, but not be required to, upon not less than thirty (30) calendar days' prior notice
to Licensee, repair or refinish such damage and Licensee shall reimburse City of all costs
and expenses incurred in such repair or refinishing within thirty (30) calendar days of
receipt of invoice from City.
25.5 Prior to the installation of a Telecommunication Facility, Licensee shall
submit to the City and, throughout the Term plus ninety (90) calendar days thereafter,
maintain in effect, a Faithful Performance Bond, in the form attached hereto as Exhibit
"C," letter of credit or other security ("Security"), in the principal amount of ten thousand
dollars ($10,000) per License Area to ensure and secure faithful compliance with the
conditions of this PCZ Master License. Alternatively, upon execution of this PCZ Master
License, and prior to the installation of any Telecommunication Facility, the Licensee may
submit and maintain one Faithful Performance Bond, in the form attached hereto as
Exhibit "C," letter of credit or other security, in the principal amount of One Million Dollars
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 18 12-24
($1,000,000), to ensure and secure faithful compliance with the conditions of this PCZ
Master License. The Security shall be in a form acceptable to the City's Real Property
Administrator, and shall remain in effect throughout the Term of this PCZ Master License
plus ninety (90) calendar days thereafter. The purpose of the Security is to provide
payment to the City for any and all expenditures incurred by the City under this PCZ
Master License, including but not limited to costs of repairs and cost of removal of the
Telecommunication Facilities upon expiration or termination of this PCZ Master License
should Licensee fail to do so as required by this PCZ Master License. The Security shall
in no way limit the liability or obligations of Licensee or its insurers under this PCZ Master
License. If the funds represented by the Security become exhausted, Licensee shall
immediately provide the City with a new security in the amount necessary to provide full
required Security.
25.6 Upon the installation of each Telecommunication Facility, Licensee shall
promptly furnish to City a current list and map that identifies the exact location of each of
the Telecommunication Facilities. This information shall be provided in a format that is
compatible with City's geographic information system.
26. FACILITY MAINTENANCE
At its sole cost and expense, Licensee shall take good care of the
Telecommunication Facilities and keep the Telecommunication Facilities neat, clean, in
good condition and free from graffiti, dirt and rubbish at all times. City may perform
maintenance in the event Licensee fails to commence required maintenance within the
time provided by City in the notice requesting such maintenance, provided Licensee shall
be given at least five (5) calendar days to perform the maintenance. The cost of any
maintenance by the City pursuant to this Section shall be payable as additional rent.
27. MULTIPLE COMPANIES
The Parties recognize that this PCZ Master License contemplates installation and
use by multiple entities or companies, other than City, seeking to place
Telecommunication Facilities in or about the PCZ Poles or License Area. Subject to the
provisions of Section 5.2, above, Licensee shall use its best efforts to coordinate its
activities with those other entities to reduce the costs of all such parties and to avoid
interference with each such party's realizations of benefits of this and similar licenses, but
in no way shall Licensee sublease or authorize use of the PCZ Pole or License Area by
another entity/carrier without the City's express written consent. If City deems reasonably
necessary, City shall coordinate any such cooperative efforts. City will not enter into a
subsequent PCZ Master License with another entity to place Telecommunication
Facilities on the PCZ Pole or in proximity to the PCZ Pole if Licensee has shown to City's
satisfaction, after compliance with this Section, that additional Telecommunication
Facilities are technically incompatible with the operation of the Telecommunication
Facilities under this PCZ Master License.
28. INDEMNIFICATION
To the fullest extent permitted by law, Licensee shall indemnify, defend and hold
harmless City, its City Council, boards and commissions, officers, agents, volunteers, and
employees (collectively, the "Indemnified Parties") from and against any and all claims
(including, without limitation, claims for bodily injury, death or damage to property),
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 19 12-25
demands, obligations, damages, actions, causes of action, suits, losses, judgments,
fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's
fees, disbursements and court costs) of every kind and nature whatsoever (individually,
a "Claim;" collectively, "Claims"), which may arise from or in any manner relate (directly
or indirectly) to any of the terms and conditions of this PCZ Master License, any latent or
patent defects in design and construction of Replacement PCZ Poles,
Telecommunication Facilities, or work thereon conducted under this PCZ Master License
including, without limitation, defects in workmanship or materials or Licensee's presence
or performance of duties on the License Area and/or PCZ Poles (including the negligent
and/or willful acts, errors and/or omissions of Licensee, its principals, officers, agents,
employees, vendors, suppliers, subcontractors, anyone employed directly or indirectly by
any of them or for whose acts they may be liable or any or all of them).
Notwithstanding the foregoing, nothing herein shall be construed to require
Licensee to indemnify the Indemnified Parties from any Claim arising from the sole
negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall
be construed as authorizing any award of attorney's fees in any action on or to enforce
the terms of this PCZ Master License. This indemnity shall apply to all claims and liability
regardless of whether any insurance policies are applicable. The policy limits do not act
as a limitation upon the amount of indemnification to be provided by the Licensee.
29. INSURANCE
Without limiting Licensee's indemnification of City, and prior to commencement of
work under this PCZ Master License or any Amendment to the PCZ Master License,
Licensee shall obtain, provide and maintain at its own expense during the term of this
PCZ Master License, policies of insurance of the type and amounts described in Exhibit
"D," for each PCZ Pole and/or License Area.
30. HAZARDOUS SUBSTANCES
30.1 From the date of execution of this PCZ Master License throughout the Term,
Licensee shall not use, store, manufacture or maintain on the PCZ Poles and License
Area(s) any Hazardous Substances except (i) in such quantities and types found
customary in construction, repair, maintenance and operations of Telecommunication
Facilities approved by this PCZ Master License, (ii) natural gas, petroleum and petroleum
products contained within regularly operated motor vehicles. Licensee shall handle, store
and dispose of all Hazardous Substances it brings onto the PCZ Poles and License
Area(s) in accordance with applicable laws.
30.2 For purposes of this PCZ Master License, the term "Hazardous Substance"
means: (i) any substance, product, waste or other material of any nature whatsoever
which is or becomes listed, regulated, or addressed pursuant to the Comprehensive
Environmental Response, Compensation and Liability Act, 42 U.S.C. Section 9601 et seq.
("CERLCA"); the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, et
seq.; the Resource Conversation and Recovery Act, 42 U.S.C. Section 6901 et seq.
("RCRA"); the Toxic Substances Control Act, 15 U.S.C. Section 2601 et seq.; the Clean
Water Act, 33 U.S.C. Section 1251 et seq.; the California Hazardous Waste Control Act,
Health and Safety Code Section 25100 et seq.; the California Hazardous Substance
Account Act, Health and Safety Code Sections 25330 et seq.; the California Safe Drinking
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 20 12-26
Water and Toxic Enforcement Act, Health and Safety Code Sections 25249.5 et seq.;
California Health and Safety Code Sections 25280 et seq. (Underground Storage of
Hazardous Substances); the California Hazardous Waste Management Act, Health and
Safety Code Sections 25170.1 et seq.; California Health and Safety Code Sections 25501
et seq. (Hazardous Materials Response Plans and Inventory); or the Porter -Cologne
Water Quality Control Act, Water Code Sections 13000 et seq., all as they, from time -to -
time may be amended, (the above-cited statutes are here collectively referred to as "the
Hazardous Substances Laws") or any other Federal, State or local statute, law,
ordinance, resolution, code, rule, regulation, order or decree regulating, relating to, or
imposing liability or standards of conduct concerning, any hazardous, toxic or dangerous
waste, substance or material, as now or at any time hereafter in effect; (ii) any substance,
product, waste or other material of any nature whatsoever which may give rise to liability
under any of the above statutes or under any statutory or common law theory, including
but not limited to negligence, trespass, intentional tort, nuisance, waste or strict liability or
under any reported decisions of a state or federal court; (iii) petroleum or crude oil; and
(iv) asbestos.
30.3 Notwithstanding any contrary provision of this PCZ Master License, and in
addition to the indemnification duties of Licensee set forth in Section 28, Licensee agrees
to indemnify, defend with counsel acceptable to City, protect, and hold harmless the City,
its officials, officers, employees, agents, and assigns from and against any and all losses,
fines, penalties, claims, damages, judgments, or liabilities, including, but not limited to,
any repair, cleanup, detoxification, or preparation and implementation of any remedial,
response, closure or other plan of any kind or nature which the City, its officials, officers,
employees, agents, or assigns may sustain or incur or which may be imposed upon them
in connection with the use of the License Area provided under this PCZ Master License,
arising from or attributable to the storage or deposit of Hazardous Substances on or under
the License Area(s) by Licensee or its agents, employees, or contractors. This Section
30 is intended to operate as an agreement pursuant to Section 107(e) of CERCLA, 42
USC Section 9607(e), and California Health and Safety Code Section 25364, to insure,
protect, hold harmless, and indemnify City for any claim pursuant to the Hazardous
Substance Laws or the common law.
30.4 City agrees that City will not, and will not authorize any third party to use,
generate, store, or dispose of any Hazardous Substances on, under, about or within the
License Area(s) in violation of any law or regulation. City and Licensee 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 arising from any
breach of any representation, warranty or PCZ Master License contained in this Section
30. This Section 30 shall survive the termination of this PCZ Master License. Upon
expiration or earlier termination of this PCZ Master License, Licensee shall surrender and
vacate the PCZ Poles and License Area(s) and deliver possession thereof to City, in
accordance with the terms of this Agreement, free of any Hazardous Substances released
into the environment at, on or under the License Area that are directly attributable to
Licensee.
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 21 12-27
31. COMPLIANCE WITH LAWS
Licensee, at its sole cost, shall observe, perform, and comply with all laws,
statutes, ordinances, rules, and regulations promulgated by any governmental agency
and applicable to the License Area, or the use thereof, including all radio frequency safety
standards, Americans with Disability Act requirements, applicable zoning ordinances,
building codes and environmental laws. Licensee shall not occupy or use a PCZ Pole
and License Area or permit any portion of a PCZ Pole and License Area to be occupied
or used for any use or purpose that is unlawful in part or in whole, or reasonably deemed
by City to be extra hazardous or is determined by law to be a public nuisance.
32. NOT SUBJECT TO CEQA
This PCZ Master License is not subject to the California Environmental Quality Act
(CEQA) pursuant to Sections 15060(c)(2) (the activity will not result in a direct or
reasonably foreseeable indirect physical change in the environment) and 15060(c)(3) (the
activity is not a project as defined in Section 15378) of the CEQA Guidelines, California
Code of Regulations, Title 14, Chapter 3. Further, this PCZ Master License is exempt
from the provisions of CEQA under Class 3, section 15303. Class 3 exempts the
construction and location of limited numbers of new, small facilities or structures;
installation of small new equipment and facilities in small structures; and the conversion
of existing small structures from one use to another where only minor modifications are
made in the exterior of the structure.
33. NOT AGENT OF CITY
Neither anything in this PCZ Master License nor any acts of Licensee shall
authorize Licensee or any of its employees, agents or contractors to act as agent,
contractor, joint venturer or employee of City for any purpose.
34. NO THIRD PARTY BENEFICIARIES
City and Licensee do not intend, by a provision of this PCZ Master License, to
create in any third party, any benefit or right owed by one Party, under the terms and
conditions of this PCZ Master License, to the other Party.
35. NOTICES AND EMERGENCY NUMBERS
All notices and other communications required or permitted to be given under this
PCZ Master License, including any notice of change of address, shall be in writing and
given by personal delivery, or deposited with the United States Postal Service, postage
prepaid, addressed to the Party intended to be notified. Notice shall be deemed given as
of the date of personal delivery, or if mailed, upon the date of deposit with the United
States Postal Service. Notice shall be given as follows:
To City:
City Manager
City of Newport Beach
100 Civic Center Drive
Newport Beach, CA 92660
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 22 12-28
With a copy to:
Real Property Administrator
City of Newport Beach
100 Civic Center Drive
Newport Beach, CA 92660
City's emergency contact:
City of Newport Beach
Municipal Operations Department
Phone: 949-644-3011
To Licensee:
Los Angeles SMSA Limited Partnership
D.B.A. Verizon Wireless
180 Washington Valley Road
Bedminster, New Jersey 07921
Attention: Network Real Estate
Licensee's emergency contact:
Network Operations Center
Phone: 800-621-2622
36. CITY BUSINESS LICENSE
Licensee shall obtain and maintain during the duration of this PCZ Master License,
a City business license as required by the NBMC.
37. TIME IS OF THE ESSENCE
Time is of the essence for this PCZ Master License.
38. STANDARD PROVISIONS
38.1 Waiver. The waiver by either Party of any breach or violation of any term,
covenant or condition of this PCZ Master License, or of any ordinance, law or regulation,
shall not be deemed to be a waiver of any other term, covenant, condition, ordinance, law
or regulation, or of any subsequent breach or violation of the same or other term,
covenant, condition, ordinance, law or regulation. The subsequent acceptance by either
party of any Default Rent, performance, or other consideration which may become due or
owing under this PCZ Master License, shall not be deemed to be a waiver of any
preceding breach or violation by the other Party of any term, condition, covenant of this
PCZ Master License or any applicable law, ordinance or regulation.
38.2 Integrated Contract. This PCZ Master License represents the full and
complete understanding of every kind or nature whatsoever between the Parties hereto
related to the subject matter herein, and all preliminary negotiations and licenses of
whatsoever kind or nature are merged herein. No verbal license or implied covenant shall
be held to vary the provisions herein.
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 23 12-29
38.3 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this PCZ Master License and the exhibits attached hereto, the
terms of this PCZ Master License shall govern.
38.4 Interpretation. The terms of this PCZ Master License shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either Party by reason of the authorship of the PCZ Master License or any other
rule of construction which might otherwise apply.
38.5 Amendments. This PCZ Master License may be modified or amended only
by a written document executed by both Licensee and the City Manager and approved
as to form by the City Attorney.
38.6 Severability. If any term or portion of this PCZ Master License is held to be
invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the
remaining provisions of this PCZ Master License shall continue in full force and effect.
38.7 Controlling Law and Venue. The laws of the State of California shall govern
this PCZ Master License and all matters relating to it and any action brought relating to
this PCZ Master License shall be adjudicated in a court of competent jurisdiction in the
County of Orange.
38.8 Exhibits. All exhibits referenced and attached to this PCZ Master License
are incorporated by reference.
38.9 Equal Opportunity Employment. Licensee represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because of race, religion, color, national origin, handicap,
ancestry, sex or age.
38.10 No Attorney's Fees. In the event of any dispute or legal action arising under
this PCZ Master License, the prevailing Party shall not be entitled to attorney's fees.
38.11 No Damages. Licensee acknowledges that City would not enter into this
PCZ Master License if it were to be liable for damages (including, but not limited to, actual
damages, economic damages, consequential damages, lost profits, loss of rents or other
revenues, loss of business opportunity, loss of goodwill or loss of use) under, or relating
to, this PCZ Master License or any of the matters referred to in this PCZ Master License,
including, without limitation, any and all plans, permits, licenses or regulatory approvals,
and CEQA documents. Accordingly, Licensee covenants and agrees on behalf of itself
and its successors and assigns, not to sue City (either in its capacity as licensor in this
License Agreement or in its capacity as the City of Newport Beach) for damages
(including, but not limited to, actual damages, economic damages, consequential
damages, lost profits, loss of rents or other revenues, loss of business opportunity, loss
of goodwill or loss of use) or monetary relief for any breach of this License Agreement by
City or for any dispute, controversy, or issue between City and Licensee arising out of or
connected with this License Agreement or any of the matters referred to in this License
Agreement, including, without limitation, any and all plans, permits, licenses or regulatory
approvals, CEQA documents, or any future amendments or enactments thereto, the
Parties agreeing that declaratory relief, injunctive relief, mandate and specific
performance shall be Licensee's sole and exclusive judicial remedies.
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 24 12-30
38.12 Counterparts. This PCZ Master License may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
38.13 Powers to Enter Into PCZ Master License. The individuals executing this
PCZ Master License represent and warrant that they have the right, power, legal capacity
and authority to enter into and to execute this PCZ Master License on behalf of the
respective legal entities of the Licensee and the City.
[SIGNATURES ON NEXT PAGE]
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 25 12-31
IN WITNESS WHEREOF, the Parties hereto have caused this PCZ Master License
to be executed in duplicate on the dates indicated below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: I I2g l r L
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:By:
Aar ar aK aNllyi'� Marshall "Duffy" Duffield
City Attorney Mayor
ATTEST:
Date:
By:
Leilani I. Brown
City Clerk
LICENSEE: Los Angeles SMSA Limited
Partnership (D.B.A. Verizon Wireless),
a California limited partnership
By: AirTouch Cellular, a California
corporation
Its: Gene ala ner
Date: � /" z
By:--
Steven. V. Lia
Director — Network Engineering
Pacific Market (Southern California)
[END OF SIGNATURES]
Attachments: Exhibit A: Form of Amendment to PCZ Master License
Exhibit B: Newport Beach Small Cells — Approved Designs
Exhibit C: Faithful Performance Bond
Exhibit D: Insurance Requirements
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 26 12-32
Exhibit "A"
FORM OF AMENDMENT TO PCZ MASTER LICENSE
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page A-1
12-33
FIRST AMENDMENT TO ENHANCED SERVICES AND PRIORITY
COMMUNICATIONS ZONES MASTER LICENSE AGREEMENT BETWEEN THE
CITY OF NEWPORT BEACH AND
VERIZON WIRELESS FOR THE USE OF CITY -OWNED STREETLIGHTS
FOR TELECOMMUNICATIONS FACILITIES
THIS AMENDMENT NO. TO PRIORITY COMMUNICATIONS ZONES
MASTER LICENSE AGREEMENT ("First Amendment") is made and entered into as of
this day of , 20_ ("Effective Date"), by and between the CITY OF
NEWPORT BEACH, a California municipal corporation and charter city ("City"), and Los
Angeles SMSA Limited Partnership (doing business as Verizon Wireless), a California
limited partnership ("Licensee"), and is made with reference to the following:
RECITALS
A. On , 20_, City and Licensee entered into a Priority
Communications Zones Master License Agreement ("PCZ Master License")
allowing Licensee to install, operate, maintain and remove Telecommunication
Facilities in or on City -owned poles in priority communications zones ("PCZ
Pole(s)").
B. The parties desire to enter into this First Amendment, pursuant to Section 5 of the
PCZ Master License, itemizing specific PCZ Poles on the attached Site List to be
licensed on a nonexclusive basis to Licensee under the PCZ Master License.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. EXCLUSIVE SITE LIST
This First Amendment, and the Site List attached hereto as Exhibit 1, as outlined
in Section 5 of the PCZ Master License, shall be effective and incorporated into the PCZ
Master License once fully executed by the parties.
2. INTEGRATED CONTRACT
Except as expressly modified herein, all other provisions, terms, and covenants
set forth in the PCZ Master License shall remain unchanged and shall be in full force and
effect.
[SIGNATURES ON NEXT PAGE]
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page A-2
12-34
IN WITNESS WHEREOF, the parties have caused this First Amendment to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date:
Aaron C. Harp
City Attorney
ATTEST:
Date:
Leilani I. Brown
City Clerk
Attachments
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Dave Kiff
City Manager
LICENSEE: Los Angeles SMSA Limited
Partnership (D.B.A. Verizon Wireless),
a California limited partnership
By: AirTouch Cellular, a California
corporation
Its: Genera} ParAn r
Date: t 1 po I
By: D
Steven. V. mb
Director — Network Engineering
Pacific Market (Southern California)
[END OF SIGNATURES]
Exhibit 1 -- Site List
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page A-3
12-35
EXHIBIT 1
SITE LIST
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page A-4 12-36
Exhibit "B"
NEWPORT BEACH SMALL CELLS — APPROVED DESIGNS
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page B-1 12-37
Street Light with Globe
r11✓I'�J;J rJ
Proposed LAA mounted to
Pxigtinn linht nnIP
12-38
Top Mount Antenna Radios in Base Unit
Proposed replacement pole
with antenna at top and
RRUs in base cabinet
12-39
Side Mount Antenna
Radios Mounted Close to Antenna
roposed side mounted antenna
nd RRUs mounted to replacement
nht nnla
12-40
Replacement Street Light Pole
Proposed top mounted
antenna and RRUs on
replacement light pole
illage
� �l'11YAkSP�
..,pti 6lQU071Y�,
�i91u1�`. D N�5'.
A
"C dun
y 1Tc`�1i:
il-
9.
ac -
Replacement pole to match circumference,
height, color and fagade of existing pole. -
12-41
Replacement Street Light Pole
r, f. F. P, f, N+ -.
12-42
Side Mount Antenna Pole at The Wedge
Proposed top mounted antenna
and RRUs on replacemen} snip
��.
r1 �J.JZ-D
i
12-43
Exhibit "C"
FAITHFUL PERFORMANCE BOND
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page C-1 12-44
CITY OF NEWPORT BEACH
BOND NO.
FAITHFUL PERFORMANCE BOND
The premium charges on this Bond is $
WHEREAS, the City of Newport Beach, State of California, has entered into a PCZ
Master License Agreement with Los Angeles SMSA Limited Partnership (doing business
as Verizon Wireless) hereinafter designated as the "Principal," a license to install the
Telecommunication Facility described and depicted in Attachment 1 at the designated
PCZ Pole and area as further described and depicted in Attachment 2 (the "License
Area"), in the City of Newport Beach, in strict conformity with the PCZ Master License and
any Amendment thereto on file with the office of the City Clerk of the City of Newport
Beach, which is incorporated herein by this reference.
WHEREAS, Principal has executed or is about to execute the PCZ Master License
Agreement or any Amendment thereto and the terms thereof require the furnishing of a
Bond for the faithful performance of the PCZ Master License Agreement.
NOW, THEREFORE, we, the Principal, and
duly authorized to
transact business under the laws of the State of California as Surety (hereinafter
"Surety"), are held and firmly bound unto the City of Newport Beach, in the sum of
Dollars and _1100 ($ ) lawful money of the United
States of America, said sum being equal to 100% of the estimated cost of repairs and
removal of the Telecommunication Facilities under the PCZ Master License and any
Amendment thereto, to be paid to the City of Newport Beach, its successors, and assigns;
for which payment well and truly to be made, we bind ourselves, our heirs, executors and
administrators, successors, or assigns, jointly and severally, firmly by these present.
THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal, or the
Principal's heirs, executors, administrators, successors, or assigns, fail to abide by, and
well and truly keep and perform any or all the covenants, conditions, and agreements in
the PCZ Master License and any Amendment thereto and any alteration thereof made as
therein provided on its part, to be kept and performed at the time and in the manner
therein specified, and in all respects according to its true intent and meaning, or fails to
indemnify, defend, and save harmless the City of Newport Beach, its officers, employees
and agents, as therein stipulated, then, Surety will faithfully perform the same, in an
amount not exceeding the sum specified in this Bond; otherwise this obligation shall
become null and void.
As a part of the obligation secured hereby, and in addition to the face amount
specified in this Performance Bond, there shall be included costs and reasonable
expenses and fees, including reasonable attorney's fees, incurred by City, only in the
event City is required to bring an action in law or equity against Surety to enforce the
obligations of this Bond.
Surety, for value received, stipulates and agrees that no change, extension of time,
alterations or additions to the terms of the PCZ Master License and any Amendment
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page C-2 12-45
thereto or to the covenants, conditions, and agreements to be performed thereunder shall
in any way affect its obligations on this Bond, and it does hereby waive notice of any such
change, extension of time, alterations or additions of the PCZ Master License Agreement
and any Amendment thereto.
This Faithful Performance Bond shall be extended and maintained by the Principal
in full force and effect for the Term of the PCZ Master License plus ninety (90) calendar
days thereafter.
In the event that the Principal executed this bond as an individual, it is agreed that
the death of any such Principal shall not exonerate the Surety from its obligations under
this Bond.
IN WITNESS WHEREOF, this instrument has been duly executed by the Principal
and Surety above named, on the day of 20
Name of Contractor (Principal)
Name of Surety
Address of Surety
Telephone
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date:
Aaron C. Harp
City Attorney
Authorized Signature/Title
Authorized Agent Signature
Print Name and Title
NOTARY ACKNOWLEDGMENTS OF
CONTRACTOR AND SURETY MUST BE ATTACHED
Attachments: Attachment 1 — Description & Depiction of Telecommunication Facility
Attachment 2 — Description & Depiction of License Area
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page C-3 12-46
Attachment 1
Description & Depiction of Telecommunication Facility
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page C-4 12-47
Attachment 2
Description & Depiction of License Area
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page C-5 12-48
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 o )SS.
On 20 before me,
Notary Public, ersonally appearedP,r�
who proved to me on the basis of satisfactory evidence to be the personks`S whose namilare
subscribed to the within instrument and acknowledged to me tha&/she/they executed the same
in/her/their authorized capacit,and that b/her/their signatures(,s4 on the instrument
th person , or the entity upon behalf of which the person�(4 acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal
A ►`°"'�r�� JIN K. PARK
COMM. # 2161715;0
ai NOTARY PUBLJM4 FORNIAA X
ORANGE COUNTY N
MY COMM. EXP AUG 28, 2020
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
(seal)
County of }ss.
On 20 before me,
Notary Public, personally appeared
proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature
(seal)
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page C-6 12-49
Si
a
A ►`°"'�r�� JIN K. PARK
COMM. # 2161715;0
ai NOTARY PUBLJM4 FORNIAA X
ORANGE COUNTY N
MY COMM. EXP AUG 28, 2020
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
(seal)
County of }ss.
On 20 before me,
Notary Public, personally appeared
proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature
(seal)
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page C-6 12-49
;M oil elm 311
Insurance Requirements
1. Provision of Insurance. Without limiting Licensee's indemnification of City, and
prior to commencement of work on License Area by Licensee or Licensee's
agents, representatives, consultants, contractors and/or subcontractors, Licensee
shall obtain, provide and maintain at its own expense during the term of this PCZ
Master License policies of insurance of the type and amounts described below and
in a form satisfactory to City. Licensee agrees to provide insurance in accordance
with requirements set forth here. If Licensee uses existing coverage to comply
and that coverage does not meet these requirements, Licensee agrees to amend,
supplement or endorse the existing coverage.
2. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the insurance commissioner to transact business
of insurance in the State of California, with an assigned policyholders' rating of A -
(or higher) and Financial Size Category Class VII (or larger) in accordance with the
latest edition of Best's Key Rating Guide, unless otherwise approved by the City's
Risk Manager.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Licensee and Licensee's agents,
representatives, consultants, contractors and/or subcontractors, shall
maintain Workers' Compensation Insurance, statutory limits, and
Employer's Liability Insurance with limits of at least one million dollars
($1,000,000) each accident for bodily injury by accident and each employee
for bodily injury by disease in accordance with the laws of the State of
California, Section 3700 of the Labor Code.
Licensee and Licensee's agents, representatives, consultants, contractors
and/or subcontractors, shall submit to City, along with the certificate of
insurance, a Waiver of Subrogation endorsement in favor of City, its officers,
agents, employees and volunteers.
B. General Liability Insurance. Licensee and Licensee's agents,
representatives, consultants, contractors and/or subcontractors, shall
maintain commercial general liability insurance, and if necessary umbrella
liability insurance, with coverage at least as broad as provided by Insurance
Services Office form CG 00 01, in an amount not less than one million
dollars and 00/100 ($1,000,000) per occurrence, two million dollars and
00/100 ($2,000,000) general aggregate. The policy shall cover liability
arising from License Area, operations, personal and advertising injury, and
liability assumed under an insured contract (including the tort liability of
another assumed in a business contract) with no endorsement or
modification limiting the scope of coverage for liability assumed under a
contract.
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page D-1 12-50
C. Automobile Liability Insurance. Licensee and Licensee's consultants,
contractors and/or subcontractors shall maintain automobile insurance at
least as broad as Insurance Services Office form CA 00 01 covering bodily
injury and property damage for all activities of Licensee or all activities of
Licensee's consultants, contractors and/or subcontractors arising out of or
in connection with work to be performed on the License Area, including
coverage for any owned, hired, non -owned or rented vehicles, in an amount
not less than one million dollars and 00/100 ($1,000,000) combined single
limit each accident.
D. Builder's Risk Insurance. During construction, Licensee shall require that
Licensee's construction contractors and subcontractors maintain Builders
Risk insurance or an installation floater as directed by City, covering
damages to the work for "all risk" or special causes of loss form with limits
equal to one hundred percent (100%) of the completed value of the work,
with coverage to continue until final acceptance of the work by Licensee
and City. City shall be included as an insured on such policy, and Licensee
shall provide City with a copy of the policy.
4. Endorsements: Policies shall contain or be endorsed to contain the following
provisions:
A. Additional Insured Status. City, its elected or appointed officers, officials,
employees, agents and volunteers are to be covered as an additional
insured under all general liability policies with respect to liability arising out
of Licensee's activities related to this PCZ Master License and with respect
to use or occupancy of the License Area. City, its elected or appointed
officers, officials, employees, agents and volunteers shall be named as an
additional insured on any of Licensee's contractor's and subcontractor's
policies.
B. Primary and Non Contributory. Policies shall be considered primary
insurance as respects to City, its elected or appointed officers, officials,
employees, agents and volunteers as respects to all claims, losses, or
liability arising directly or indirectly from Licensee's operations. Any
insurance maintained by City, including any self-insured retention City may
have, shall be considered excess insurance only and not contributory with
the insurance provided hereunder.
C. Liability Insurance. Liability insurance shall act for each insured and
additional insured as though a separate policy had been written for each,
except with respect to the limits of liability of the insuring company.
D. Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this PCZ Master License shall be endorsed to waive
subrogation against City, its elected or appointed officers, agents, officials,
employees and volunteers or shall specifically allow Licensee or others
providing insurance evidence in compliance with these requirements to
waive their right of recovery prior to a loss. Licensee hereby waives its own
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page D-2 12-51
right of recovery against City, and shall require similar written express
waivers from each of its consultants, contractors or subcontractors.
E. Reporting Provisions. Any failure to comply with reporting provisions of the
policies shall not affect coverage provided to City, its elected or appointed
officers, officials, employees, agents or volunteers.
F. Notice of Cancellation. The insurance required by this PCZ Master License
shall not be suspended, voided, canceled, or reduced in coverage or in
limits except after thirty (30) calendar days (ten (10) calendar days written
notice of non-payment of premium) written notice has been received by City.
It is Licensee's obligation to ensure that provisions for such notice have
been established.
G. Loss Pee. City shall be included a loss payee under the commercial
property insurance.
5. Additional Requirements.
A. In the event City determines that (i) the Licensee's activities on the License
Area creates an increased or decreased risk of loss to the City, (ii) greater
insurance coverage is required due to the passage of time, or (iii) changes in
the industry require different coverage be obtained, Licensee agrees that the
minimum limits of any insurance policy required to be obtained by Licensee or
Licensee's consultants, contractors or subcontractors, may be changed
accordingly upon receipt of written notice from City. With respect to changes
in insurance requirements that are available from Licensee's then -existing
insurance carrier, Licensee shall deposit certificates evidencing acceptable
insurance policies with City incorporating such changes within thirty (30)
calendar days of receipt of such notice. With respect to changes in insurance
requirements that are not available from Licensee's then- existing insurance
carrier, Licensee shall deposit certificates evidencing acceptable insurance
policies with City, incorporating such changes, within ninety (90) calendar days
of receipt of such notice.
B. Any deductibles applicable to the insurance purchased in compliance with the
requirements of this section shall be approved by City.
C. Licensee and Licensee's consultants, contractors and/or subcontractors shall
be subject to the insurance requirements contained herein unless otherwise
specified in the provisions above or written approval is granted by the City.
Licensee shall verify that all consultants, contractors and/or subcontractors
maintain insurance meeting all the requirements stated herein, and Licensee
shall ensure that City is an additional insured on insurance required from
contractors, consultants and/or subcontractors.
D. For General Liability coverage, contractors, consultants and/or subcontractors
shall provide coverage with a format at least as broad as provided by Insurance
Services Office form CG 203 80413.
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page D-3 12-52
E. If Licensee maintains higher limits than the minimums shown above, the City
requires and shall be entitled to coverage for the higher limits maintained by
the Licensee. Any available insurance proceeds in excess of the specified
minimum limits of insurance and coverage shall be available to the City.
F. Licensee shall give City prompt and timely notice of any claim made or suit
instituted arising out of or resulting from Licensee or Licensee's agents,
representatives, consultants, contractors or subcontractors performance under
this PCZ Master License.
G. Licensee shall provide certificates of insurance, with original endorsements as
required above, to City as evidence of the insurance coverage required herein.
Insurance certificates must be approved by City prior to commencement of
work or issuance of any permit. Current certification of insurance shall be kept
on file with City at all times during the term of this PCZ Master License.
H. All required insurance shall be in force on the Effective Date, and shall be
maintained continuously in force throughout the term of this PCZ Master
License. In addition, the cost of all required insurance shall be borne by
Licensee or by Licensee's consultants, contractors or subcontractors.
If Licensee or Licensee's consultants, contractors or subcontractors fail or
refuse to maintain insurance as required in this PCZ Master License, or fail to
provide proof of insurance, City has the right to declare this PCZ Master
License in default without further notice to Licensee, and City shall be entitled
to exercise all available remedies.
J. Licensee agrees not to use the License Area in any manner, even if use is for
purposes stated herein, that will result in the cancellation of any insurance City
may have on the License Area or on adjacent premises, or that will cause
cancellation of any other insurance coverage for the License Area or adjoining
premises. Licensee further agrees not to keep on the License Area or permit
to be kept, used, or sold thereon, anything prohibited by any fire or other
insurance policy covering the License Area. Licensee shall, at its sole expense,
comply with all reasonable requirements for maintaining fire and other
insurance coverage on the License Area.
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page D-4 12-53
ATTACHMENT B
FIRST AMENDMENT TO ENHANCED SERVICES AND PRIORITY
COMMUNICATIONS ZONES MASTER LICENSE AGREEMENT BETWEEN THE
CITY OF NEWPORT BEACH AND
VERIZON WIRELESS FOR THE USE OF CITY -OWNED STREETLIGHTS
FOR TELECOMMUNICATIONS FACILITIES
THIS FIRST AMENDMENT TO ENHANCED SERVICES AND PRIORITY
COMMUNICATIONS ZONES MASTER LICENSE AGREEMENT ("First Amendment") is
made and entered into as of this day of , 20_ ("Effective Date"), by
and between the CITY OF NEWPORT BEACH, a California municipal corporation and
charter city ("City"), and Los Angeles SMSA Limited Partnership (doing business as
Verizon Wireless), a California limited partnership ("Licensee"), and is made with
reference to the following:
RECITALS
A. On , 20_, City and Licensee entered into a Priority
Communications Zones Master License Agreement ("PCZ Master License")
allowing Licensee to install, operate, maintain and remove Telecommunication
Facilities in or on City -owned poles in priority communications zones ("PCZ
Pales").
B. The parties desire to enter into this First Amendment, pursuant to Section 5 of the
PCZ Master License, itemizing PCZ Pole locations on the attached Site List to be
licensed to Licensee on a nonexclusive basis under the PCZ Master License.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. EXCLUSIVE SITE LIST
This First Amendment, and the Site List attached hereto as Exhibit 1, as outlined
in Section 5 of the PCZ Master License, shall be effective and incorporated into the PCZ
Master License once fully executed by the Parties.
2. INTEGRATED CONTRACT
Except as expressly modified herein, all other provisions, terms, and covenants
set forth in the Agreement shall remain unchanged and shall be in full force and effect.
[SIGNATURES ON NEXT PAGE]
Los Angeles SMSA Limited Partnership (D.B.A. Verizon Wireless) Page 1
12-54
IN WITNESS WHEREOF, the parties have caused this First Amendment to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: I /z 4 1 1 &
By:r- -)
Aar . H6rp �+ 01zKlir
City Attorney
ATTEST:
Date:
NO
Leilani I. Brown
City Clerk
Attachment
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Dave Kiff
City Manager
LICENSEE: Los Angeles SMSA Limited
Partnership (D.B.A. Verizon Wireless),
a California limited partnership
By: AirTouch Cellular, a California
corporation
Its: Geneffal Partner
Date: 11'3111--6
By: dZ== , -
Steven. V. amb
Director — Network Engineering
Pacific Market (Southern California)
[END OF SIGNATURES]
Exhibit 1 —Site List
Los Angeles SMSA Limited Partnership (D. B.A. Verizon Wireless) Page 2
12-55
EXHIBIT 1
SITE LIST
Los Angeles SMSA Limited Partnership {D.B.A. Verizon Wireless} Page 3
12-56
Verizon Site 10
Pole 10
STREET ADDRESS
LATITUDE
LONGITUDE
SCL Newport Pier Al
SLC0388
BALBOA BLVD W
33.60801874
-117.9264969
SCL Newport Pier A2
SLC0378
OCEAN FRONT W
33.60605982
-117.920817
SCL Newport Pier A3
SLC0422
BALBOA BLVD W
33.60463221
-117.9104565
SCL NB 1
SLC5446
COAST HWY
33.63015078
-117.9554291
SCL NB 10
SCLS468
MARCUS AVE
33.61956547
•117.9346763
SCL NB 13
SLC0914
N/W CORNER W BALBOA BL AND ALLEY BETWEEN 32ND & 33RD
33.61517844
-117.9327415
SCL NB 14
SLC0897
MARCUS AVE
33.61727778
-117.9325717
SCL NB 16
SLC5549
NEWPORT BLVD
33.61674037
-117.930549
SCL NB 18
SLC0734
NPT PIER PKNG LOT
33.60825384
-117.929046
SCL NB 2
SLC5414
COAST HWY
33.62611575
-117.9484327
SCL NB 25
SLCO298
BALBOA BLVD E
33.6035399
•117.9040781
SCL NB 3
SLC0992
SEASHORE OR
33.62439277
-117.946367
SCL NO 30
SLC8143
11 ST
33.60086616
-117.9000522
SCL NB 32
SLC0175
BALBOA BLVD E
33.60088695
-117.8966211
SCL NB 39
SLC0794
OCEAN FRONT W
33.61605259
•117.9355858
SCL NB 4
SLC1041
RIVER AVE
33.62309903
-117.9433149
SCL NB 40
SLC0789
OCEAN FRONT W
33.61402839
-117.9337476
SCL NB 45
SLC0001
BEACH FLOOD -WEDGE
33.59456541
-117.8817939
SCL NB 5
SLC1055
RIVER AVE
33.62314712
-117.9418025
SCL NB 6
SLC5367
COAST HWY
33.62242753
-117.9382253
SCL NB 67
SLC0888
132ND ST
33.6152724
-117.9315802
SCL NB 7
SLC0968
SEASHORE DR
33.61922049
-117.9380972
SCL NB 76
SLC0784
OCEAN FRONT W
33.61183902
-117.931761
SCL NB 78
SLC0883
LAFAYETTE AVE
33.61524419
117.9272726
SCL NB 8
SLC0937
CORNER W BALBOA BL AND 43RD ST
33.62010988
117.9375486
SCL NB 9
SLC0902
S/W CORNER OF NEWPORT ISLAND BRIDGE ON LAKE AVE
33.61830195
-117.9344317
SCL NB 104
New Pole
NEWPORT COAST DR/SAN JOAQUIN HILLS ROAD (general area of traffic signal pole)
33.60875693
•117.826124
SCL NB 103
New Pole
NEWPORT COAST DR/VISTA RIDGE ROAD (general area of traffic signal pale)
33.60338643
-117.8293561
SCL NB 53
SLC5266
MAIN BEACH
33.59451587
-117.8764383
SCL SAGE HILLS 1
New Pole
NEWPORT COAST DR/SAGE (general area of traffic signal pale)
33.615111
-117.825583
SCL SAGE HILLS 2
New Pole
NEWPORT COAST DRIVE/73 (general area of traffic signal pole)
33.621857
-117.826812
SCL NB 91
SLC3097
SPYGLASS HILLS RD/SAN JOAQUIN HILLS ROAD
33.60792311
-117.8505998
12-57