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HomeMy WebLinkAboutC-3706(A) - Communications Site Lease (For Canyon Watch Park)2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 PR64AF-1153 Laguna Coast Wilderness Park (Sprint PCS Assets) COMMUNICATIONS SITE LEASE THIS LEASE is made N PU , M isstz 1 }-h , 2-(JI) 3 by and between the County of Orange, a political subdivision of the State of California, hereinafter referred to as "LESSOR," and Sprint PCS Assets, LLC, a Delaware limited liability company, hereinafter referred to as "TENANT," without regard to number and gender. 1. DEFINITIONS (PMA2.1 S) The following words in this Lease have the significance attached to them in this clause unless otherwise apparent from context: "Board of Supervisors" means the Board of Supervisors of the County of Orange, a political subdivision of the State of California. "Director" means the Director, Public Facilities & Resources Department of the County of Orange, or designee, or upon written notice to TENANT, such other person or entity as shall be designated by the Board of Supervisors. "Risk Manager" means the Manager of the County Executive Office, Risk Management, or upon written notice to TENANT, such other person, or entity as shall be designated by LESSOR's County Executive Officer. 2. PREMISES (PMA3.1 N) LESSOR owns the real property described in Exhibit A, which exhibit is attached hereto and by reference made a part hereof ("LESSOR's Property"). Subject to the following terms and conditions, LESSOR leases to TENANT that portion of LESSOR's Property depicted in Exhibit B, which exhibit is attached hereto and by reference made a part hereof, and any applicable easements for access and utilities (the "Premises"). The precise location of the Premises shall be delineated on the plans LESSOR approves under the Option Agreement preceding execution of this Lease. Such approved plans shall control to describe the Premises in the event any discrepancy between the delineation of the Premises on the plans and on Exhibit B. 3. LIMITATION OF THE LEASEHOLD (PMA5.1 S) This Lease and the rights and privileges granted TENANT in and to the Premises are subject to all covenants, conditions, restrictions, and exceptions of record or apparent. Nothing contained in this Lease or in any document related hereto shall be construed to imply the conveyance to TENANT of rights in the Premises which exceed those owned by LESSOR, or any representation or warranty, either express or implied, relating to the nature or condition of the Premises or LESSOR's interest therein. TENANT acknowledges that TENANT has conducted a complete and adequate investigation of the Premises and that TENANT has accepted the Premises in its "as is" condition. mwh:l/7/2003 1 Sprint PCS Assets Lease Laguna Coast Wilderness Park 1 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 4. USE (PMB1.1 S) TENANT's use of the Premises shall be limited to construct, maintain, secure and operate a communications facility for cellular telephone service, including required antennas and antenna support structures, and for any other use which is incidental thereto. Each such antenna or antenna support structure may be configured from time to time, provided TENANT obtains, pursuant to the Clauses entitled FUTURE CONSTRUCTION AND/OR ALTERATION BY TENANT and ATTACHMENT I — GENERAL CONDITIONS, section PERMITS AND LICENSES of this Lease, all permits and approvals required by applicable jurisdictions for such requested configuration. TENANT agrees not to use the Premises for any other purpose nor to engage in or permit any other activity within or from the Premises. TENANT agrees not to conduct or permit to be conducted any public or private nuisance in, on, or from the Premises, or to commit or permit to be committed any waste within the Premises. TENANT shall operate the facility in accordance with the Wireless Communications Facility Permit Approval Conditions, a copy of which is attached hereto as Exhibit D and by reference made a part hereof. 5. TERM (PMB2.1 N) The term ("Initial Term") of this Lease shall be Live (5) years, commencing the first day of the first full calendar month following the date of execution of this Lease by LESSOR. TENANT is hereby granted three (3) separate consecutive options of five (5) years each ("Additional Terms") to extend the Initial Term. TENANT may exercise its option to lease for an Additional Term by giving LESSOR written intention to do so at least ninety (90) days prior to the expiration date of the Initial Term and each subsequent Additional Term. Each option shall be exercisable by TENANT on the express conditions that: (a) at the time of the exercise, and at all times prior to the commencement of such extension, TENANT shall not be in default under any of the provisions of this Lease; and (b) TENANT has not been ten (10) or more days late in payment of rent more than a total of three (3) times during the Lease Term and all preceding extensions. 6. RENT (PMVIC1.1 N) TENANT agrees to pay to LESSOR as monthly rent for the Premises the following sum during the Initial Term (Years 1-5) and during each exercised Additional Term (Lease Years: 6-10, 11-15, 16-20) as follows: Lease Year Monthly Rent Lease Year Monthly Rent l $2,700 11 $4,398 2 $2,835 12 $4,618 3 $2,977 13 $4,849 4 $3,126 14 $5,091 5 $3,282 15 $5,346 6 $3,446 16 $5,613 7 $3,618 17 $5,894 8 $3,799 18 $6,188 9 $3,989 19 $6,498 10 $4,189 20 $6,823 mwh:I/7/2003 2 Sprint PCS Assets Lease Laguna Coast Wilderness Park 10 11 l2 13 14 15 16 17 18 19 20 21 22 23 24 25 7. RENT PAYNIENT PROCEDURE (PMC6.4 S) Rent payments shall be delivered to the County of Orange, Office of the Auditor -Controller, P. O. Box 567 (630 N. Broadway), Santa Ana, California 92702. The designated place of payment may be changed at any time by LESSOR upon ten days written notice to TENANT. Rent payments may be made by check payable to the County of Orange. TENANT assumes all risk of loss if payments are made by mail. All sums due under this Lease shall be paid in lawful money of the United States of America, without offset or deduction or prior notice or demand. No payment by TENANT or receipt by LESSOR of a lesser amount than the payment due shall be deemed to be other than on account of the payment due, nor shall any endorsement or statement on any check or any letter accompanying any check or payment be deemed an accord and satisfaction, and LESSOR shall accept such check or payment without prejudice to LESSOR's right to recover the balance of the amount due or pursue any other remedy in this Lease. 8. CHARGE FOR LATE PAYMENT (PMC7.1 S) TENANT hereby acknowledges that the late payment of rent or any other sums due hereunder will cause LESSOR to incur costs not contemplated by this Lease, the exact amount of which will be extremely difficult to ascertain. Such costs include but are not limited to costs such as administrative processing of delinquent notices, increased accounting costs, etc. Accordingly, if any payment of rent as specified in the Clause entitled RENT of this Lease or of any other sum due LESSOR is not received by LESSOR by the due date, a late charge of one and one-half percent (1.5%) of the payment due and unpaid plus $100 shall be added to the payment, and the total sum shall become immediately due and payable to LESSOR. An additional charge of one and one-half percent (1.5%) of said payment, excluding late charges, shall be added for each additional month that said payment remains unpaid. TENANT and LESSOR hereby agree that such late charges represent a fair and reasonable estimate of the costs that LESSOR will incur by reason of TENANT's late payment. Acceptance of such late charges (and/or any portion of the overdue payment that is less than full payment) by LESSOR shall in no event constitute a waiver of TENANT's default with respect to such overdue payment, or prevent LESSOR from exercising any of the other rights and remedies granted hereunder. 9. SECURITY DEPOSIT (PNIC9.1 S) A security deposit in the sum of Eight Thousand and One Hundred Dollars ($8,100) shall be provided to LESSOR by TENANT. The security deposit shall take one of the forms set out below and shall guarantee TENANT's full and faithful performance of all the terms, covenants, and conditions of this Lease: A. Cash B. The assignment to LESSOR of a savings deposit held in a financial institution in Orange County acceptable to Director. At the minimum, such assignment shall be evidenced by the delivery to Director of the original passbook reflecting said savings deposit and a written assignment of said deposit to County of Orange in a form approved by Director. C. A Time Certificate of Deposit from a financial institution in Orange County wherein the principal sum is made payable to County of Orange. Both the financial institution and the form of the certificate must be approved by Director. D. An instrument or instruments of credit from one or more financial institutions, subject to regulation by the state or federal government, pledging that funds necessary to secure performance of the lease terms, covenants, and conditions are on deposit and guaranteed for payment, and agreeing that said mwh:1/7/2003 3 Sprint PCS Assets Lease Laguna Coast Wilderness Park 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 funds shall be trust funds securing TENANT's performance and that all or any part shall be paid to County of Orange. Both the financial institution(s) and the form of the instrument(s) must be approved by Director. Regardless of the form in which TENANT elects to make said security deposit, all or a portion of the principal sum shall be available unconditionally to Director, for correcting any default or breach of this Lease by TENANT, his successors or assigns, or for payment of expenses incurred by LESSOR as a result of the failure of TENANT, his successors or assigns, to faithfully perform all terms, covenants, and conditions of this Lease. Should TENANT elect to assign a savings deposit, provide a Time Certificate of Deposit or an instrument of credit to fulfill the security deposit requirements of this Lease, said assignment, certificate, or instrument shall have the effect of releasing the depository or creditor therein from liability to TENANT on account of the payment of any or all of the principal sum to County of Orange. The agreement entered into by TENANT with a financial institution to establish the deposit necessary to permit assignment or issuance of a certificate as provided above may allow the payment to TENANT of interest accruing on account of said deposit. In the event Director withdraws any or all of the security deposit as provided herein, TENANT shall, within ten (10) days of any withdrawal by Director, replenish the security deposit to maintain it at amounts as herein required throughout the Lease term. Failure to do so shall be deemed a default and shall be grounds for immediate termination of this Lease. The security deposit shall be rebated, reassigned, released, or endorsed by Director to TENANT, as applicable, at the end of the Lease term, provided TENANT has fully and faithfully performed each and every term, covenant, and condition of this Lease. 10. INITIAL CONSTRUCTION BY TENANT (PMD1.2 N) A. Minimum Construction and Timing. TENANT shall cause to be constructed and installed within the Premises, at no cost to LESSOR, all improvements to accommodate the use approved pursuant to the Clause in this Lease entitled USE. All improvements shall be in accordance with the plans, specifications and time schedules approved by the Director during the option period preceding execution of this Lease and comply with the attached Wireless Communications Facility Permit Approval Conditions. B. Construction Standards. Development of the Premises shall be conducted in a good and workmanlike manner. All design and construction shall conform to the construction and architectural standards contained in Exhibit C and shall meet all other requirements contained in this Lease. C. County Property Permit. TENANT shall obtain a County Public Property Permit prior to the commencement of any construction on the site 11. FUTURE CONSTRUCTION AND/OR ALTERATION BY TENANT (PMD2.1 S) TENANT shall not perform any excavation or construction upon the Premises nor shall TENANT modify, 21 alter, or remove any permanent improvements lying within the Premises without prior written approval of LESSOR. 22 A. LESSOR's Consent. No structures, improvements, or facilities shall be constructed, erected, altered, or made within the Premises without prior written consent of LESSOR. Minor repairs, replacements 23 and improvements proposed for the Premises, the cost of which does not exceed $75,000 annually, shall be approved by the Director, which approval shall not be unreasonably withheld, conditioned or 24 delayed. All other future structures, improvements, or facilities shall be approved by LESSOR's Board of Supervisors. Any conditions relating to the manner, method, design, and construction of said 25 mwh: I /7/2003 4 Sprint PCS Assets Lease Laguna Coast Wildemess Park 2 3 5 6 8 9 10 11 12 13 14 structures, improvements, or facilities fixed by the Director as a condition to granting such consent shall be conditions hereof as though originally stated herein. ' B. Strict Compliance with Plans and Specifications. All modifications or improvements constructed p by TENANT within the Premises shall be constructed in strict compliance with detailed plans and specifications approved in vitro bythe Director. LESSOR g agrees to cooperate with TENANT with respect to obtaining zoning approvals for the Premises and all improvements. 12. TENANT'S ASSURANCE OF CONSTRUCTION COMPLETION (PMD3.2 S) Prior to commencement of constriction of approved facilities, or any phase thereof, within the Premises by TENANT, TENANT shall furnish to LESSOR evidence that assures LESSOR that sufficient monies will be available to complete the proposed construction. The amount of money available shall be at least the total estimated construction cost. Such evidence may take one of the following forms: A. Performance and labor and material bonds issued to LESSOR as obligee. B. Irrevocable letter of credit issued to LESSOR from a financial institution to be in effect until LESSOR acknowledges satisfactory completion of construction C. Cash. D. Any combination of the above. All bonds must be issued by a company qualified to do business in the State of California and acceptable to the Director. All bonds shall be in a form acceptable to the Director andP p shall insure faithful and full observance and performance by TENANT of all terms, conditions, covenants, and agreements relating to the construction of improvements within the Premises. 13. MECHANICS LIENS OR STOP -NOTICES (PMD4.1 S) 15 TENANT shall at all tunes indemnify and save LESSOR harmless from all claims, losses, demands, damages, cost, expenses, or liability costs for labor or materials in connection with construction, repair, alteration, 9 or 16 installation of structures, improvements, equipment, or facilities within the Premises, and from the cost of defending against such claims, including attorney fees and costs. 17 In the event a lien or stop -notice is imposed upon the Premises p p as a result of such construction, repair alteration, or installation, TENANT shall either: ' 18 19 20 A. Record a valid Release of Lien, or B. Procure and record a bond in accordance with Section 3143 of the Civil Code, which frees the Premises from the claim of the lien or stop -notice and from any action brought to foreclose the hen. Should TENANT fail to accomplish either of the two optional actions above within thirtyda s after the 21 filingofsuch a lien or stop -notice, Y . the Lease shall be in default and shall be subject to immediate termination. 22 14. "AS -BUILT" PLANS AND CONSTRUCTION COSTS (PMD5.1 S) 23 Within sixty (60) days following completion of any substantial improvement within the Premises TENANT prints of p shall furnish the Director a complete set of reproducibles and two sets of r"As-Built" plans and a magnetic tape, disk or other storage device 24 g containing the "As - Built" p plans in a form usable by LESSOR, to LESSOR's satisfaction, on LESSOR's computer aided mapping and design (CAD) equipment. CAD files are 25 mwh: 1 /7/2003 5 Sprint PCS Assets Lease Laguna Coast Wilderness Park 1 3 5 6 7 8 9 10 11 12 13 14 15 also to be converted to Acrobat Reader (*.pdf format), which shall be included on the disk or CD-ROM. In addition, TENANT shall furnish the Director an itemized statement of the actual construction cost of such improvement. The statement of cost shall be sworn to and signed by TENANT or its responsible agent penalty of perjury. TENANT must obtain the Director � ,► p g under for approval of As -Built" plans, and the form and content of the itemized statement. 15. OtiVNERSHIP OF IMPROVEMENTS (PMD6.1 S) All buildings, improvements, and facilities, exclusive of trade fixtures, constructed or ' placed within the Premises by TENANT must, upon completion, be free and clear of all liens, claims, or liability material and at LESSOR's option shall be for labor or p the property of LESSOR at the expiration of this Lease or upon earlier termination hereof. LESSOR retains the right to require TENANT, at TEN P ANTscost, to remove TENANT improvements located on the Premises at the expiration or termination hereof. Said removal r - __ _o . al shall include leveling the Premises, the removal of any underground obstructions, and the comp action of filled excavations to ninety percent (90%) compaction. 16. UTILITIES (PME3. 1 N) TENANT shall construct, or cause to be constructed, all utility facilities within the Premises and TENANT shall be responsible for and pay, prior to delinquency date, all charges for utilities supplied to the he Premises. TENANT shall obtain utility services from local utility service providers and TENANT will make payment directly to the utility service provider. LESSOR shall consent to thegrantingof all reasonable easements necessary to provide such utility services. 17. MAINTENANCE OBLIGATIONS OF TENANT (PME2.1 N) TENANT shall, to the satisfaction of the Director, repair and maintain the Premises and all improvements p ements of any lcind which may be erected, installed, or made thereon in good condition and substantial repair; p r, provided, however, if any such repair or maintenance is required due to the acts of LESSOR, its agents o LESSOR shall reimburse TENANT for g r employees, the reasonable costs incurred by TENANT to restore the damaged areas to the condition which existed immediately prior thereto. It shall be TENANT'sg responsibility to take all steps necessary or appropriate to maintain such a standard of condition or repair. 16 Both LESSOR and TENANT acknowledge that's TENANT's antenna equipment will be incorporated rp rated into the roof structure of a public viewing gazebo accessible at all times to the public and to the TENANT further acknowledges LESSORp subjectelements. g shall not be responsible for damage to TENANT's equipment by the 17 public or the elements. LESSOR will maintain and repair all other portions of LESSOR's Property p rty in a proper operating and reasonably safe condition. 18 TENANT expressly agrees to maintain the Premises in a safe, clean, wholesome, sanitarycondition, con dition, to the 19 complete satisfaction of the Director and in compliance with all applicable laws. LESSOR shall have the right to enter upon and inspect the Premises at any time for cleanliness and safety following forty-eight notice to TENANT and when accom ani (48) hour's 2 0 p ed by an authorized representative of TENANT. In the event of an emergency, LESSOR shall have the right to enter the Premises without an authorized representative p of TENANT being present; however, LESSOR will use its best efforts to attempt to contact T 21 any such en In the event LESSORp TENANT prior toY is unable to contact TENANT prior to any such entry, LESSOR shall promptly notify TENANT of such ent ry in writing or telephonically when practicable thereafter. 22 If TENANT fails to maintain or make repairs or replacements as required herein, TENANT in writingof said failure.qLESSOR may notify 23 Should TENANT fail to correct the situation within a reasonable time thereafter as established by the Director, the Director may have the necessar correction ion made and the cost 271 thereof, including but not limited to the cost of labor, materials, and equipment and administration, nlstratlon, shall be 25 mwh:1 /7/2003 6 Sprint PCS Assets Lease Laguna Coast Wilderness Park 1 3 L1• 5 6 7 8 9 10 11 paid by TENANT within ten (10) days of receipt of a statement of said cost from Director. Dir ector may, at Director's option, choose other remedies available herein, or by law. TENANT agrees that it will manage the operation in a competent and efficient manner at least com parable to other well -managed operations of a similar type. At all times, TENANT's equipment shall be clean, neat and in good working order. TENANT shall retain active, qualified, competent and experienced personnel to service TENANT's operation and to represent and act for TENANT. 18. DAMAGE TO OR DESTRUCTION OF IMPROVEMENTS (PME4.1 S) In the event of damage to or destruction of TENANT -constructed buildings, facilities, gor improvements located within the Premises or in the event TENANT -constructed buildings, facilities, g �or improvements located within the Premises are declared unsafe or unfit for use or occupancy bypublic Y a p c entity with the authority to make and enforce such declaration, TENANT shall, within 30 days, commence Y � and diligently pursue to complete the repair, replacement, or reconstruction of improvements to the same size and floor area as they existed immediately prior to the event causing the damage or destruction, as necessary use and occupancy of the Premises for the purposes required by the Lease. Repair l reconstruction of improvements within the Premises shall be accomplished in a manner , re pa cement, or and according to plans approved by Director. With respect to damage or destruction to be repaired byLESSOR or which h LESSOR elects to repair, TENANT waives and releases its rights under California Civil Code Section s 1932 (2) and 1933 (4). 19. INSURANCE (PME5.1.1 S) 12 Prior to the commencement of any installation or other worlc on the Premises, the TENANT agrees to gr purchase 13 all required insurance at TENANT's expense and to deposit with LESSO R OR Certificates of Insurance, including all applicable endorsements required herein, necessary to satisfy LESSOR that the insurance rov' p 1s10Y1S of this 14 Lease have been complied with and to keep such insurance coverage and the certificates and en dorsements therefore on deposit with LESSOR during the entire term of this Lease. In addition, all co ntractors and 15 subcontractors performing work on behalf of TENANT pursuant to this Lease shall obtain insurance subject to the same terms and conditions as set forth herein for TENANT. All insurance policies required by this Lease shall declare any deductible or self -insured retentio n (SIR) in an amount in excess of $25,000 ($5,000 for automobile liability), which shall specificallybe approved bythe 1 7 County Executive Office (CEO/Office of Risk Mpp anagement. TENANT shall be responsible for reimbursement of any deductible to the insurer. Anyself insured retentionsp (SIRs) or deductibles shall be 18 clearly stated on the Certificate of Insurance. 16 19 If the TENANT fails to maintain insurance acceptable to LESSOR for the full terra of this Lease, LESSOR may terminate this Lease. 20 21 22 23 24 25 Qualified Insurer The policy or policies of insurance must be issued by an insurer licensed to do busi ness in the state of California (California Admitted Carrier). Minimum insurance company ratings as determined by the most current edition of the Bes t's s �f �cy ating wide/PropertyoCastmityrUnited States or amhestacor shall be Am(Secure Bests Size Cate -gory)'Rating) and III (Financial . mwh: l /7/2003 7 Sprint PCS Assets Lease Laguna Coast Wilderness Park 14 The County of Orange shall be added as an additional insured on all insurance policies required by this Lease with respect to work done by the TENANT under the terms of this Lease (except Workers' 15 Compensation/Employers' Liability). An additional insured endorsement evidencing that the County of Orange is an additional insured shall accompany the Certificate of Insurance. All insurance policies required by this Lease shall be primary insurance, and any insurance maintained by LESSOR shall be excess and noncontributing with insurance provided by these policies. An endorsement 17 evidencing that the TENANT's insurance is primary and non-contributing shall specifically accompany ny the Certificate of Insurance for the Commercial General Liability. All insurance policies required by this Lease shall give the County of Orange thirty (30) days notice in the 19 event of cancellation. This shall be evidenced by an endorsement separate from the Certificate of Insurance. In addition, the cancellation clause must include language as follows, which edits the pre-printed ACORD certificate: 2 3 5, 6 7 8 9 10 11 12 13 If the insurer is a non -admitted insurer in the state of California, CEO/Office of Risk Management retains the right to approve or reject insurer after a review of the company's performance and financial ratings. The policy or policies of insurance maintained by the TENANT shall provide the minimum limits and coverage as set forth below: Coverages 1. Commercial General Liability including broad form property damage, contractual liability and Products/Completed Operations 2. Automobile Liability including coverage for all owned, non -owned and hired vehicles. 3. Workers' Compensation Minimum Limits $1,000,000 combined single limit per occurrence, $2,000,000 aggregate $1,000,000 aggregate $1,000,000 combined single limit per occurrence. Statutory Limits 4. Employer's Liability $1,000,000 per occurrence. The commercial general liability insurance required by this Lease shall be at least $1,000,000 combined single limit per occurrence. The minimum aggregate limit for the commercial general liability policy shall be $2,000,000. The minimum aggregate limit for the Products/Completed Operations shall be $1,000,000. All other liability insurance required by this Lease shall be at least $1,000,000 combined single limit per occurrence. 16 18 20 21 22 23 2z: 25 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. AIL OBLIGATION —OR ,m r ronAT TfI ran i, , ITS AGENT OR REPRESENTA mot,-. All insurance policies required by this Lease shall waive all rights of subrogation against the County of Orange and members of the Board of Supervisors, its elected and appointed officials, officers, agents and employees when acting within the scope of their appointment or employment. mwlh: 1/7/2003 8 Sprint PCS Assets Lease Laguna Coast Wilderness Park The Commercial General Liability policy shall contain a severability of interests clause. The TENANT is aware of the provisions of Section 3700 of the California Labor Code which requires every y employer to be insured against liability for Workers' Compensation or be self -insured in accordance with provisions of that code. The TENANT will comply with such provisions and shall furnish LESSOR satisfactory evidence that the TENANT has secured, for the period of this Lease, statutory Workers' Compensation insurance and Employers' Liability insurance with minimum limits of $1,000 000 per occurrence. Insurance certificates and endorsements shall be forwarded to the County of Orange (Public Facilities and Resources Department, Harbors, Beaches and Parks, P.O. Box 4048, Santa Ana, CA 92702-4048). LESSOR expressly retains the right to require TENANT to reasonably increase or decrease insurance of anyof the above insurance types throughout the term of this Lease. Anyincrease or decrease in insurance will be as deemed by LESSOR's Risk Manager as appropriate to adequately protect LESSOR. LESSOR shall notify TENANT in writing of changes in the insurance requirements. If TENANT does not deposit copies of acceptable certificates of insurance and endorsements with LESSOR incorporating such � g changes within thirty (30) days of receipt of such notice, this Lease may be in breach without further notice to TENANT, and LESSOR shall be entitled to all legal remedies. The procuring of such required policy or policies of insurance shall not be construed to limit TENANT's liability hereunder nor to fulfill the indemnification provisions and requirements of this Lease. The County of Orange Certificate of Insurance and the Special Endorsement for the County of Orange can be utilized to verify compliance with the above -mentioned insurance requirements in place of commercial insurance certificates and endorsements. LESSOR's Risk Manager retains the right to allow TENANT to self -insure based on TENANT's financial assets. If this right is granted by LESSOR's Risk Manager, TENANT agrees to the following conditions: The duty to defend LESSOR from any liability claim or suit to which this Lease applies, is broader than the TENANT's duty to indemnity; and TENANT shall have the right and duty to defend LESSOR from any and all liability claims or suits if there is 2 3 5 6 .7 B 9 10 11 12 13 14 15 16 17 any potential for Indemnity under the lease on anyconceivable theo • and theory; 18 The provisions of the California Civil Code, Section 2860 shall apply to any action which is covered bythe duty to defend in this Lease and saidprovisions shall be interpreted asTENANT p though I ENANT was an insurer and 19 LESSOR was the insured. 70 A Certificate of Self -Insurance issued by the California Department of Motor Vehicles must be submitted if automobile liability is self -insured or there is a self -insured retention. ?1 20. ASSIGNING, SUBLETTING, AND ENCUMBERING BY TENANT PROHIBITED (PME7.4 22 Any mortgage, pledge, hypothecation, encumbrance, transfer, sublease, or assignment(hereinafter. g� in this clause referred to collectively as "Encumbrance") of TENANT's interest in the Premises, or any por portion ortion 23 thereof without the prior written approval of LESSOR is prohibited. LESSOR may reasonablywithhold such approval. Any attempted Encumbrance, without such prior written approval, shall be null and void and shall 2 confer no right, title, or interest in or to this Lease. 25 mwh: 1 /7/2003 9 Sprint PCS Assets Lease Laguna Coast wilderness Park 1 2 3 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 2 23 2 4�e 25 If the TENANT hereunder is a corporation or an unincorporated association or partnership, the Encumbrance of any stock or interest in said corporation, association, or partnership in the aggregate exceeding twenty-five percent (25%) shall be deemed an assignment within the meaning of this clause. 21. HAZARDOUS MATERIALS (PMF9. l S) A. Definition of Hazardous Materials. For purposes of this Lease, the term "Hazardous Material" or "Hazardous Materials" shall mean any hazardous or toxic substance, material, product, byproduct, or waste which is or shall become regulated by any governmental entity, including, without limitation, the LESSOR acting in its governmental capacity, the State of California or the United States government. B. Use of Hazardous Materials. TENANT or TENANT's employees, agents, independent contractors or invitees (collectively "TENANT Parties") shall not cause or permit any Hazardous Materials to be brought upon, stored, kept, used, generated, released into the environment or disposed of on, under, from or about the Premises (which for purposes of this clause shall include the subsurface soil and ground water). Notwithstanding the foregoing, TENANT may keep on or about the Premises small quantities of Hazardous Materials that are used in the ordinary, customary, and lawful cleaning of and business operations on the Premises.l Said permitted Hazardous Materials shall be stored in a suitable, safe location and shall be disposed of in a manner provided by law. C. TENANT Obligations. If the presence of any Hazardous Materials on, under or about the Premises caused or permitted by TENANT or TENANT Parties results in (i) injury to any person, (ii) damage to or contamination of the Premises (or a portion thereof), or (iii) to or contamination of any real or personal property wherever situated, TENANT shall immediately notify the Director of said damages, and/or contamination and/or injuries, and TENANT, at its sole cost and expense, shall promptly take all actions necessary or appropriate to return the Premises to the condition existing prior to the introduction of such Hazardous Materials to the Premises and to remedy or repair any such injury, damage, or contamination. Without limiting any other rights or remedies of LESSOR under this Lease, TENANT shall pay the cost of any cleanup, repair, or remedial work performed on, under or about the Premises as required by this Lease or by applicable laws in connection with the removal, disposal, neutralization or other treatment of such Hazardous Materials caused or permitted by TENANT or TENANT Parties. Notwithstanding the foregoing, TENANT shall not take any remedial action in response to the presence, discharge or release, of any Hazardous Materials on, under or about the Premises caused or permitted by TENANT or TENANT Parties, or enter into any settlement agreement, consent decree or other compromise with any governmental or quasi -governmental entity without first obtaining the prior written consent of the LESSOR. All work performed or caused to be performed by TENANT as provided for above shall be done in professional and workmanlike manner and in compliance with plans, specifications, permits and other requirements for such work approved by LESSOR. D. Indemnification for Hazardous Materials. To the fullest extent permitted by law, TENANT hereby agrees to indemnify, hold harmless, protect and defend (with attorneys acceptable to LESSOR) LESSOR, its elected officials, officers, employees, agents and independent contractors and the Premises, from and against any and all liabilities, losses, damages (including, but not limited to, damages for the loss or restriction on use of rentable or usable space or any amenity of the Premises or damages arising from any adverse impact on marketing of the Premises), diminution in the value of the Premises, judgments, fines, demands, claims, recoveries, deficiencies, costs and expenses (including, but not limited to, reasonable attorneys' fees, disbursements and court costs and all other professional or consultant's expenses), whether foreseeable or unforeseeable, arising directly or indirectly out of the presence, use, generation, storage, treatment, on or off -site disposal or transportation of Hazardous Materials on, into, from, under or about the Premises by TENANT or TENANT's Agents. The foregoing indemnity shall also specifically include the cost of any required or mwh:1 /7/2003 10 Sprint PCS Assets Lease Laguna Coast Wilderness Park 2 3 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 necessary repair, restoration, cleannup or detoxification of the Premises and the preparation of any closure or other required plans. p 22. CHILD SUPPORT ENFORCEMENT CERTIFICATION REQUIREMENTS PMF6.1 S) In order to comply with child support enforcement requirements of the County of Orange, TENANT agrees g � gr to furnish Director, LESSOR's standard form District Attorney Child Support Enforcement Certificatio n Requirements, which includes the following information: a) In the case where TENANT is doing business as an individual, TENANT's name, date of birth, Social Security Number, and residence address; b) In the case where TENANT is doing business in a form other than as an individual, the name, date of birth, Social Security Number, and residence address of each individual who owns an interestt of ten percent (10%) or more in the contracting entity; c) A certification that the TENANT has fully complied with all applicable federal and state reporting requirements regarding its employees; and p g d) A certification that the TENANT has fully complied with all lawfully served Wage and Earnings Assignment Orders and Notices of Assignment and will continueg g � to so comply. Failure of TENANT to timely submit data and/or certifications required above or to comply with all federal pp orp Y and state reporting requirements for child support enforcement to comply with all lawfully served Wage and Earnings Assignment Orders and Notices of Assignment shall constitute a material a material breach of this Lease. Failure to cure such breach within sixty (60) days of notice from the Director shall constitute grounds for termination of this Lease 23. NOTICES (PMF10.1 S) All notices pursuant to this Lease shall be addressed as set forth below or as either partymayhereafter designate by`written notice and shall be sent through the United States mail in the State of California, duly registered or certified, return receipt requested, with postage prepaid. If any notice is sent by registered or g certified mail, as aforesaid, the same shall be deemed to have been served or delivered twenty-four(24)hours after mailingthereof as above r � provided. Notwithstanding the above, LESSOR may also provide notices to TENANT by personal delivery or by regular mail and any such notice so given shall be deemed to have been given upon receipt. TO: LESSOR mwh: l /7/2003 County of Orange Public Facilities and Resources Department Harbors, Beaches and Parks P, O. Box 4048 Santa Ana, CA 92702-4048 11 TO: TENANT Sprint PCS Assets, LLC 4683 Chabot Drive, Suite 100 Pleasanton, CA 94588 Attn: Senior Property Specialist And Sprint Law Department 6391 Sprint Parkway Mailstop KSOPHT0101 -Z2020 Overland Park, KS 6625-2020 Attn: Sprint PCS Real Estate Attorney Sprint PCS Assets Lease Laguna Coast Wilderness Park 1 2 3 5 6 7 8 9 10 11 12 13 1l� 15 16 17 18 19 20 21 22 23 2 25 24. MEMORANDUM OF LEASE Concurrently with the execution of this Lease, LESSOR shall execute before a notary and deliver to TENANT for recording a "Memorandum of Lease" substantially in the form of the attached Exhibit E. 25. ATTACHMENTS TO LEASE (PMF11.1 S) This Lease includes the following, which are attached hereto and made a part hereof: I. GENERAL CONDITIONS II. EXHIBIT "A." e LESSOR's Property III. EXHIBIT "E" — Premises IV. EXHIHIT "C" Plans and Specifications V. EXHIBIT "D" Wireless Communications Facility Permit Approval Conditions VI. EXHIBIT "E" — Memorandum of Lease mwh: 1/7/2003 12 Sprint PCS Assets Lease Laguna Coast Wilderness Park IN WITNESS WI -HEREOF, the parties have executed this Lease the day and year first above written. APPROVED AS TO FORM: COUNTY COUNSEL SIGNED AND CERTIFIED THAT A COPY OF THIS DOCUMENT HAS BEEN DELIVERED TO THE CHAIR OF THE BOARD ATTEST: / Darien J. Bloom Clerk of the Board of Supervisors Orange County, California mwh :1 /7/2003 • 13 TENANT Sprint PCS Assets, LLC, a Delaware limited liability company By: (1 Name: N Title: LESSOR mbote Cy nth te, 0o /iv oFsf Site Development County of Orange By �k- (4,g1 Chair, Board of Supervisors Sprint PCS Assets Lease Laguna Coast Wilderness Park ""o1 C_ f .J...1oF+ Al I C umv .Lurnmi1 I Fiscal Authorization Policy bl"?207854 P.2 SPRINT PCS ATTACHMENT C TEMPORARY DELEGATION OF APPROVAL AUTHORITY To: VP, Controller — Sprint PCS I, Larry Doherty Regional Director Authorizing Name (Print/Type) Title In accordance with Sprint PCS Financial Policy, paragraph 9.1, do hereby delegate my fiscal approval authority to: Cvndi Jolly Manager Employee Name (Print/Type) Title For the following department(s): Department Numbers 27509 CMI Expense 27400 Non-CMI Expense 13324 CMI Capital 13238 Non-CMI Expense This delegation is effective for the period of 3/26/03 to 3/31/03 snot to exceed 30 days) and is necessary due to the Regional Directors absence (reason: absence, vacation, etc) Signature of pereivintemporary delegation Date Signatt6 of perso whose authority -is •eing delegated Date A copy of this completed form should accompany a// Individual financial commitments or expenditure documentation approved under the above temporary delegation. 2 5 6 7 8 9 10 11 12 13 14 15 16 17 I. GENERAL CONDITIONS 1. TIME (PMG 1.3 S) Time is of the essence of this Lease. Failure to comply with any time requirement of this Lease shall constitute a material breach of this Lease. 2. SIGNS (PMG2.3 S) TENANT agrees not to construct, maintain, or allow any signs, banners, flags, etc., upon the Premises except p as approved by the Director. Unapproved signs, banners, flags, etc., may be removed by Director without prior notice to TENANT. 3. PERMITS AND LICENSES (PMG3 .3 S) TENANT shall be required to obtain any and all approvals, permits and/or licenses which may be required in connection with the operation of the Premises as set out herein. No permit, approval, or consent given hereunder by LESSOR, in its governmental capacity, shall affect or limit TENANT's obligations hereunder, nor shall any approvals or consents given by LESSOR, as a party to this Lease, be deemed approval as to compliance or conformance with applicable governmental codes, laws, rules, or regulations. 4. LEASE ORGANIZATION (PMG5.3 S) The various headings and numbers herein, the grouping of provisions of this Lease into separate clauses and paragraphs, and the organization hereof, are for the purpose of convenience only and shall not be considered otherwise. 5. AMENDMENTS (PMG6.3 S) This Lease is the sole and only agreement between the parties regarding the subject matter hereof; other agreements, either oral or written, are void. Any changes to this Lease shall be in writing and shall be properly executed by both parties. 6. UNLAWFUL USE (PMG7.3 S) TENANT agrees no improvements shall be erected, placed upon, operated, nor maintained within the 18 Premises, nor any business conducted or carried on therein or there from, in violation of the terms of this Lease, or of any regulation, order of law, statute, bylaw, or ordinance of a governmental agency having 19 jurisdiction. 20 21 22 23 24 25 7. NONDISCRIMINATION (PMG8.3 S) TENANT agrees not to discriminate against any person or class of persons by reason of sex, age, race, color, creed, disability, or national origin in employment practices and in the activities conducted pursuant to this Lease. TENANT shall make its accommodations and services available to the public on fair and reasonable terms. rnwh: 1 /7/2003 Page 1 of 8 General Conditions Sprint PCS Asserts, LLC 1 2 3 5 6 F/ 8 9 10 11 12 13 14 15 16 8. INSPECTION (PMG9.3 S) LESSOR or its authorized representative shall have the right at all reasonable times to inspect the Premises rnises to determine if the provisions of this Lease are being complied with. 9. HOLD HARMLESS (PMG 10.3 S) TENANT hereby waives all claims and recourse against LESSOR includingthe right of contribution g n for loss or damage of persons or property arising from, growing out of or in any wayconnected with or related ated to this agreement except claims arising from the concurrent active or sole negligence of LESSOR, its officers, agents, and employees. TENANT hereby agrees to indemnify, hold harmless, and defend LESSOR, its officers agents, and employees , against any and all claims, loss, demands, damages, cost, expenses or liability arisingout of the operation p at10n or maintenance of the property described herein, and/or TENANT's exercise of the rights under this Lease, except for liability arising out of the concurrent active or sole negligence of LESSOR, its officers, employees, including the cost of defense of anylawsuit arising agents, or there from. In the event LESSOR is named as coodetendant, TENANT shall notify LESSOR of such fact and shall represent LESSOR. in such h legal action unless LESSOR undertakes to represent itself as co-defendant in such legal action, in which event gTENANT shallpay to LESSOR its litigation costs, expenses and attorney's fees. In the event judgment is entered J � against LESSOR and TENANT because of the concurrent active negligence of LESSOR and TENANT, their officers, erS, agents, or employees, an apportionment of liability to pay such judgment shall be made bya court of competent jurisdiction. Neither party shall request a juryapportionment. q 10. TAXES AND ASSESSMENTS (PMGITI.3 S) This Lease may create a possessory interest that is subject to the payment of taxes levied on such inter est. It is understood and agreed that all taxes and assessments (including but not limited to said possessory inter est ry tax) which become due and payable upon the Premises or upon fixtures, equipment, or other propertyinsta lled or constructed thereon, shall be the full responsibility of TENANT, and TENANT shall cause said taxes an d assessments to be paid promptly. 11. SUCCESSORS IN INTEREST (PMG 12.3 S) Unless otherwise provided in this Lease, the terms, covenants, and conditions contained herein shall apply to and bind the heirs, successors, executors, administrators, and assigns of all theparties hereto, all of 17 whom shall bejointly and severally liable hereunder. 18 12. CIRCUMSTANCES WHICH EXCUSE PERFORMANCE (PMG13.3 S) 1 9 If either party hereto shall be delayed or prevented from the performance of anyrequired act hereunder by reason of Acts of God, restrictive governmental laws or regulations, or other cause without fault and beyond 20 the control of the party obligated (financial inability excepted), performance of such act shall be excused for the period of the delay and the period for the performance of anysuch act shall be extended ed for a period equivalent to the period of such delay. However, nothing in this Clause shall excuse TENANT from the 21 prompt payment of any rental or other charge required of TENANT except as maybeexpressly provided elsewhere in this Lease. p Y 22 13. PARTIAL INVALIDITY (PMG 14.3 S) If any term, covenant, condition, or provision of this Lease is held bya court of comejurisdiction p tent to be 2invalid, void, or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired, or invalidated thereby. 23 25 mwh :1 /7/2003 Page 2of8 General Conditions Sprint PCS Asserts, LLC 3 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 271. 25 14. WAIVER OF RIGHTS (PMG15.3 S) The failure of LESSOR or TENANT to insist upon strict performance of any of the terms, covenants, or conditions of this Lease shall not be deemed a waiver of any eight or remedy that LESSOR or TENANT may have, and shall not be deemed a waiver of the right to require strict performance of all the terms, covenants, and conditions of the Lease thereafter, nor a waiver of any remedy for the subsequent breach or default of any term, covenant, or condition of the Lease. Any waiver, in order to be effective, must be signed by the party whose right or remedy is being waived. 15. DEFAULT IN TERMS OF THE LEASE BY TENANT (PMG16.3 S) The occurrence of any one or more of the following events shall constitute a default hereunder by TENANT: A. The abandonment or vacation of the Premises by TENANT. B. The failure by TENANT to make any payment of rent or any other sum payable hereunder by TENANT, as and when due, where such failure shall continue for a period of thirty (30) days after written notice thereof from LESSOR to TENANT; provided, however, that any such notice shall be in lieu of, and not in addition to, any notice required under California Code of Civil Procedure Section 1161 et seq. C. The failure or inability by TENANT to observe or perform any of the provisions of this Lease to be observed or performed by TENANT, other than specified in A or B above, where such failure shall continue for a period of thirty (30) days after written notice thereof from LESSOR to TENANT; provided, however, that any such notice shall be in lieu of, and not in addition to, any required uired q under California Code of Civil Procedure Section 1161 et seq.; provided, further, that if the nature of such failure is such that it can be cured by TENANT but that more than ten (10) days are reasonably required for its cure (for any reason other than financial inability), then TENANT shall not be deemed to be in default if TENANT shall commence such cure within said thirty (30) days, and thereafter diligently prosecutes such cure to completion. D. In case of or in anticipation of bankruptcy, insolvency or financial difficulties: mwh: 1/7/2003 1. TENANT or any of TENANT's obligations hereunder shall generally not pay its debts as they become due or shall admit in writing its inability to pay its debts, or shall make a general assignment for the benefit of creditors. 2. A case is commenced by or against TENANT under Chapters 7, 11 or 13 of the Bankruptcy Code, Title 11 of the United States Code as now in force or hereafter amended and if so commenced against TENANT, the sane is not dismissed within sixty (60) days. 3. The appointment of a trustee or receiver to take possession of substantially all of TENANT's assets located at the Premises or of TENANT'S interest in this Lease, where such seizure is not discharged within thirty (30) days; or 4. TENANT's convening of a meeting of its creditors or any class thereof for the purpose of affecting a moratorium upon or composition of its debts. In the event of any such default, neither this Lease nor any interests of TENANT in and to the Premises shall become an asset in any of such proceedings and, in any such event and in addition to any and all rights or remedies of the LESSOR hereunder or by law; provided, it shall be lawful for the LESSOR to declare the term hereof ended and to reenter the Premises and take possession thereof and Page 3 of 8 General Conditions Sprint PCS Asserts, LLC 2 3 5 6 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 remove all persons there from, and TENANT and its creditors (other than LESSOR) shall have no further claim thereon or hereunder. In the event of any default by TENANT, then, in addition to any other remedies available to LESSOR at law or in equity, LESSOR may exercise the following remedies: A. LESSOR may terminate this Lease and all rights of TENANT hereunder by giving written notice of such termination to TENANT. In the event that LESSOR shall so elect to terminate this Lease, then LESSOR may recover from TENANT: 1. The worth at the time of termination of the unpaid rent and other charges, which had been earned as of the date of the termination hereof; The worth at the time of termination of the amount by which the unpaid rent and other charges which would have been earned after the date of the termination a hereof until the time of award exceeds the amount of such rental loss that TENANT proves could have been reasonably avoided; 3. The worth at the time of termination of the amount by which the unpaid rent and other charges for the balance of the term hereof after the time of award exceeds the amount of such rental loss that TENANT proves could be reasonably avoided; 4. Any other amount necessary to compensate LESSOR for all the detriment proximately caused by TENANT's failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result there from, including, but not limited to, the cost of recovering possession of the Premises, expense of re -letting, including necessary repair, renovation and alteration of the Premises, reasonable attorneys' fees, expert witness costs, and any other reasonable costs; and 5. Any other amount that LESSOR may by law hereafter be permitted to recover from TENANT to compensate LESSOR for the detriment caused by TENANT's default. The term "rent" as used herein shall be deemed to be and to mean the monthly rent and all other sums required to be paid by TENANT pursuant to the terms of this Lease. All such sums, other than the monthly rent, shall be computed on the basis of the average monthly amount thereof accruingduring n g the 24-month period immediately prior to default, except that if it becomes necessary to compute such rental before such 24-month period has occurred, then such sums shall be computed on the basis of the average monthly amount during such shorter period. As used in subparagraphs A.1 and A.2 above, the "worth at the time of termination" shall be computed by allowing interest at the maximum rate permitted by law. As used in subparagraph A.3 above, the "worth at the time of award" shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%), but not in excess of ten percent per annum. (lO%) B. Continue this Lease in effect without terminating TENANT's right to possession even though TENANT has breached this Lease and abandoned the Premises and to enforce all of LESSOR's rights and remedies under this Lease, at law or in equity, including the right to recover the rent as it becomes due under this Lease; provided, however, that LESSOR may at any time thereafter elect to terminate this Lease for such previous breach by notifying TENANT in writing that TENANT's right to possession of the Premises has been terminated. mwh :1 /7/2003 Page4of8 General Conditions Sprint PCS Asserts, LLC 1 2 3 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 C. Nothing in this Section shall be deemed to affect TENANT's indemnity of LESSOR liability or liabilities based upon occurrences prior to the termination of this ' Lease for personal injuries or property damage under the indemnification clause or clauses contained in this Lease. No delay or omission of LESSOR to exercise any right or remedy shall be construed as a waiver of such right or remedy or any default by TENANT hereunder. The acceptance of LESSOR of rent of any other sums hereunder shall not be: p 1. A waiver of any preceding breach or default by TENANT of any provision thereof, other than the failure of TENANT to pay the particular rent or sum accepted, regardless of LESSOR's knowledge of such preceding breach or default at the time of acceptance of such rent or sum, rn, 2. Waiver of LESSOR's right to exercise any remedy available to LESSOR byf virtue osuch breach or default. No act or thing done by LESSOR or LESSOR's agents during the term of this Lease shall be deemed an acceptance of a surrender of the Premises, and no agreement to accept a surrender shall be valid unless in writing and signed by LESSOR LESSOR. Any installment or rent due under this Lease or any other sums not paid to LESSOR when due (other than interest)shall bear interest at the(other maximum rate allowed by law from the date such a ment is due until paid, provided, however, that the payment of such interest p Y p y� merest shall not excuse or cure the default. All covenants and agreements to be performed by TENANT under any of the terms of this Lease shall be performed by TENANT at TENANT's sole cost and expenses and without anyabatement of rent. If TENANT shall fail to payanysum of money, other y, than rent required to be paid by it hereunder or shall fail to perform any other act on its part to be performed hereunder, or to any insurance or provide evidence of insurance to be provided by TENANT, then in addition to any other remedies provided herein, LESSOR may, but shall not be obligated to do so, and gwithout waiving or releasing TENANT from any obligations of TENANT, make any such payment or perform anysuch act on TENANT's part to be made orprovided performed as in this Lease or to provide such insurance. Any payment or performance of any act or the provision of any such insurance by LESSOR on TENANT's behalf shall not give rise to any responsibility of LESSOR to continue making the same or similar payments or performing the same or similar acts. All costs, expenses, andb Y in p other sums incurred or paid by LESSOR in connection therewith, together with interest at the maximum rate permitted bylaw from the date incurred or paid byLESSOR shall be deemed to be additional rent hereunder and shall be paid by TENANT with and at the same time as the next monthly installment of rent hereunder, and any default therein shall constitute a breach of the covenants and conditions of this Lease. 16. RESERVATIONS TO LESSOR (P G 18.3 S) The Premises are accepted as is and where is by TENANT subject to any and all existing easements and Encumbrances. LESSOR reserves the right to install, lay, construct, maintain, repair, and operate such sanitary p sewers, drains, storm water sewers, pipelines, manholes, and connections; water, oil, and pipelines; as i eli telephone and telegraph power lines; and the appliances and appurtenances necessary or convenient p p ' convenient in connection therewith, in, over, upon, through, across, and along the Premises or anypart thereof and to enter purposes. the Premises for any and all such u . LESSOR ' p rp also reserves the right to grant franchises, easements, rights of way, and pei mats in, over, upon, through, across, and along anyand allportions of the LESSOR's SSORs Property, with the exception of the Premises. No right reserved by LESSOR in this clause shall be so exercised as to interfere unreasonably with TENANT's operations hereunder or to impair the securityof anysecured creditor of TENANT. p mwh:1/7/2003 Page 5 of 8 General Conditions Sprint PCS Asserts, LLC 1 6 `7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 2di 25 LESSOR agrees that rights granted to third parties by reason of this clause shall contain provisions that the surface of the land shall be restored as nearly as practicable to its original condition upon the completion of any construction. LESSOR further agrees that should the exercise of these rights temporarily interfere with the use of any or all of the Premises by TENANT, the rental shall be reduced in proportion to the interference with TENANT's use of the Premises. 17. HOLDING OVER (PMG19.3 S) In the event TENANT shall continue in possession of the Premises after the term of this Lease, such possession shall not be considered a renewal of this Lease but a tenancy from month to month and shall be governed by the conditions and covenants contained in this Lease. 18. CONDITION OF PREMISES UPON TERMINATION (PMG20.3 S) Except as otherwise agreed to herein, upon termination of this Lease, TENANT shall redeliver possession of said Premises to LESSOR in substantially the same condition that existed immediately prior to TENANT's entry thereon, reasonable wear and tear, flood, earthquakes, war, and any act of war, excepted. References to the "Termination of the Lease" in this Lease shall include termination by reason of the expiration of the Lease term. 19. DISPOSITION OF PERSONAL PROPERTY (PMG21.3 S) If TENANT abandons or quits the Premises or is dispossessed thereof by process of law or otherwise, title to any personal property belonging to and left on the Premises thirty (30) days after such event shall, at LESSOR's option, be deemed to have been transferred to LESSOR. LESSOR shall have the right to remove and to dispose of such property without liability therefore to TENANT or to any person claiming under TENANT, and shall have no need to account therefore. 20. QUITCLAIM OF TENANT'S INTEREST UPON TERMINATION (PMG22.3 S) Upon termination of this Lease for any reason, including but not limited to termination because of default by . TENANT, TENANT shall execute, acknowledge, and deliver to LESSOR, within thirty (30) days after receipt of written demand therefore, a good and sufficient deed whereby all right, title, and interest of TENANT in the Premises, including the LESSOR's personal property, is quitclaimed to LESSOR. Should TENANT fail or refuse to deliver the required deed to LESSOR, LESSOR may prepare and record a notice reciting the failure of TENANT to execute, acknowledge, and deliver such deed and said notice shall be conclusive evidence of the termination of this Lease and of all rights of TENANT or those claiming under TENANT in and to the Premises. 21. LESSOR'S RIGHT TO RE-ENTER (PMG23.3 S) TENANT agrees to yield and peaceably deliver possession of the Premises to LESSOR on the date of termination of this Lease, whatsoever the reason for such termination. Upon giving written notice of termination to TENANT, LESSOR shall have the right to reenter and take possession of the Premises on the date such termination becomes effective without further notice of any kind and without institution of summary or regular legal proceedings. Termination of the Lease and reentry of the Premises by LESSOR shall in no way alter or diminish any obligation of TENANT under the Lease terms and shall not constitute an acceptance or surrender. TENANT waives any and all right of redemption under any existing or future law or statute in the event of eviction from or dispossession of the Premises for any lawful reason or in the event LESSOR reenters and takes possession of the Premises in a lawful manner. mwh:1 /7/2003 Page 6of8 General Conditions Sprint PCS Asserts, LLC 3 5 6 S 9 10 11 12 13 14 15 16 17 18 19 20 21 22 22. PiJBLIC RECORDS (PMG25.3 S) Any and all written information submitted to and/or obtained by LESSOR from TENANT or any other person or entity having to do with or related to this Lease and/or the Premises, either pursuant to this Lease or otherwise, at the option of LESSOR, may be treated as a public record open to public inspection bythe pursuant to the California Records Act (Government Code Section 6250, et seq.) as now in force or hereafter amended, or any Act in substitution thereof, or otherwise made available to the public and TENANT hereby waives, for itself, its agents, employees, sublessees, and any person claiming by, through or under TENANT, any right or claim that any such information is not a public record or that the same is a trade secret or confidential information and hereby agrees to indemnify and hold LESSOR harmless from any and all claims, demands, liabilities, and/or obligations arising out of or resulting from a claim by TENANT or any third party that such information is a trade secret, or confidential, or not subject to inspection by the public, including without limitation reasonable attorneys' fees and costs. 23. AUTHORITY OF TENANT (PMG24.3 S) If TENANT is a corporation, each individual executing this Lease on behalf of said corporation represents and warrants that he is duly authorized to execute and deliver this Lease on behalf of said corporation, in accordance with the bylaws of said corporation, and that this Lease is binding upon said corporation. 24. RELATIONSHIP OF PART1 HS (PMG26.3 S) The relationship of the parties hereto is that of lessor and lessee, and it is expressly understood and agreed that LESSOR does not in any way or for any purpose become a pal trier of TENANT in the conduct of TENANT's business or otherwise, or a joint venture with TENANT, and the provisions of this Lease and the agreements relating to rent payable hereunder are included solely for the purpose of providing a method by which rental payments are to be measured and ascertained. 25. WAIVER OF JURY TRIAL (PMG27.3 S) Each party acknowledges that it is aware of and has had the advice of Counsel of its choice with respect to its rights to trail by jury, and each party, for itself and its successors and assigns, does hereby expressly and knowingly waive and release all such rights to trial by jury in any action, proceeding or counterclaim brought by any party hereto against the other (and/or against its officers, directors, employees, agents, or subsidiary or affiliated entities) on or with regard to any matters whatsoever arising out of or in any way connected with this agreement and/or any claim of injury or damage. 26. GOVERNING LAW AND VENUE (PMG28.3 S) This agreement has been negotiated and executed in the State of California and shall be governed by and construed under the laws of the State of California. In the event of any legal action to enforce or interpret this agreement, the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California, and the parties hereto agree and do hereby submit to the jurisdiction of such court, notwithstanding Code of Civil Procedure section 394. 27. RIGHT TO WORK AND MINIMUM WAGE LAWS (PMG 29.1 S) In accordance with the United States Immigration Reform and Control Act of 1986, TENANT shall require its 23 employees that directly or indirectly service the Premises pursuant to the terms and conditions of this Lease, in any manner whatsoever, to verify their identity and eligibility for employment in the United States. 24 TENANT shall also require and verify that its contractors or any other persons servicing the Premises, 25 mwh:1/7/2003 Page 7of8 General Conditions Sprint PCS Asserts, LLC 1 2 5 6 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 pursuant to the terms and conditions of this Lease, in any manner whatsoever, verify the identity of their employees and their eligibility for employment in the United States. Pursuant to the United States of America Fair Labor Standard Act of 1938, as amended, and State of California Labor Code, Section 1178.5, TENANT shall pay no less than the greater of the Federal or California Minimum Wage to all its employees that directly or indirectly service the Premises, in any manner whatsoever. TENANT shall require and verify that all its contractors or other persons servicing the Premises on behalf of the TENANT also pay their employees no less than the greater of the Federal or California Minimum Wage. TENANT shall comply and verify that its contractors comply with all other Federal and State of California laws for minimum wage, overtime pay, record keeping, and child labor standards pursuant to the servicing of the Premises or terrns and conditions of this Lease. mwh: l /7/2003 Page 8 of 8 General Conditions Sprint PCS Asserts, LLC J,1)C11]-11 fit-D-3irl A.- . LESSOR' S PROPFRTY • Lots 21 of Tract 14509, as shown on a map filed in Book 688, Pages 1 to 16 inclusive of Miscellaneous Maps, records of Orange County, California, as amended by those certain certificates of correction recorded June 26, 1992 as Instrument No. 92-3431391 of Official Records and recorded July 8, 1992 as Instrument No. 924 57550 of Official Records. Excepting therefrom all oil, oil rights, minerals, mineral rights, natural gas rights and other hydrocarbons by whatsoever name known, geothermal steam and all products derived from any of the foregoing, that may be within or under the parcel of land hereinabove described, together with the perpetual right of drilling, mining, exploring and operating therefor, and storing in and removing the sane from said land or any other land, including the right to whipstock or directionally drill and mine from lands other than those hereinabove described, oil or gas wells, tunnels and shafts into, through or across the subsurface of the land hereinabove described, and to bottom such whipstocked or directionally drilled wells, tunnels and shafts under and beneath or beyond the exterior limits thereof, and to redrill, retunnel, equip, maintain, repair, deepen and operate any such wells or mines, without however, the right to drill, mine, store, explore or operate through the surface or the upper 500 feet of the subsurface of the land hereinabove described, as reserved by the Irvine Company in the deed recorded January 2, 1997 as Instrument No. 19970000564 of Official Records. Also excepting therefrom any and all water, water rights or interests therein appurtenant or relating to the land or owned or used by The Irvine Company in connection with or with respect to the land (no matter how acquired by the Irvine Company), whether such water rights shall be riparian, overlying, appropriative, littoral, percolating, prescriptive, adjudicated, statutory or contractual, together with the right and power to explore, drill, redrill, remove and store the same from or in the land or to divert or otherwise utilize such water, rights or interests on any other property owned or leased by the Irvine Company; but without, however, any right to enter upon the surface of the land in the exercise of such rights, as reserved by the Irvine Company in the deed recorded January 2, 1997 as Instrument No. 19970000564 of Official Records. isILL • • . • HILLS R • 111 It.CV nuat. /\F0ia E. Lr.n j 4 SITE PUN • • • \ • • al Juoja---a- - r rea.,Zo t.jCta . meta 7-- LLJ l:�aa% ...41 • rtilac 4104 at me Mee OWNS • i • . 7, / 1wa.c.t T,' die as tvtiltn r.1,.0 .7. i i , •o• • •' *., `4 !'.G it • • MP • --111..r... al rotltiG 141c0sa.. Vied .ILtrra altos. (Z•nb O, tJ' 3 WILING :.411101 • • • • , • • 1 • • rr S A N JOAQUIN • _ D%agM$ w A If 1.o400 aswa .er.c V a • • -• HOKUM *MI l a /o. 14•1 Val t11alarr r sal) - • • • • ,., • • • • • • • • • i • • • 1 1 . f 1 1 1 1 t • 1 I • • • • • • • , : 41. • • •r • • • ROAD • • • • • • . _; • 1 i 1 • • • Y • t J • • • 1 t 1 • • 1 r t 1 r• 1 t • • • Witt la 11 *Splint. apital0 • 4$411 cnMioT Ofirf. Su1E 100 PLEAS NTON. CA 945:$ -t9w J4C1 it tuNtaiR7!'1: NORTH GAZEBO 0G54XC425D VACANT LAND NEwPORT BEACH. CA 9261b ORANGE COuNJT ` uRFENT ISSUE DATE. 12/20/02 SSuED FOR: ZONING Ev =DATE: DCSCRIP'TIOn: Sr 2 12/20/02 1TJh ISSUED FOR t 00z ZDNwL 1 O1/25/a2 ISWED FOR IOOR ZON1t c ifir. 0 12/ 24/ 01 1SSuED FOR0 90I zontc tkw 1 vita PREPARED Eft. CSAi saaa1.r nseat,e aa�ewlr�— na, S ANS .��.1/0a>0•a....a aw elaiaewar .rawS�.r ONSULTANT. k1,WN 8T:--CMK Y TJN —LCCENSURE. APV `-StIEET TITLE: SITE PLAN SnEET NUMBER Al EXHIBIT B L114 01 W J C 1 :9 N r-- (f1 cti ►'N1 5 1- IL t rJ 'n 0 1- sII,- I- rrz 01" 11 p t., 0 ISSUED FOR T OO : ZONING ISSUED FOR 907. ZGr.INC W .. 1.1 j In V 0 o :4 \ .", r CV 0 .,i N \ r r I] f \ :1 1 LAS J i I a sea 3 • 0 mc .411 im ZQI WO6'OC> co c<� (),} Li4 0 e•M QO mW igg d0 W Z 0 1 -L ICENSURE sr- 7-7 S S s 1 el 0 N l�UL&WL hi IATGuT, .AILrd. fl 3 L Z •a F' } La l-� w •� •n n1 ••1 •n �_4 r..i „I `.3 -' a rt .A 1 .� i L L.3 L 'J i z J i t O u 1--• r W �� - _W .n _u -?S v la v w ii la 1J 6a -1 L ._ 1 2 1 (� W v, nnolaw CODE C©MPL5ANC ACILITY CONSISTING OF N 0 r WILL CONFORm IL 0 w 0 �i a 0 ,-1 w La n v- I ©© NOT SCALE 0 oc 0 I= 0 ©1J LLI w z 0J 0 'V a tai R1.3 2s .., 3 %i s; a zcf 0 0 u. L+. 0'J 4 ; • N 3 4 4 i S ti L .3 3 a n. dun—Ih —03 z 1 VD 0 a oc T Asa 5 1 A W 0 0 FROM SPRINT PCS IRVINE OFFICE DROVDNG *OREC V 0oNs SPRINT LEASE AREA: • rift Of )MM It 11711 TO 1►C � POsa Of a Kona f uR tNitta wit Kahl 0M:Wt4 UtrtCC- N Mora% likfChat AROtap DC 11( LLtSi Part K(A 1f( F040u4 MAW; AtfD OC1aaatr InLMZ, .Jule OT)a?Y faZ. A L.r.-2Mo( LT ST2371- [.Ail. A 04L rmar Of t 2 75 MT lb • 031 42 Of 24a /M 1O A PONT 1PCNCL. 12 7S ICCI 10 art 11t[ rtwo Jr RCOneRC. O.014.4sRaf falumfg Jars, sac 36.:. SECT 10 a PANT. FOOL latO Ct. NOON .otTin Or2T3, KSr. NORM 42.OLe N33 t» 47-1w 51 dr Solna' ERS1. Lta$C PWC(l PUataft Or la wCL. cools 0734:lI' KA, A 0112410a 0f 1 1 1 1 1 44. Si-0t WIDE SPRINT ACCESS & UTILITY EASEMENT API rarest rat IM*L: Arco CCC OCR A Tat Of LAND 100 tier taco[. 0.41t A PORTON or Ian :t Or TRACT NO 1410u A::nOaN ON , trap rub it COON aM. f'ACCt t 10 1a natft( 0f tNISlatwtwt tacf'C a VC OITCC 0f 1K O•raOL t0. v KCOIUDIL ALL LOC.= wta IMC 'Ou.AT Of ORwNa Van Of tk/tina TRC C MCIRai Of swat a Calet(D A: rato4 . • AT 1,t t4rt.r(1:L1 cosnot or LJ1 .1, Ar,;mtrt on 1Atu IMACT 14 a -t. ALONE 1K icalatktr tat Of INN 007 21, a A Cat, COr(Agt ssowtKlaT ARO NaAK. A wain 0r 1 O:1•00 rtrr Of t-tJ. A WAIL UNC SCARS SILAN 11'41045.- KSI. VOICE t CIUCT e.Otw: 11.13 C,+Nr(. T #tvCn A aan .. neat Of Of inn N. ARC atom tY 2a1 1) rc(1 tJ lr( earn Qf tv• D. OC ACc'o ::a0 wed Or u1T 21 1..c tUs.s.J4 .0 COv(CSt$ MC (u / 43]L1�2C rh 1 ELrag v*us.T -0.4(5 & wTT,k 1) u PkOP0it0 . 7 15 'at Uks( UkRes EASEMENT N.7717.50-M 34 tit .'v 4/ 7.i11r -s CAICRCC P Ca -14 . NQtr :0.1Oaa 1:0 33' GEODETIC COORDINATES uTITUOC IONQTuO( Nw 13d3 313014 0 N 11750'10 6. t% t fe5v'EAS _ • ywvalrr 1L �' ►� �` ri rk.l - ,.r 11StiUj'UNOE kites/cif. O 1K11.-1 :O..ln 4V:Ni6i LA:1. A UreraatCL :i C2.tw) i((T 10 A hint, Tow.( 1.41Jin 10 023a- KIT. A hr.laa Z dr a )S rrCt 1J Int Kowa: Of A Matz t MAKK CONCAK $OR..4nR'R.T Are errs; , naafi Of 13a ICU 1rt rat to ftliLAt ALONG tat' Taf.ZRT Q*tt 144.O4c., w QMkrt MOLL Jr 11r2i,r AN MC Wiai.' Or 3116 Fin TO 1r( terinwC ICKfrg CUst. COrCAK t$itttrtr Arta ass; A NO0ar3 Of it 7u FM: b(NH 3AiTKrLLt 41.0.0 SRO MIME debt 1n*Otec w anat. ear Or 37 b'SE..N ANC Lilian of I/J7 MT 10 Tit h[ta.rw° Or • CON110•IND turret. IK 90uDMt C4.KO*0 %.0 atiloCtac Guth( be3ss oaas..gym` [ w 3r3SYS et ANC UrtCtn Of 30.3: ICU 10 TkE 2(OM/rc Of A KAkS MARC. COIcAK aOutaM.fltu ANO MOM; A MDw; Of 35.10 FLIT: NIKE 9Dt4T.Ci a1LR.T arp lO.lKNtr .LONG SAD ACK= CLnK. Potoksia A Wass. "HQ( Or A) Ito)". AM .a LLIGtn Cr 1t 73 ILn TO l.0 £i». Of A Cradina C1.It.t. LiIrcAI( Car Anti mango A Ran: Or a1') /Cn. l.irtt t ft.RaT Mac two COtdttN ( CIAaw( br..t..W A area:44 seat t)r t TWIT, ALA ACC LLrCCTN Or Su.♦ no 10 A ,42tM. 1nCNCt. SJuln OC.4 11. NLfiT, w L01ac4l Or S u3 rttl TO A POINT. lrttita. COON Urine L . A w,1.V..3 Of I► 10 am to . raw NOIRn(RLT 1,104 Of TK .pstr PS s. ALA DCSC'RACD Kan tot IOC LAC.; :A L a1.r .:( T l rC taILIC Lo Jr i.XTtKD 11.1 ICE al Tr.( CanCrat LK . f 1PIC CAD LCQ Pr4C74. SEA Cilr Or hC1t latsT bGA.r1 tort1. rLh A.Nt.Et NO 70 RL:Oi NO 7)11 S A N (E) Ti1C nTUkaNT umi JOAQUIN 1'447 -4 tit* frb 4.OsLL• •o'-3 A 1:'-Y' 31•hrNT LEASE AKA t334 ail :u ►1) R-1u000' Cr- 48Y4'20a Le03 7Sr he. i0 00 D-;.6 25't Leta:y BOUNDARY DETAIL ::t( se t Ns M GXYlltti fac )T: tabCt 0'RR A S!R* f/' W'L7 10 au rL(l INK OKR a. PONTAN Of ia1D .0T 21. TnC CL1101us.0 CI sataIt ct LCXIcatt) as r.uow . 1.1,...ra OL• At CAC .CPln(AP C.RaCR .A t..t. Got wl .0 Crown on SING 111WC1 taros l.craL. AtQt: inC NOnlntNtr Lttt Or leo° L31 21. KOI.G a C/bt. CONG.( 1 rrCMt wntr nine) A aa(ald Or 2010.OD 1(CT. Of .wrCf A RAd� uNC SL*S %DUN. 11 .A43C C1; InCn.`C t04101LT AION.: c Gat. Tr10t,✓1 w LxSYlkao mac Jr 071 T17-. AN ANC W.Ctn 0I A02 13 rttl 1) 1K (hod u an saes lr(K+C A.atOi) Vat tAND: 4.Y t171 71 TK ra4.4attt3 Casa: are RSLwtL3. lr(.A•L, :,w,Tn 1)Sa'ta' Cal. . Ont.eC1 Of SS.aC rtCT HILLS ieR& or RCRhos C) MEND ROAD / / /ljlJilT? il4Cnwtn i / / /j I ,Ile [i NC RfrLkT of &,fit LW : rCk - 1 ANI.(A Nu 70 nESCI NO 7)11 V 4,4 / mim 0=04 ISv.." L.71217• i,-'* 0• \iv a CS TITLE NOTE. Int LLLial OCSAYW1n]r..N(. Ca.C.ACMI nC1C{. :nti.rh rocJ. apt b. Ct, ova P C1s.w.L:T TRLL k(%ORT PKC)t0C0 Elf w.UautN 111L( tcta a .r oK6rCR NJw1(R a1OA:3-12 DAttD C&CtrdCR a, 20t]l. Orar rCM/LnllalN tflaLA mLt Or MEEK PROPERTY LEGAL DESCRIPTION tut 2' 41 IAat1 rate KAN. a lr( twirl' Or .occur(. 7A4L CALLAp.. at Pim we 11C.:0CLu a tOtia a1Priaas 1 TO IN, rrriau Muwt se; in M arum t/ 7K Cluntt CCUMAR y twit Mu4T1. 4: sNLNOtb Or l.tj aRLa CSMIGil: Or ccencf... K..taztD aft( 711. ivc Ai a'AThsatsl b 10-43,)111 OIKk (tC SC .... RCCENIC0 Ater 1, tsa2 Aa we011 atGQ N0. 07- :21.14 anew steun . UN.t.c.. (ruaall4 lerociCM1 Cr $(AtCC .LNNIr 2 i t I/1/4) 41) 3 37'3 E 41fad- NL,7-Ad'»'L St ad' GRAPHIC SCALE .3 1: su ,w (nact ) a& t;a FOR TOPOWILAP1t1C O ETA11.11 DESCRIPTION OF EASEMENTS (..1.Luvat It) L arill00.1 fa 1K fVPu7CTCE) sets scat AAA rails twAilsat itD I. OtlNIe= a a( OCTt1m r011 K[Kw)Sl a iK lot Ofsac 1st VCRs Coos dRCIY Oman AKA 1.•( Iart 11114 Ter( Ortr0utl I :.cr LARD RC far •ti.Da fen elf scan TO OR rrya Tnt (MCI. rtON•u, on wow tThC Sul £ANC, SLrO, main foatl RUN I10040.4110 N b1t RIP O :AD NCI ARLO% )nr1„PONT rat) tali° sob al& 101(1o( Ant CO A hat lociac teak(. RENA beta tu( at KWLDQ lO moot, Mk IWOO 14 ROC 0f MinCam,a Kali Neat I R SIN NL.OSm. '2 An ta2Kta rat 1K 'salt .r L01 .AL Sod( Ofe1N..Y. A: CDC w b( OINK Callemor. SS 11•XE S:ict ff O/Olt A SCrta tflfl MN VC Rp11 TO 0041 aMD TAtla7til All 0R A PakaR Or Its( Carte 1f Na4l0a 10C tee Of SU) flsct IND LM(a[R1 1u4L K oOt-Lraec a/1D TK *AC Caffa s IC0.c12K acc to oft rate 01441 10 ' KRI TK ItONI lO wIt .0 al at fora Of 1K Ara COKKs IN tut( CArt al FOR KL to r," MTcry . K COED at Trt tr.f Of twit 10 1484/ t) LAAAPI.tl: rr)1 Oat* D.NI2 relit KC&A.a, era ./0NO acstCti: OOCINCtL of s.D lIa T .teat 14: mu twain `waXA 10 1K SAC( !Rat alp COsOf101C a: AK L.Ot• la 11ra Cana ('G al £Croat fta.a. N. Tss1 A` .0aatm NO. M-4003111. /ITOUL *Came Or OMK( COUPOIr, CrefOaaq at. art AOOCL O01111001 lad NO TItt1 ttt.ta K f scb w rae cA'¢t(NTt /aced Prat SITES COS' MN M rats( •CIO Nat• Mack oars A R1R11an 0r WS tANG I. bit TWIG, fIIIIIC N1 AMr LIONNIO G t$saenu n A AtA MLSI (ntIL.L "ANAMNON SSLt vita Mal baccoos.0 101* Of DC1aL1T4f. at rainaCti a a Cat INC teat tauten A alma* tiYt0M10n T sa Mt Mar 0f ORMTY. KLtlaa t fElarl.r a 17. mt. Aa IrQIIa,KrO 10. Id-00/s7SL graft NI_--- Are Alit 14, 1a AS ri aatm .t-•s'a°w, WICK KCOlrri 1'• L.ama(q GA tut ►.Ptret3 Snout sc.acr •rlr 14641•,; usGAiMa. btlICTO ar: Caret& at A twLLttal. 71N1l4.14 to SOub'CNIm CA.S: r EDSON LCarwn Nava I.miL 7ar./O LLtlilei.t A1tjr aTtla-CAOAM 11JLtn a ASC Ott.= re0441410 AOla IL. 111l:. ,► rnrlaacc rt0. 144-1.t213L anew XIXODY ro SMUG 'A a utllud4 rr'Gn ..ma 0.114A rn,ca .ia.taa On ao.a raa NtIL0040117. KfC. aG beta A.a.70WTp [.Zara•,. C�.A)TgqC.1Tayafl.t 0311001f000ataa.rot/(rtKwOlkaWAIn(4�L.no £.r.Plbire'a, bid NO Zila a>( lO ILLL t>t Isci LW[ w aklu tAfs air rOACtw01L bit sec. rOKCIL 00 Cr i3*l.0 Rt171ralimi tali° 00. PC. COLON. 11212.41011. :tA rtrt(r1CaP Fria 51.10E at m h1cw 010. Kam AL latifaal R& I$-0301ZJ. *silo. KCOC CND ttMrt.ar, CUSMI1ti rate CO CLd+: PNOu4C tot A Wtpla 100J UNAL aA UCRAI 1K uta 0r .NT WIQCwX Ol CM Of TtA.:I act a OOOD MON AND r.; %Nos ✓ otaaGt ontg a StLI COtItaM15 artesses NCr rttallaCbrNt Kano i 1.414.AIM COS so-O7a3h.4 Cifr►b. scat e ottncat1stc4 or :.tr CO.CNJrr,. 0.1/4.40 q ArLr REMCIONS KCtaa(te c: Ca.t(►f Mtn T7-001a.1. MD 117-4W47:. ALL CI aMON. KO= VICINITY MAP N 1 Stet Ara .4u Nat: RD • e7 4 SiTE DATA OTC roar -- - -- tit Nur6t* .M AODR:14. -- -. rtaant GArtso O1d.fc42L0 :AA a )uw .v.i Mita Oftara C'OtaaTt ant( a>sP.Ar Orrr.LN: 04401C:1 .. .. Sea Mahrfl CLAMP 0RM Itorarg 1(a n. CA Y2f410-7u11 Aai:.Jlt�l P.t`t 4.At*t*(a1 r.Ci Ar(.a G .,nuCruTFG Waage:). NCT NC, Of P104C1-- CSOuNI LLtwa uN • Thf Offrat arc.aaAb. . - Gaze: lx CLttwllaa. a.:ts a Staftrt s. 4l1-1)t-04 1.7 .tIt4 134410 La' a N/A agYA.4% 440.4. CIvr Ku btautia! rum I Al 1 ( MD al last -Cam ALL% )7� LP a IMF; Car LL111.)10a 413.11 r ll. rru: :.a+..(, r. Mall ON tot rateOMw st.1t Mr.L COOCNNIt 1Kt(r, rob S. IOsC a FEMA FLOOD ZONE INFORMA rION (A.aWA.. I.D.Ie rrtalolla.LY P'RQrRas) arm* Rail, ZO44. (4..C&.1rON Ct>,A.11. . NICE let rtS.t)u :.•s(ot"'LA...i..I.C.. ran 1. .11E re A • ARLu LIn(k►a,L. 10 rt Out -AA kre ask LOUD Pisa LrTLL'lrr( Ludt £Pltttilr, COtrtrwil-MICL Marna U&taa CWAI1 uN+a:JTS)IMICD - 144.1112 GENERAL NOTES I WnikLS -aaa1R n(K01 .14 MARE O if/ A LANi(D r(LD tGt ia1 Can TO :CC Sail cozy APO ten tit NONCOM A C ROKTE •I NCts Ot aacr Of (null: OCturt1tC 1«L' as ale 'Muir COMO: 1Q( ROT HOW A10 ba (lac, aIt> and: TC) 00 NOT rtlaael utty COCK Eat) [WC AFC aacan. roc sN'L3 w craw A: 10 14 L%1/lf1Crt21 0r utman .fAeralON Dow a ICI "CNN KII(0. 2. D( 4.h14.4 AIu UaC41u0L ar.rw NORCO AI( &SAD In LAU GAalCTER h RC. trot IwtwC Oral Stair vats° TRNRt ►an- fJOtR rwl a CP; KCVO NO I•.wg Ps attetr, araa a S' 3. rouKakr N(r L..14rti 1tr'Mtrlgsr .rain nLYUtt A b.1L 'SOT Kcal Rossuos. carnet 11LLt notes ..p 00CuNINTS Or ft011It AC 1e.40110 ACD rt CRa11m2 N as a. 1st IkLD sheaf Kwt71t(D r.>•t by; root is ra 10rCtOttla2 PWP021: of KLA.(1T a CT11c ct watt, ttaaarodt S CI NtllaD tT'r, INC Data t. aa1 tLLC:tlilC IJCZML rtaa fl.)'Uu h O.ttD L..r•: Alt h/.Calt: LAC TO Oult CLINT G A COuKTCST aaD 6 1,0T 70 K 14PCKED. a2lofttu al.. *1(ND. Waal. COED OR AltRO[u m out iR[ [SrtS: INTER cOrani Ot M OWIiZR O OIa1 t.J C NO 410MOCNIE4 rNC ►uSITCl. Our be MIK A.r1c, 90L0 ARD otta a NORD Care WCat11 Or Ot• Ctfc.tr Of NIP K OTICOCRED TO K OA LLCsu.r t(CUI:1110 P100iC1 LEGEND SECTOR Lt).40n • r0tw.t. .AON%A.&Nt LA:L.(1A uPC no1110r rust a. &Wok .cot 44400D Au. r C'.a Tor Of T•CrCh O.X( ifr.ICD T>uAfria a/WPC SHOT (, rrtrr nabs t0'4La.0 b `I (Fottua. Lt't CPOAT) • 46d3 CHAbO1 LrOvE. Suit 1DO PLEASANTON. CA 945d8 -isKL1Jt L. I INI OKMA I iLIN. NORTH GAZEBO 0G54XC425D LuT 22. Tk,&CT 4±-4 iy MM 6e8/1-10 OR.Ani.E COUNT r ^CuFRENT ISSuE DATE 01 /04/02 =ISSL•ED FOR ZONING =REv =DATE DESCRIPTION Br J =PL8p S PREPARED Er DAVID EVANS "411 ASSOC! ATii t■� 23302 mu ct Onto Sat Z.5 LgLna rule Car one 92131.11014 Fh.A,. swSI QCdo CONSULTArIT CSAi 0M•RLM OlsaaLY At•otrTulwla to aaet news 4s.m4 • calf ..ova .Casta INNS emallegmeNYM DRAWN BY. -LICENSLRE. L. Hh.. J MDL/LLC LLC =MEET TITLE SITE SURVEY GENERAL INFORMATION =SHEET Nu►.IBER F(EvISIOr,I. I LS1 SHEET t d ] i • III to N (aV tcz 00 x 1— z 0 1t{ U Lu �Y m JJ . 1- 0 J .C1. z 0 J ,09 tfr ,09 0 0 cre V) J J z 3 2 0 0 a Q i i • • i / 0 Q 4 oc • • N • et u t • • • • tn r.HEET TITLE. i ='SHEET NUMBER 01 CO SA IS GRAPHIC SCALE j • • • tal A6EREviAT10NS • ptsksbb Sing J. 4 ti • K[OSK ELEVATION cC SZ tz-t] 0 CO Q O 1V N J� (0 0 r 8 ~ L W cJara Aso 9 W 0 0 w '1i 11 0 J if m tJ W 0 L r Y b- L IX ISSuED FOR 00Z ZONING 0 ISSUED FOR 90:: ZONINC O z 0 0 N LJI, N to 00 ("NA O o ft, O in.., 0 .7 \ \ :, 0 N •v .0 = U N tn Z 0 Il • rLICENSVF<E. -J a w ul i at- (il cC C ‘U SI Uli itr Csintwi • 0 Th 11 3y a • Ad • .1 __1 1 w m 3 fe IA 10 �0 It. Ir 00 ISSUE DATE: 0 0 N z z iNi IX 141 ISSUED FOR 100. ZONING ISSUED FOR 100. ZONING ISSuEI 90:. i a. o :1 v 14 0 Jl .V o 11 Z g 'idt/��► ---• _ �.. •'Pity_ --- . .j 1 v�f' .;111 r�`•''•Illllllll lj� I1 ,1111.. ilj!'llilill. 1 1 1'1'1 1' 1 1i '1 I'1� Vi ll. 11!%lll8_:.;,''I llll'll 111 tTilili!!I��_'- �- !11�1'11=11is 1 firr. •im ' In J z u7'3v:�d vvt iryrl ,1-.11 r------ 11 11 1, 11 ri 1 /1 11 1 ► 1 _ 1 I 1 I 0 UJ n'N I � X sKr I d J CEO 00 0 0 Z 1- IY 1- ce I- ,, rrz 0 z 0 CI iSSuED FOR t 007. ZONING ISSUED FOk 12/24/0t 90 Z ZONING W �• N a V1 J 0 0 1 ± 0 41 .V 0 Y o; Litt • v; A 7 1 .J -.1 01 u 5 F- ce J W 0 J 1- 1- 1- w W •n 1I 11 llII11•�1 II— IIIII III I�IIh 1 III_.. II III FM-1 r,; -fI • I-1��III THIle" Tpin I —I I I —I 1 SOUTH ELEVATION .1- t II- III -1IIi I1I- I I I -I I I-1 I Ilk III III I I -III -I III- III- III -III - III III -1 I I -III -I I II11 I-1 I Il I I- II1 l l-1 I I -1 I I1 II II I -III -111- 111-III-1 I I=I I -I I II II I -III -III_ III -111-III-Ill -I I III - I I i-I I I -I l I_ III=1 I I=1 I I=1 I I=1 I II 111-III=III III=1 I I=1 I III11=1 I IIL=-�-L_J11= LU -T- 1 1 1 II1-1111__.1 IIIII-11,„.„,„----,„. III -I I !-III -III -III -III _' 111 III III III III II III III =III =III_ III -I I III-11 I -Ill =III -ill = IIIII I i-III-III-I I IIIIII I -III -III -I I I I I III III III III I IIII III III- III -III -III -III -I III =III =III =1I 111 III -III -III -111-1'' I III- III III- + I III H TC ITJ11 II II ll �vr �= rsrsrryJ • I g 1 2 5 SOUTH EQUIPMENT ELEVATION 4- LO OA z iSSuE DATE. 0 N a U •1l W 0 -, r- r r IISSUED FOR t OU . ZONING IISSUED FOR 100: ZONING "SSuED FOR 50T. ZONING 0 0 0 O V1 7 :4 N .V .1 •Y .— 0 ,y r— .] m a W (L cn Q m z l et 'J z r-- lC J 'n z w II ELEVATION ir Cel 5 ZShEET Nua+BER itt 4 N C -� ip-III-IiI-, n �� 111111—I �; )i I II. r _ III 1—III— 1 III i ,- �� ,_., —I —I fO 1 11—I —I I I 11— III i —I —I , x, 1 11 11_111II I_ III— , -II-II—II—I1I — Y4 I1 I1 II-I I III —III —I I III 1 II I I-1 I I=III- II I IIII=1 I I=1 I I=1 II II II III l'in it' ui+)i �.,.) , II I .. I I I I I 111 —I —I —III �,. 111—IIIIII— III —I I —I, f l-1 I I-11 I-1 I I-III=III=1 ." .'-) III-1llri J�1—L�,—=J_L=_LU— ��, I� ,y I1 r >, . III 1 —I Y III — k �} I I 1—I 1 I i o „-, III—iAll y ` �-- �+ III 1 —III i is =,1 ~'T1�11-11� I1� 1. I11—li' mil II I. �'_ — III-1 I I� - A t 1/ _ III' - — I11-1 Sri n�= ill LSI I I 1-1111P I 1 - ' /7 :: 1 -� ifI=1 �s. _, III , _ - 1. I . 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III III ill s� .4 vc —III 3 ;0 I'-i 111=1 I I III III e-1 y) Fz —HI ii3�` I I I I ��� °, — — — . —II o1—IIIi III d —II / o —III —III —III `�� villilli III I i il n i ea —III— I II_I IIIIIII—IIIIII 4lII I_IIIIIIIIIIIIIIIIIIII—III_ III-1 II—IIII I I I — —I �;� III I I_I II —III_ ', III III —III— —III —I 11- III_I I I —III �I z III I' .�i'. 11 z —111—I III III 1, ,ct III P11 2 III 1% 1 J- W 2 C� 2 J- Z w O w i O • 0 u(0 ry CJ H cr.(� 90 c 0 0 n 0 bl W a W Q 0 II H X I- X I- ISSUED FOR 1OO;. ZONING 0 X Z O Z ts. 0 0 N Lt) I \• i O IJ, IDIn (X U O Z t1 z 0 0 W N N It i s .1 0 0 1 \ 1 - IN O 41 IN \ r 0 0 st C. 1 \ •V - .v r 0 I1 J 0 0 Jt If W CC J In z W 0 -SHEET TITLE: ELEVATIONS z i4 tL W LO 5 3 z H W L 11 0 v 3 3 a 1 .3 -. I1111I lII AllIIlI —.T. 111 L 1 1 1 1 I it I 111(1 .6-L1 -I1 J 4.--:.. t III=1'• 3 tg 35 rl! WEST ELEVATION P T4 -.► yt-,c III1 1 I- II I II I I- -11 I-11 I-11 I- 1 I I-III-1 11= I I I=I I III I I III -III -III -I I1=1 I IIIIII I III I I-III=III-III-1 I I- III -III =III -III -111. I I=I 1 I-III-III-11 I-1 III -1 I I -III -III -III- III =III -I i t=1 I III I=! 11= III -=III -III -III -III -ill_ 1= III -U1_-1LL=JAI-ILL=J11 r 1 1 1 `III -III' 1 I I—P I J TTJrn=rfl -III-III IIII I -III -III Ill 1=Ill =1 11=1 I I=111-1 I I -III III=I 1 I=1II=111=1 I I=III 11 =LHIHII itt 1 I I -III -I V III -III -III -III -III -W- I -III=1 I III I -III -I 117 III1 I I1 I I1 11= 1 I I1 I I-1 1I-11111 I I I=1 11__ III =III =111 Ill =III -III -III - =1 I I=III =III =III =I I III III III =III=111-I I 1=11 I- 1 I I�1 I I-111=11 -I11=11 I-11 I-11I= II I1 I I 11 I= 1 I I! I I�' III-111-111 III 1 IIII 1 0 r 0 L 1 J S J WEST EQUIPMENT ELEVATION CN1 0 ^0 J (ISSUED FOk t OOT ZONING; ISSUED FOR 100: ZONING ISSUED FOR 90:r ZONING 1 O O "`J \ , N O 1 N \ 0 12/24/01 .J 1 >- CO 0 W CC a (Ig 11 'n (J z 1 a J 5 r MEET TI7t_ ELEVATIONS i N `r�nEET NUM&ER: 4 k,_- =1,„ .4— i.S— E4 4 EAST ELEVATION —, II-1II�_ =III I1 III-i, j..1 I I I I-i, III -III -t i I_ :I IIIII I-III=I I III III III I I Ill —III =III III =III =11 I_ — —III=Ill =III =III—III=III= EIJIIII III IIII(=1 I= III =1 I III IIII III I-III=1 -III III III -III-III-III-III- I I I � 11 111alLa111=1 L1=111 L1J____ 1 II El I-1 1 I, III=� —III -III=11 I=III] III III I=1111 III1' _ III III IIIIII -III -► III -111=111=III =I III -III-III -11111 I- III -111- III -III_ 1I I=1 I I -I I I-1 I I=1 IIIII i-111-III-III. III III III III II I I -III -III III -III -III —III_ I- III -III -III -I III -III -III _I I I III III III I I I -I I III I I' IllIII11 111-III-11'1 III_ - i 1 1 2 J_ EAST EQUIPMENT ELEVATION kfl Ue '®nu micatiorns i 'aciDlity pijircuvail Conarho&1 1. Public Safety o (Permit Applicant) recognizes that the frequencies used by the cellular facility located at are extremely close to the frequencies used by the County of Orange for Public Safety. This proximity will require extraordinary "comprehensive advanced planning and frequency coordination" engineering measures to prevent interference, especially in the choice of frequencies and radio ancillary hardware. This is encouraged in the "best Practices Guide" published by the Association of PublicaSafety Communications Officials -International, Inc. (AFCO), and as endorsed by the Federal Communications Commission (FCC). Prior to the issuance of any permits to install the facility, (Permit Applicant) shall meet in good faith to coordinate the use of frequencies and equipment with the Communications Division of the Orange County Shorif faCoroner Department to minimize, to the greatest extent possible, any interference with the Public Safety 800 MH7 Countywide Coordinated Communications System (CCCS). Similar consideration shall be given to any other existing or proposed wireless communications facility that may be located on the subject property. 2. M00 MHz Radio Frequencies - At all times, (Permit Applicant) shall not prevent County of Orange from having adequate spectrum capacity on County's 800 MHz radio frequencies. 3. Postalnstallation Test c Before activating its facility, (Permit Applicant) will submit to a postainstallation test to confirm that "advanced planning and frequency coordination" of the facility was successful in not interfering with the County Orange Oran e Public Safety radio equipment. This test will be conducted by the Communications Division of the Orange County SheriffaCoroner Department or a Division approved contractor at the expense of (Permit Applicant). This post -installation testing process shall be repeated for every proposed frequency addition and/or change to confirm the intent of the "frequency planning" process has been met. 4. 24ai-lour Phone Number o (Permit Applicant) shall provide a 24�hour phone number to which interference problems may be reported. This condition will also apply to all existing (Permit Applicant) facilities in the County of Orange. 5. Single Point of Contact b (Permit Applicant) will provide a "single point of contact" in its Engineering and Maintenance Departments to insure continuity on all interference issues. The name, telephone number, fax number and email address of that person shall be provided to County's designated representative upon activation of the facility. 6. Lessees or Other Users a (Permit Applicant) shall insure that lessee or other user(s) shall comply with the terms and conditions of this permit, and shall be responsible for the failure of any lessee or other users under the control of (Permit Applicant) to comply. RECORDING REQUESTE1 Y AND WHEN RECORDED IVO H , TO: County of Orange PFRD/Harbors, Beaches and Parks P.O. Box 4048 Santa Ana, CA 92 702-4048 Attn: Michael Hentzen Free recording requested pursuant to Government Code 6103 SPACE ABOVE THIS LINE FOR RECORDER'S USE Ivy[E MI O RMN i} UM O F L THIS MEMORANDUM OF LEASE ("Memorandum") is entered into , 20 between the County of Orange ("COUNTY") and Sprint PCS Assets, LLC, ("TENANT") for the purpose of recordation in order to give constructive notice of the existence of that certain Lease ("Lease") dated . This Memorandum is not intended to and does not modify the Lease nor does it recite all the terms and conditions of the Lease. COUNTY and TENANT hereby acknowledges the existence of the Lease and agrees as follows: 1. Pursuant to the terms of the Lease, which terms are incorporated herein by this reference, COUNTY owns the property described in Exhibit A ("LESSOR's Property) and has leased to TENANT that certain area of LESSOR's Property as described on depicted in Exhibit B, attached hereto and incorporated herein by this reference. 2. The Initial Term of the Lease expires on and the Lease contains three (3) consecutive five (5) year options to extend the term of the Lease. COUNTY County of Orange By Vicki Wilson, Director Public Facilities and Resources Department TENANT Sprint PCS Assets, LLC, a Delaware limited liability company y Name: Title: Regional Director of Site Development �_� IllIIII :- LESSOR' S PROPERTY Lots 21 of Tract 14509, as shown on a map filed in Book 688, Pages 1 to 16 inclusive of Miscellaneous Maps, records of Orange County, California, as amended by those certain certificates of correction recorded June 26, 1992 as Instrument No. 920431391 of Official Records and recorded July 8, 1992 as Instrument No. 92=457550 of Official Records. Excepting therefrom all oil, oil rights, minerals, mineral rights, natural gas rights and other hydrocarbons by whatsoever name known, geothermal steam and all products derived from any of the foregoing, that may be within or under the parcel of land hereinabove described, together with the perpetual right of drilling, mining, exploring and operating therefor, and storing in and removing the same from said land or any other land, including the right to whipstock or directionally drill and mine from lands other than those hereinabove described, oil or gas wells, tunnels and shafts into, through or across the subsurface of the land hereinabove described, and to bottom such whipstocked or directionally drilled wells, tunnels and shafts under and beneath or beyond the exterior limits thereof, and to redrill, retunnel, equip, maintain, repair, deepen and operate any such wells or mines, without however, the right to drill, mine, store, explore or operate through the surface or the upper 500 feet of the subsurface of the land hereinabove described, as reserved by the Irvine Company in the deod recorded January 2, 1997 as Instrument No. 19970000564 of Official Records. Also excepting therefrom any and all water, water rights or interests therein appurtenant or relating to the land or owned or used by The Irvine Company in connection with or with respect to the land (no matter how acquired by the Irvine Company), whether such water rights shall be riparian, overlying, appropriative, littoral, percolating, prescriptive, adjudicated, statutory or contractual, together with the right and power to explore, drill, redrill, remove and store the same from or in the land or to divert or otherwise utilize such water, rights or interests on any other property owned or leased by the Irvine Company; but without, however, any right to enter upon the surface of the land in the exercise of such rights, as reserved by the Irvine Company in the deed recorded January 2, 1997 as Instrument No. 19970000564 of Official Records. ../1 1 ./L'AQUrN HILL RU,.0 III tl.t.1 IT14 ;Tot (►•rne SITE PLAN ••4, IGN LS.4.4 Os ;ILA IW-0 CI tw. / 1" i%' //. a, .t..it t 4.t.t / .1 -/ -/ �\�, //� / �.sti,c:. trttt.:t uut..ty. ' �• It a► Ca a �L r-r ti> /// / / I i.M.sIC 0.1 .L::t car. ,- wvJC I.(- a..•. t0-431 .«.1 Alta • • �.� • s ..11••. r� i • ►t.V1:. J4is4 ..I taw' t . CL.- — • b r • S A N itici D :. t 17 t anln aK..:,x -LLi . C1L►.1....t • r.r11D V .art Naar [&hart JOAQUIN mama.*— r ``ItC+✓J,LL Jiwil IV) l:Lhtdma ;►�.at •/C(Pakw.rL dill) (11 S-+.n HILLS — ti; Last (11 r.t..0 • • ./ • 40 • • • RQAO • • • • • i /% ,fir~�'�� 1' iz, 4. n\ 1 • • • • • • • • 1 41 3 CHABOT DINE. Su1TE 100 PLEAS NTON, CA 94588 --YKAJtL1 INYUflM IHMV. NORTH GAZEBO 0G54XC4250 vACANT LAND NEWPORT BEACH. CA 9261C ORANGE COUNTY uRRENT ISSUE DATE: 12/20/02 ISSuED FOR: ZONINC -DATE• DESCRIPTION: 2 12/20/02 ISSUED FOR 1007. ZONING TJN 0 01/25/02 12/24/01 ISSuED FOR 1007. ZONING ISSUED FOR 90x ZONING uwS PREPARED BY. Ike 1kr 1 CSAi CMYa le nT1itLYflat- setSan , ..........••• tt.... sa...INSI casionaire -CONSULTANT: RAWN EIT:-C HK I T.1N —LICEUSuRE. CS —SHEET TITLE: SryEET r1uM8ER: REV151oN:= SITE PLAN Al L119.01 EXHIBIT B THIS DIStRUMINT 15 A CORRECT COPY OP TI 8 ORIGINAL ON FILE VMS MICE ATiES IDATI - ()6 D.IRLENB J. BLOOM Sprint Together with NEXTEL July 9, 2008 SENT VIA CERTIFIED MAIL Tracking N Z 400 392 631 City Of Newport Beach 3300 Newport Blvd. PO Box 1768 Newport Beach, CA 92658 -8915 RE: Renewal Notice Sprint Nextel Property Services Mail Stop: KSOPHT101 -Z2650 6391 Sprint Parkway Overland Park, KS 66251 -2650 Email: LandlordSolutions @Sprint.com Nextel Site Reference: OG54XC425 -D / North Pelican Site Address: 21692 San Joaquin Hills Rd., Newport Beach, CA Dear Sir /Madam, (800) 357 -7641 Office (913) 794 -0824 FAX Pursuant to Paragraph 5 of the Communications Site Lease Agreement [the Agreement], dated November 7, 2003, between The County of Orange., a political subdivision of the State Of California and Sprint PCS Assets, LLC, a Delaware limited company; Sprint PCS Assets, LLC hereby provides courtesy notice that Sprint PCS Assets, LLC is exercising its right to extend the term of the Agreement for an additional Five (5) year term from Octoberr 1, 2008 through Novemberr 30, 2013. Please feel free to contact me regarding any issues concerning the Agreement. You may reach me by phone at (925) 904 -4115 or via email at janus.bickham @sprint,com. When communicating with our office, please refer to the site reference number (OG54XC\\425 -D / North Pelican). Thank you for your cooperati5n and assistance. kham dzz-'10� Services Specialist cc: Site File 4 I0 l2 l? 1.4 15 16 1 'i l.K 1.� 20 2.1 2J 24 25 PR64AF- 1153 1..agima Cioast Wildet -ncss Park (Sprint PC S Assets) CCYNEM JN1C,A TIONS SUE LEASE fl7S ).LASE is made ^Jv' k rily% 1 v'? c .:`; by and be?wcen the County of Orange, a political: subdivision, of the State of Califomia, hereinafter referred to as "LESSOR," and Spint PCS Asets, LLC, a Delaware linl4ed liabilily corripan , hereinafter rei:erretl. to m "T.ENAKU," wid ;out regard to number and DEHN MNS (PMA2.1 S) Ric iirllotiti•ing word, in this Lease, have the sig?lificance attached to them m this clause unless o`km -wise apparent front contc\t: "Board of Supervisor," means the board of Supervisors of the County of Orange, a political subdivision of the State of California. "Direcu;T" nleam. the Direaor, Public. Faeilitics & Resources Department of the County of Change, or dcsig t: e, or upon w•titterl notice to TF,'N ANT, such other peraou or eiltity its shat;; be designated by the. Board of Supervisors. "Risk .Ylanager" means; '.be Manager of the County Executive Office. Risk ivfanagernent, ar upon writwn notice io TFN ANT', su ^h other }person, of entity as shalt t, rJosign fed by J..ESSClR.'> C'ou;;ty 1.xertti'ivc officer. ?. PREMYSE5 (P :IN4A3A N) USSOR awns cite real propcltiy ,described in E'xhibit' A, which exhibit is attached hercro and by reference madee a part hereof ("l_ESSOR's Propert), "). Snihject to the following terms and conditiotns: LESSOR lease:: to TENANT that portion of LESSOR's Property depicted in 'Exhibit 13, which, exhibit is attached hereto and by r'eiet'L'iice nulde a part hereof,, and any apllllcable e^:emcattS for' aceeSS and ilhlitics (the "Pfemise5I). '. , pre:cisc: jocnlion of tiic Premises : >hall be dchno.ated on the plans .LESSOR approves under the, Option Agreement preceding execution of thin Lease. Such approved plans shall control to describe the Premises in the ;.vent anIi discrepancy between the delineation of the Premises on the plans and on Exhibit B. 3. LIiV1'IT,Vf'YON OP Ir 1: LE;ASEFIOLD (PNIA5.1 S) 'f cis .Lease and the rigfjv< and p6vilegcs grat33ted TENANT itt end to the Prc..uses are subject to all _:ovenantst conditions, retrictinns, and exceptions of record or apparent. Noll. Contained it. this Lcarie ar. ill auy doculllen[ rejated hui;eto shall lie onstttled tr_. imply the conveyance to '. , ANT of rights i ;i the Premises which. exceed r?inse owned by 'LESSOR: or any representation or waranty, cither cypress or ir, „plied, relating to the- naburc or condition of the Premises or Y.E„4OR's uliere,t therein. TENANT acknowledges flat. TENT A 1' has conduct_d a complete and adequate investi a iau of the Premises and that'! TENA:N'I' has accepted the Premises in its "as is” condit-ion. Sa i"i N,: ; Asses Lal"m : J951 w•iiCl�: n,ESS ?2r.. 4. S 6 7 8 rJ 1lj 11. 14 15 16 17 18 19 21 22 23 4. USE (Pn1131.I S) TENANT's use of the Premises stall be limited to ronsruct, maintain. secure and operate a communications facility for eelhflar telephone service, including required antennas and antenna suppott structures, and for any other use which is inctdenial theret:3. 'Each such a;rtn1la or aulenna support struetute may be c(mtigured from time to time, provided TENANT obtains, pursuant to the Clauses entitled FUl'URE CONSTRUCTION ANIVOR. ALTERATION BY TENANT and ATFACHNIENT I -- GL' <NUUR L CONI)l'fIONS, section PL.Rivim AND 1_110ENS:ES of this :Lease, all permits and approvals required by applicable: Jurisdic..;ons for such requested configu'atton, TENANT agrees not to ttse: the Premises for any other purpose not to engage in or permit any odler activity within or from the .Premises. "I E NA?v1' agrees not to conduct or perlmT to be conducted any public or private nuisance lit, on, or fimn the Pri=jscs, or to comult:. or pertuit, to he conlinitled any waste within the " remises. 7L'NPLN -T shall operate tine facility in accordance lvAll the Wireless Conummcatunls Fa, lit- Pelmit ,ppro�a.1 Conditions, a copy of which is attached ho.w.io as Exhibit N arc. by xetcrc:rrec made a part hereof. 5. TL.RNT (HOB-2.) N) The ter.ttl ( "InitIal ".term ") of this Lease shall he flvc (5) years, commencing the first day ol the t)rsi fui; calendar month following thw date of execution of this Lease by LESSOR. "fE1vANT is hereby grunted three (3) separate rorsecutive options of five (5) years each ( "Additional Tenns ") to extend fee Jnitial. Terra. TLNANT inay exercise its option to lease. for an Additional ".hewn by giving LESSOR written intention to do so at least nine;} (90) days prior to We cxpitutioa date of the Initial Terut and each subsequent Additional Term. x ?ach option shall be exercisable by TF,NAN'T on the express conditions that: (r.) at due flute of t11e exc rcis^., and at all tl nes prior to the commencement of such extension, TENAN'r shall not tie in detault under any of the provisions of this Lease, and (b) T NAN' Jnas not been tern. (10) or more days late in payment of rent more timn a total of ilivee (3) times during the I.erasc Term and all preceding extensions. 6. RENT (PMCI.I N) :T.NAN.f agrees to pay to LESSOR as monthly rent for the Premises tae followuig Burn dwin-) th^..Lnitia. "Crm (fairs 1 -5) wid during each exorcised Addi ;ional Teril: (LCa.<.e Yeats: 6 -1i), I1 -t5, I(5-20) as follows: L _ase_year ;'vi.ypthly Reny, Lease Year N4o_r._31Ly iZg }}t $2.700 it S4.398 $2,835 12 $4,618 z $2,977 13 $4,849 4 53,126 14 55g,)t $3,282 1.5 $5,346 6 :t3,44G iii $5,413 $3.618 17 $5,894 8 $3,799 1s $5,188 9 53,989 19 $6,448 ;0 $4,159 rnch: ti (M sprLa PCs As t -v lx. sc Loy.mx Lust w :ldcmcss Park 4 9 10 11 1.2 13 14 IS 16 17 18 ig 21 ,Y) 13 24 " P�JiN'1' PAY1v1EN'i: f.'RC)Cf;J ?UF.l: (J'tvICS.•3 8) Rent payments s1iall be delivered to the County oJ' C)rau r,, Ofi.ice of f is Auditor-Controller, P. O. Box. 567 (630 N. Broadway j, Santa Ana, Caliibrnia 172702. The designated place of payment may lie clanged at ti• :,.y time by LE''SSOR upon ten days wriltrn notice to TENANT. Lent payments may be .wade by check_ payable to the County of Orange. T.P.NANT assitmes all risk of loss if payments are made t)y mail. All sums due under this Lease shall be paid in lawful matey o'f the United States of America, Mahout offset o;: deductiOrl or pi.ior notice or dernand..Nfo payment by JINANT or receipt by'f .ESSOR of a lesser amount than the pay'nicnt dt:e shall be decme.d to be other than on account of the payment due, nor shall any endorsement or sta.tcrr!ent on any c•lleck or any letter accomp%lmnng any check or payment be deemed an accord ant] satisfaction, and LESSOR :;hall accept such check or payment without prejudice to LESSOR's right to recover the baiancc of the aalount. (]tic or pursue any other rentedy in this .lxase. t CRARGE FOR LA'T'E PAY :NIENT (PNIC7.1 S) TENAJI,fr hereby ac°anowiedges that the late payment of rent or any other sums clue hereunder ,rill case LESSOR ..a incur costs not contemplated by riots J. eas(, , the. Bract amount of which ~viii be extremely diffiwult to ascertain. Such costs include bui are not limited to costs snch as admini:;trative processing of delinquent notices, increased accounting costs,^.te. Accordingly, if any payment rift rent as Specified in the Clause entitled REN'J' of this Lea.w, or of any other sum due LESSOR is not received by LESSOR by the due date, a late charge of one and one -half percent ('1.5 %) of the payrnein due and unpaid pits $100 shall be adder) to the payment, and the total sun. shall brco;_ne immediately due and payable to L.LSSOR. Ar; arlditional charge of one and of ±e -hail percent (1.5 °i;) of said payment, excluding late chat -gm shall be added for each addict o ial .month tl!at'snid payment remains unpaid. TENAW and LESSOR hereby Laren that such latr; charges re:rresent a tkir and reasonnbie estimate of the costs that LESSOR will incur by reason of T.€?NtANT's late payment. .Acceptance of such late charges (1-Nor any portion of tite ovcrdne. payment that is iess than full payrntslt) by LESSOR, shrill in no evert constitute a warder o,': ENAN,'s default with respect to such oRerGUe payment, or prevent LESSOR Front exere:skig any of t'lie other rights and remedies granted he c- nnder. 9. SBCURJTY DEPOSIT (PNICy. l S) A seci!rity deposit in the sum of Eight. Thousand and One 'Hundred Dollars ($8,100) shall be provided to LESSOR by TENAN Y. "he s..curity deposit shall take o rte of tho forms set out below and shall Parautee TENANT: full and faithfia performance of all the terms, coveuants, and conditions o this Leese: A. Casa S. The assignment to I.T SSOR of it ravlings deposit held al a financial .irL4itution in Orange County acceptable to 'Director. At the minimum. Stich assignment shall be evidenced by the delivery to D! *C_fCl' lit the Oil Final passbook rertect. :a? Said :nylllgi deposit and a R71ttP,n asSignnlerlt. of :Said deposit. to County a Orange in a form. approved by Director. C. A 7 ime C,el tlnt,ate of'Uepxosit from a financial institution in Orange: County wherein the principal sum is iaade payable. to County of Orange. Seth the .financial institution and die fitirn of the certificate trust be approved by Director. D. All in\ijunlent fir iii &lrurnents of credit from one w More. financial :nstitiii!ons, subject to rt :gulanon by the start. or federal goeentment, pledging diat.fun& necessary to scoure performancee of the lease terms, covenants, and condition :i are on deposit and guaranteed for payment, and agreeing that said rnw:c i1120U? ! .gun >. Ceao: t� iii ^mzs5 Fv�'v, l0 12 13 14 15 lb iX 19 to 21 22 23 24 "' 5 funds shall be i rust funds szcuring 'L'F,NANT's perfarmance and d13t all. Oi' any pert :chaff he paid to County of Orange. Both the financial institution(<) and the fbrnt of the jostrument(s) must be approved by Director. Regardless of the form in which TENANT elects to make said security deposit, all or n portion of the principal sum shall be available unconditionally to Director, for correcting any default or breach of this lease by f -- N;%NT, his successors or assigns, or for paytnew of expenses incurred by LESSURas a t'csult of the fails :r^ of TENANT, his :;uccrssors Or 3s51gnS, 1.0 faithf.10- N perform all teens, covenants; and conditions of this Lease. Shf,uld TENANT elect to assign a savings deposit, provide a Time Certificate of Deposit or alt instrument of credit to fulfill the sccwrily deposit requirements of this Lease, said assignment, certificate, or instrunurnt shall have the effect of releasing the depository or creditor therein :rrcm liability to TENANT on account of the payment of" arty or all of the principal sum to (Aunty of Orange. Tile ageement entered !.Tito by TENANT w!tti a itna;wial institubon to establish the deposit necessary to permit assifrnment or - issuance of a certl.itcate as provider; above may at :ov+the payrncnt to 7.7 ;NANT of interest acetuing or, account of said deposit. fn die event Director % ^thdraws any or all of the security deposit as provided herein, TENANT ,hall, within ten (10) days of any withdrawal by Director, replenish the sectuity, deposit to maintain it at amount's as herein rcgnjred throughout the lease terra. Failure to do so shall be deemed a defarl ?t and shall be grounds for immediate teintinatio;i uJ: this Leas;-- The security deposit shall be relbated, reassigood, relcased, or endorsed by Director to "f E;NANT, a--;applicable, at the end of the Lease [erne, provided. TENANT has ftilly and faithfully prrfbrmed each and every term, covenant, and condition of t'hib )-ease. 10. INITIAL CONS1Rt :J,1"',n ).N BY TENANT (PNLD 1.2 N) A. Mis;imum Consttiicton and Tiattsg. TI NA: dl' shill cause to be constructed and installed within the Premises. at no cost to T,FSS01Z, all impraecments to acconmtadate the use approved pur„ant to the C'?ause in this Lease entiticd USG. All improvements shall ble in accordance with the glans, specifications and tirrie schedules approved by the Director during the option period preceding execuron of this Lease and comply -vOt ;. the attached N•Vireless CoFws,,unications Facility Permit Approv31 Conditions. G. Construction Standards. Development of the Premises shall be conducted in a good and workmanlike manner. All design, and coustruct'ion shci' conform to ilie construction and architectural standards contained in Exbjbit. C it!td shall !Fleet all Dthel' 1'? }Uli'c :itiCntS conminecl In [his Lease. C. t_'ouwv I1roperl:y- PerlUit. TE..NIANT shni} obtain a County Public Property Permit prior to the commencentent o'? anv construction on the site 11.. FUTURE C.Ol JSTRUf -'T)ON ANDlt)R Al;.l'k.KATLON BY TENANT (PMD2.1 S1 TENANT shag not per.forni any rseavatior, or construction upon the Premises nor shall TENANT niodity, alter, or remove any permanent' improvements. lying widztn the Premises withoui prior written approval o.f 1 %, SOR. .. A..i "iSSOiL'_, Cg}}sent. No structures, etnprsveutents, of facilities shat: be constructed, erected, altered, or made within! the Premises vtjthout prior wr'ttcn consent of LESSOR. ,Minor repairs, replacement: and .itrrsroverne, is proposed for the Premises, the cost of which dr,; s not exceed 5751000 annually, shalt be approved by the Director, which approval shall not be unreasonably withheld, conditioned or delayed. All other' bilurc structures, impmvemmits, or facilities shall be approved by L,ESSOITS Aoaro bi. Sliperb'i.S'OTS. Any eendlnnnS r'e.tanr)g to the manner, rnothod, design, anrJ construaac?n of said nta'1!; 1r ? / ?Gal Splint PUS nciai Lm", lxgana Coast Wildomes F;vk 4 In 1l 13 14 i5 iF f. l5 19 21) ?1 24 25 st-nicures, in-:proveulents, or facilities fixed by the Director as a condition to granting such consent, shall be conditions hereof as though originally stated herein. B. Strict Corrinliallee vrith Plans and Specifications. All ;nodif.ications or improvements costructed by – Xf ------ ----- -------- ------ ---- ---.... h.l' llithin the Premise: shall be constructed in strict compliance with detailed plan€ and specifications approved in writing by the Director. LESSOR ag•-ees to cooperate with TENAI� P with respect to obtaining zoning approvals for the Premises and rill improvements. 12. '.l'ENANIT'S ASSURANCE OF CONSfR.00TfON COMPLETION, iP :�1D3.2 S1 Prior to commencement of.' coi.iMruction of approved facilities, or any phps(a thereof, within dle P;ean :ins icy ..EN- AJN'r, 'I ''ANT shall 'furnish to LESSOR e0domec that assures LESSOR 'that suff;ciert monies will be available to eomplc.te the proposed construction. The amount of money ayailaille shall be at least the total cstiniated comstruction cost. Such evidence may take one of the following fouls: :1. Peri.brnanec and labor and material bands issued to LESSOR as obligee. B. llrevocable Jettcr of credit issued to LESSOR front a Jitlancial institution to be in effect nnti: LFS.SOR ac;kno ;aedgns satisfactory completion of eonstnietio;i + . Cash. 1). Any eombination of the above. All bonds must be issued by P. coinprmy qualified to do busme:is is dvi State of California and acceptable to tic. Director, All bonds shall be in a form acceptable to the Director and shall insure faithful and full ob_crvance an(1 per.oi-mailec ox, TEN'ANf of ali tears, conditions, covenants; and agi;c.cnicnts relating to the construction ", of improvements ivirhin the Premises. 13. '1Q1?.i: liANICS LIENS OR S UP ,NO.1T.CIiS (t'MD4.1 S) TENANT shali at. all tirncs indemnify and save 1...lESSOR. harmless from; all ciafms, losses, dcuiands, d4mages; cost:, c-xrwnsaa, or liability costs for labor or materials in connection with colt :tilictfon, repair, alteration., or insta :lation of structures, 'improvelllents, equipment, or facilities ,vithin the Premises, and from the cost of defending against. suet., claims, including attorney fees and costs fn the event a lien or stop-noiice is irnposcd upon the 'Premises as a result of such construction, repair. alte.i.ation, or instaHation,'P.L'NAN.17 *all either: A. RecorrJ a valid Release of Lien, or B. Procure and record a band in accordance with Scction 3143 of the Crrfl Code, .which frees the Premises from the claim of the Jim or stop - notice and from any action brought to foreclose the hen. Should TEiNANT fail to accomplish either of ?fie two optional actions above -within thirty (30) days after :lie :fling of such a lien or stop - notice, the .Lease shall. be in default and shall be subject to immediate ter.11i:..aiiorl. t4. "AS- 13(111::" PLANS AND C:ONSTRUCTIOJ" "<'COSTS (PNID5.'t S) Within sirry (60) days following c.ompleric t of arty substantial improvement within the Premises, TFN-&�fr shall tumisli "he Director a complete set of renroducibles and two sets of prints of "As- ;u+.l." plans a;.-.fl a magnetic tape, di_k or other- storage device: containing the "As- Built" plans in a form usable by LESSOR, to LESSOR's satisfaciio 1. on .LESSOR's computer aided impnirg and design (CAD) equipment.. CAD files are i1:N'i:I!::2aa' l lbr:m K'S Asiet� 1St SY. lxgpna Coal Wifdamoa :'ark q 10 7l 1' J3 1 1.5 16 17 ifs jn 20 21 ?? 23 ?.2 �S also to be converted to Acrobat Reader ( *.pdf foemaf), -,which shall be included on the disk or CD -ROM. In addition, '.T.EN.ANT shall furnish the Director an. itemized statemeuf of the actual construot!olh cost of such rrpruvclnent. The statement of cost shall be swum to and eluted by TENANT or its responsible agent tinder penalty of perjtuy. 'TENANT must obtain the Director approval of "As- Built" plans, and the R)rn and content. of the itemized statement. 1 �. 0WINI ERSIM, Of' LtvlF'ROVEMENTS (PNID6.1 S) All buildings, improvemtslts, and .facilities, ct;chisive of trade fixtures, constructed or placed wifhin. the Premisr ;s by TEhiAN- T must, upon completion, be free and clear of all liens, claims, or liability for labor or material and at .LE''SSOW2 option shall be the propeaty of LESSOR at the expiration of this Lease or up..-nn earlier termination hereof. LESSOR retains the t'ig'ht to require TENANT, at TEMANT's cost, to mnsave all TENANT improvements located on the Premises at the expinuiwl or termination hereof Said removal shall include. levehn1' the PremiNcR, the removal of ally underground obstructions, al.ld the compaction or filled excavations to n4lety percent (90 %) compaction. M. UTU-17 xiS (PMf: 3.l N) TENANT shall construct, or cause to be constructed, all utility facilities :within the Premises and TENANT shall be responsible for an:! p ^.y. Prior to delinquency date, all charges for utilities supplied w the Premises. TENANT shall obtain utility services f om local utility service providers and 'J.T;N :ANT will make payment directly to thf; utility service provider. U..SSO.R shall consent to the pranfin- cf all reasonable easeme; ;ts necessary to Provide such utility services. 17. lIAIN'T.ENANCEiOBLIG(ATI ?NS OF".TENA'NT(P'.QE2.'1 N-) 'J'F.NANT shall, to the satisfaction of the Director, repair and maintain the 'Premises and all improvements of any kind vvhich may be erected, installed; or made thereon in good condition and substantial repair; provided, however, it any such repair or maintenances is required due to the acts of LESSOR, is agents or empit y-es, LI'SSOR shall reimburse TENAMr for the rcasonab':e costs incurred by TENANT to restore the damaged areas to the condition wlri.ch existed immediately prior t'heret.o..It shall be •TENAPvI "s responsibiliw to take all steps necessary or appropriate. to maintain such a standard of conditik or l'c.pajr. Both LESSOR and "i "E`(AN7' acvnoaiuige that's'l'ENaNT 's antenna equipment will be inc•.otpotated into the roof structure of a public viewing gazebo accessible: at all times to the public; and subject to the eler cni-s. TENAN ".' further ar ;kronledges LESSOR s`.•all not be responsible for dataage to TENA:N-Ps equipment by the public or the elements. LESSOR will maintain and repair all other portions of LESSC)R's .Property in a proper Operating and reasonably safe' condition. TENANT express!y agrees to maintain. the Premises in a safe, (Joan, wholesome, swiiwry condition, to the romplate satisfaction of tae J ?irrctnr ant! m complzanao :with a!! applicable laws. LESSC )R shall have the right to enter upon and inspeet the Premises at any lime. for c!eanhness and satew tollowincy fort; -eight (4 8j hour's actice to TT;NAN°1- and when aceolnpar,icd by an authorized representative of ITN'ANT. Jr., the event of an ern: rgcncy, LESSOR shall have r})c right to enter the Pjxul)iscs without an authorized representative o. Tl-N AiNr being pr cllt; however, LESSOR lwtll use its beat efforts to attempt to contact TENANT Prior to any such entry. in the event LESSOR is unablt to contact TENeSN.T prior to any such enttv., LESSOR shall promptly notify TENANT of such entry in writing or fclephuniGaiiy when practicable thercatler. If TENANT fails to maintain or make repairs or replacements as required herein, LE'SSO'R ;nay notify IENA:NT in iwiting of said failure. Should TEN.4-NT fail to Correct the situati_m within a .reasonable time thereattcr as established by the Director. ti;e Director may have Ole necessary correction matte and the cost thereof, including but not tin ited to the cost of labor, materials, and eguioal(mt and administration, shall be Trv;;, tiT2:x15 '; . P.1 R \�CiS I_Pi.IY. taCOra',)o l :5ildn) :ess Park q 10 Ii 12 13 1t It 16 17 is 19 of 23 24 25 paid by TENANT within ter. (10} days of receipt of a statemcnt of said c_-st tram Dirt. ^.tor. .Director rnay, at. L ?;rector's option, choose other remedies availahlc, . herein, or by law. TEMANT agrees that it will manage the operation in a competent. arid efficient manner at Jcast comparable to other well - managed operations of a similar type. At all tunes, TENANT's equipment shall be clean, neat and in 1-ood working order. TENANT shall retain active, qualil.icd, competent and experience; penionnel to sort ^ice TLNAN1 "s operation and to represent and art fns TENA_'tl "I'. IS..DANLAGL'1'O OR DI:81RICTION OF IMPROVENIE'NfS (PME4.1 S) In the event of d"Jurage LO Or destruction of ITNTANT- constructed htrilding%- "facilities or improvements lourrtcd within the Premises o; in die event lilt NAN'I'- ronstrucMd buildings, racilitics, or improvements located within the Premises are declared unsafe or Luifit for use or oceuparicy by a public entity with the authoriiv to make and enforce such declaration, TENANT shall, -within 30 days, coaunence and diligentiy pursue to corriplctc the repair, replacement, or reconstruction of improvements to the same sits; and floor area as they existed immediately prior to e event causing the damage or destruction, es neecssd_ry to permit' full use and occupancy of the Premises for the purposes required by the . Lease. ;repair, replacement, or reconstructioni of improvements within the. Premises shrill be accomplished in a manner and according to plans approved by Director. With rospcct to damage or destruction to be repaired by LESSOR. or which L 'SSC ?R r_dects to repair, ".YENANT waives and releases .us right:; under Califbniia f. :ici;. f:odc Sections 1932 (2) and 1433 (l). 14. INSURANCE ( ?:ti1.E5 .1.1 $) Prior to the commencement of any installation or outer work on the Premises, the 'f'ENANT agrees to purchase all :cnuired insurance nt'.fl?.NANT':; expense and to deposit. with LESSOR Certificates of Insurance, including all applicable endorse ; ;xnts repp_ired herein; ncaassary to satisfy f:ISSSOK that Ch insurance provision, of this Tease have been complied with avid to keep such insurance covcmge. and the certificates and endorsement; therr:Jbre on deposit with LESSOR. during the entire ter,.a of this Lease. In addition, all contractors: and subcont =actors pertinlring v:vrk on behalf of TENAIN"I" pumuant to this Lease shall obtain insurance subject to the same terms and conditions as sei forth herein ibr TENANT. All insurance policies required by rJris Lease shall decJarr. any de,d::ctible or self - insured retention (Silt) itt an amount in excess of $7.5,060 ($5,000 f:4- automrbile liability), which shall specifically be approved by 1,he County .Executive Office (CEO) /Office of .Risk Management. TENANT shall he responsible for reimbursement of any deduciib'v to the insurer. Airy self- insured .retentions (SIRS) or deiJuctibles shall be clearly stated nn the Cerfj.UcMc of Insurance. if the TENANT `,'oil:: to man3tain insurance acceptable to LESSOR .tier. the full: term of this Lease, LESSOR may terminate this Lease. ( ?ualllied Insurer The policy or policies of insurance must he issued by an insurer lietnsed to do business in d,•c statc of California (California Admitted Carne;). ,JMt -irnum insurance company ratings as deteriuu.;td by the most current eeLitior .t of the Boat's .ICey Rating Galde`i °1'ept!t - Casuaply.JCtnited- States ur ambest.com shall be. A- (Sect; e Best's .Rating) and V11T (Financial ;size Cu.0 gory) :mrh :lfT /200.3 sp::rt VCg Aava> t.case. I agmin Coan Wei&mc- 7:ok 2 4 IO J. ). 1'l 13 14 h5 1.6 17 is I4 20 2l 22 .).t ,.l yc If the insurer is a non- admitted insurer Jrl ncc stau: of CahIOrnia, CEO,i 1ffk -- of Risk- Management retains the rilgllt to appro vr. or reiect insurer after a review of the corrpaily's performance and financial ratings. The policy or policies of insurance maintained by the TENANT shall provide the minimum limit:; and coverage as set forth below: 1. Commercial 0eaeral Liability including broad fbhu proptrty damage, contractual liability and Products /Co.npletcd Operafiors 2. Automobile LiabiJi -ty im;luding coverage for all owned, non -owned and hirer) ?. v}'nCl.11s Co;tlgcsnsatJOr1 4. E..t LYycr's Liability ; 9 1.0 11 12 13 1; l5 16 hi 1S 19 20 21 23 24 2S The Commercial General Liability policy shall contain a severability of interests clause. 'i:hr. TENANT is aware of: the provisions of Section 3700 of the California labor Code which requires every employer to be insured against liability for Workers' Compensation or be self-insured in necordance vv: h provisions W. that code. The TENANT will comply wi6i sucb provisions and shall fiimish LESSOR. satisfactory evidence that idle TFN- ,ANT has scoured, for the period of this Lease, statutory Workers` t.'.pitl ;Knsation insurance and Emplovers, Liability insurance with mmimmn trouts of $1,0010,004 per occurrence. Insurance certificates and cadorscmcltts shall be forwarded to the County of Orange (Public Facilities and .Re source= Department, Harbors, Beaches and Pwks, NO. Box 4049, Sputa Ana, CA 92702 - 4048). LESSOR expressly retains the right to mquire'MNANr to reasonably increase or decrease insurance of any of the. above insurance types throughout the tenn of tbis Lcase. Any increase or decrease in msucai;.ce will be as deemed by LESSOR.'s Risk. Manager as apprapriatc to adequately protect LESSOR. LESSOR shall notify TENANT in writing of changes in the insurance requirements. If TENANT does r;ot. deposit copies of acceptable ::ertificates of insurance and endorsements with LESSOR mcoiporauing such changes within thirty (30) days of receipt of such notice, this Tease nay be in breach wit'trout Bathe_ notice to TENANT, and LESSOR shall be etuitle(I to all le*al remedies. The procuring. of such required policy a: policies of insurance shall not he construed to li!nit. T.ENAN'Ps liability hereunder nor to NMI ale indemnification provisions anti requirements of this Lease. The County of C?rarge Certil�icate o l'nsurancc and the Special Endorsement for the County of Orangc can be utflicd to verify compliance with the above - mentioned inaniranee requirenzentS in place of commercial insurance certificates and eizdorst ?meats. LESSOR'S Risk )Manager retains the right to allow TE ANT' to scif- insure based on TENAN'i "s financial assets. .H'this right is granted by LESSCiR's Risk Manager, TENANT agrees to the following conditions: The duty to deienl LESSOR from any liability claim or suit to vAirh this Lease applies, is broader than rite T;-'.N-ANT'--s duty to indemnify; and TE;Ni N-T shaall have thec right and duty to de;:end LESSOR from any w.-id. all liability claims or suits if there is arj.v pole; -aial ibi: indemnity under tie i-mse on any conceivable tl.wory; and The provisions of the California Civil Code, Section 2860 shall apply to any action which is covered by the. duty to defend in this Leasc and said provisions shall be inte;preted as though 'T'ENA."IT was an insurer and LESSOR was the in_umd. .A. Certificate of Self: Tnsurancc issued by tine California Dc-parnretn of Motor Vehicles inust be sub?i.s lcd if automobile liability is sclf: insured or there is a self insured retention. 24. ASSiGN1NC, S1 rBLY.T- .CLNG, AND ENCI;M.M11 ING BY TEN &NT.PROT1113P7T D (PN1F,7.4 N) Any mortgage, pledge, hypotheeutioa, encumbrance, tratviifer, sublease, or assignment (hereinaf.ter iii. this clause referred to collectively as "Encumbrance") ot" FFNAN'1 "s interest in the kre:n?iscs, or any part. or portion t t -eof without the Imor written approval of .LESSOR is prohibitt�d..l.LSSOR may reasonably withhold sudh approval. Airy lammpte t Encumbrance, %vithaut such prior written approval, shall he null and void and shall confer no right, title, or interest in or to ti;is Lease. 9 Sprint fGS A e. s tr. :u 2 i t1 ii 1? 13 14 is I Ii 1; 1Z 19 2O 22 23 24 2s ff the TENANT hereunder is a corporation or an unmo. ;porated association or partnership, the E.r;.cumbrance of any stock or interest in said corporation. association, or partner hip in tl;c aggregate exceeding twenty -five percent ('$ °i.,) shall be deemed an a:iSlgi'Jllen: within the meaning of this clause. 21. HAZARDOUS, MATERIALS (PNIF9.1 5) A. Definition of'flazardous- tilatelials. For purposes of this Lease, the yens 'T.1acardous Nraterial" a, °11aZardOLiS :1latel'lals" shali mean any hai:ardous or toxic substarlce, mawrial, product, byprokitwt, or `Taste which l:i or S` 11 become reguJafed by any � ?! ?Vet17111e71tal en1'IC }`> 7nCttidilly; ;ltlluttt lim :tat;Cn, the .LIESSOR acting in 'Its govornmcntcd capacity, the .chase of California or the ignited States government. li, iJse- r,ftfa•r_.ardous Pdaterials. T15NAJVT or TK'fvAl�`7 "s c:nlployces, agents, indepcmde.7tr.onhactors or invitees (ct iectiveN "PENRANT Parties") sisal) not rouse or permit any Tlazardons Materials to be brought upon, stored, kept, used, .venerated, releawctl into the environnient or disposed of on, under, from or about. the Premises (Which for purposes of this clause shall include the suhst :riacc: soil': and ground water). Notwithstanding the foregoing, 'ITNIANT may keep on or about t'ne Premises small quaniitte5 of flazardoi!s 'iateri'ais -hat are used in the ordinary, iastormir�v. and lawful cleaning of and business operations on the Premises. Said permitted Hazardous Materials shall be stored in a suitable, safe iocation and shall be disposed of in a manner provided by lax. C. TLNAPF' OblivaLions. if the preseacc of any Ilazardous Materials on, under or about t.fie Premises caused or permitted by TENANT or'.l'.F.NANT Parties resubs in (i) injury to any person, (iii damage to or cor;ramination of the Premises (or a portion thereat), or (112) to or cont'amimstlon of any real or personal property sv "e aver sittated;'TliN<lN'1' s: ^.all immediafely nori.i4 the ;Director of said damages, and/or contamination andlor iniuries, and TENA :,N ', at its sole cost and expense, shall prompfiy take all :ictio;ui ner; ssary ! -'r apinolniate to re -um the 'Premises 'to the condition existing prior to the fnrrodL tion of such fiacardous Materials to the Premises and to remedy or repair any such injury. darhaae, or cow.arnlnation. Without limiting any other rights or remedies of LESSOR under this: Le ase. '1TF..NAN T shall pay the cost of arty cteaniip, repair, or remedial war', per formed on, under or about the Premises as required by this Lease or by applicable jaws in connection with the removal; disposal, nzutralization or other t- 'r.atment of such .Ha.-Ardous Materials caused or permitted by TENANT or TENANT Parries. Notwithstanding the foregoing. TENANT shall not talie any r..rncdial action in response. to the presence, discharge or release, of any Hazardous 'Nlaterlals on, under or about the Premises caused or permmitted. by TENA'N.l' or T.ENANr Pa nos, or tmtcr into any settl(-.ment. agL?reemC'nt, Cur)se;U. decree or other compromise with any govcninwntal or quasi- gov(,rr3rncnta1 entity „ithout .iitsi obtaining the prior writte-r, consent of die LESSOR. All work' perforrned or caused to be per.ibrmed by TENA'N".f' as provided for above snail be done in professional and workmanlikz; utanner and in Compliance liidl plans, specificawnig, p(.-- rr)its and other mquirements for snot v;ork approved by LESSOR. D. Trdemnification i :or Hrua-dnus Materials, To the fullest extent permit.tcd by law-, TENANT here )v a;,n-ees to irldetnity, hold harmless, protect and defend (with attorneys, acceptable to LLSSOT:) LESSOR., its c.lceted officials, officers, employees, agents and lndepent:en-, contractors and the Premises, from and against any and rl'! liabilities. losses, damegcs (including, but no, limited to. damages for the loss or restriction on use of rentable or usable spaccc or any amenity of the Premises Or damages -rising from any adverse impact on marketing of tale F`remi es), dnn)nuri.On. In the value of the Prrmhs(;s, Judgments, 'fines, demands, claims, recoveries, deficiencies, costs and exprascas iinc- ioding, but not limited. to, reasonable waotmeys' fees. dlsbi!rsenwnt's acid court cosCi and all other professional or consultant's expenses), whether foreseeabie or unforeseeable, arising directly or it --directly or:t o.f the presence. use, generation; storage, treatment, on or off -site: disposal or tiarspor adrn of Hazardous t4ateuials on, into, From, guider or about the Premises by TENANT or F..biANT's Agents. 'J.lhe iinegoing indemnity shall afsrspecifically rtchmdc: the coat of any .rcitl;xrtY7 or n:an:; i 7iYJti? 10 Sp i:v VCS Assctc I.as:: Coal 4:iiGnre:•: Peril 1U 13 14 15 16 1? 19 ,q i0 21 1? 23 neuessary repair, restorat!on, clean -up or drtoxitication of the Premj. ^:es and the preparation oTarry e asure or other required plans. 22. CHILD SUPPORT ENPORCk.MEW CERTIFICA'ITON .REQUMEN'TS9.17S WMI-6. t S) In order to comply with child support entim:erisent requirements of the County of Orange, TEN ANT agrees io fitniish Director, LIESSOR's standard .firm District Attorney Child Support Entiircen cnf Certification Raquirern^nts, tvhicl: includes the followinla htforrrsntiOm a) In tlse case where I ENANT j= doing business as an individual, TENAN "I 's rime, date of birth, Social Sccwity Number, and residence address; b) In the case •,ifiere Ta4ANT is doing burs aess in a form other than as an individual, the name; date of hjrtli, SOelal Security Number, and residence address of each individual wfzo occurs an interest of ten percent (10 %) or more in the contracting eutity; C) A certification that the TENANT has fully complied with ail applica'>•ilc Jedcral and state reporiit :g requirements regarding :is employees; and d) A certi.Jication Pea;. the TENANT has tiilly complied witl.i all lawfully served `Nagy, and Eamings :''<ssi nmew, Orders eLTrii Noitce> o"As%ignmcnt and will cfmtlnue to so comply, .Failure of TENANT to timely submit data andiar cirri;.icaiions required above or to comply v,;th all federal and state reporting icquirornents for chill support enforcement or to comply with all lawfully served IVage and Earnings Assignment Orders and Notices of Asst mment shall constitute a material s material breach of this ,case:. F•anitirc to cure suit "wea ^.h within Sixty (60) flays o tw6ce trot!, the Director shall constitute grocinds- for termination, of this Leascs 23. N(Y.110E5 All notices pursuant to this Lease shall lx. addressed as sett fork below o: as either party --nay hareatler designate by written notice and shall he sent througli the United States iiiasl in the State of California, duly regiPicred or certified, iet.urn rceeipt requested, with postage prepaid. 'f J: any notice is sem by registered or certified mail, as ;aforesaid, the same shall be dcemed to have tigers served or delivered twenty -Four (24) howl after wailins; thereof as above provided. Notwithstanding the above, LESSOR may also provide notices to 1T?.NANT by personal delivery or by regular niail rrad any such notice so gjvon shall be deemed w bare been given upon r ecctpt. J:t): LESSOR :ow!1 1 i ?::Uri. County of Orange Public Facilities and Resources Department Harbors, Beaches and Parks P.O. Box 4045 Santa &i.xa, -:A 92702 4048 Ti): `E'NAINIT Sprint PCS Assets, IAX; 46 83 Chabot Drive, Suite 100 Pleasanton, CA 945M Atha: Senior Property Specialist And Sprint Law Departrn^.nt 6591 Sprint Parkwa}, MaiNtop ISO �PITT0101- ",2070 Overland Park. KS 6625- 20110 Ain: Sprint P6 Real Estate Attorney 1 1 Sprint PCs hires t..:aw .agcaa Ooa.,t Mlgcrmr POdv. t 2� l 4 S e V 7 4 L�! 12 I3 14 16 i 17 18 1? i0 21 i 2? "!3 7: 24. MEMORANDUM OF LEASE Conch rrently with th-c execution of this F.easc, LPSSOR shall exccuw before a notary and deliver to TE\,LNT for recording a'.Nlemorandun: cL:.l,ea£e" substaleally in the Lorin of the atiaehed. Exhibit F. 'S. ATTAC.:f EN TS TO LEASE (PMFI I.1 S) This Lease includes the "ollowing, which are attached hereto and jmide a part hereof: I. GENERAF. CONT) n'lO'Js .if. EXT-.BRIT "A" - -1 MOR's Prcpe.rty _Li. EXHIBIT "B "— Premises Al. EX Iffilf 'C" --P1wis tuba Spec ifleations V. EtTIMIT ".D" C70mmllnications Facility Permit Approval Crr.:di5ons VI. EXII-LI3Pl' `T." — h•1^morandurn of Leasc 12 Snrint i'CS (,ue:: lrsc !.a;yuna i:pT.+t lVi'vflti DY.�i Px:'r, I 2 r 5 c� l(j i 1.1. 12 ` 13 14 it I T7 18 20 21 i 22 23 ?.w 2 TN WI'T'NESS VVIIFT.f.O.F, the partics have execrated this Lease the day and year first above w1'itten. APPROV.0 -,D AS TO FORM TF,N.4N"T• COUNTY COUNSEL - Sprint. K'S A :sets, LLC. a Delaware limited liability company F1}'- qtr Y1Li T.iale Name: 'Tt le -�— - Tide: iselzicmaLSJi ectc,c.c ::.�+ie•i?eu�rricnl .• SIGNED AND CERTTF.IbU TE'TA`f A CO PY OF LESSOR THIS DOCUMENT HAS BEEN DTHAVERED 'T'O'FRE CHAM OF'IME BOARD Count), of Orange ATTEST: ._ +{;A,j.._`¢ .............. —•e. u •. �.j :i. :psi +' Darlene 7. Bloom Chair, Board of 5upen isrrs C'lcxk ofthc Board o Superv.isors Change County, California mo:h::.Wn063 13 SpIIint R.$ Am-Lease .. .,L., 1 6152207954 P. 2 fiscal Autllorization Policy SPRINT PCS ATTACHMENT C TEMPORARY DELEGATION OF APPROVAL AUTHORITY To: VP, Cbritraller - Sprint PCS t, ---------- Lam - gttgrty - --------- _--� R= etonal hector_ ___........ _ Authorizing Name (Print Type) Title In accordance with Sprint PCS Financial Policy, paragraph 4..1, do hereby delegate my Fstal approval authority to: CyrCii_ipliv _ ------ � ............ ..__�_. Employee Plame (Print; Type) Bide For the following depadment(s): -- _77Sg9 -. ------------- 2.79'10 13739 Department Numbers ;lqo ChR? I_x gnse C�1I- Cap1tll Non_C�li Ei�pense ___. This delegation is effective: fix the period of ?!2bJ03 to 7, 31, C3 ________ , (not to eycft'�; 31; days) and is necessary due to thi_ Regional Directors.. eneG (reason.: absence, vacation., etc.) Signature of per' -ivin, temfxxary delegation Date Signature o authority- ;s - efng deiegated Date A copy of rhls completed farm should accompany all individual financial comffiR meaL� or expenditure documentatian approved under The above temporary delegation. 2 3 t 4i 5 i t 6' S n 12 L 1.4 l� 1t 1? 18 i) i 7.0 i I 22 23 2' 2.5 E. (IMNE'RAt.COND'CETONS 1. TRVfE (PMC; .3 S) "fine ;x of the essence of this lxasc. Failure to comply with any time requirement of this Lease Shall constitute a material breach of. this Le.iic. ?. SLOW (YA4i12.3 S1 TENANT agrees not to coustn;et, maintain, or allow any sigris, barmers, flags, etc.,, upon the Premise :; C -xocpt as apprc, ed by the. .Director. i frapproved sift s, barncvs, flags, etc., may be removed by Diroctor without prior notice to ITNAINT. 3. PERIti411,S,ANI U(TNSES (I'M, -'i3.3 S) TENANT shall he required to obtain any and all tipprovals. permits auVor lioenscs -which may he :•ea;uircd in connection with the operation of the Premises as set out herein. No perinit, approval, or consent given hereLmder by U..SfiOR, in its ,governmental capacity, shall a o%e .. or limit TEN-MI's obligation hereunder, nor shall any approvals or com;eaus; given by Li ?SSOP, as a party to this Ix;ise, be deemed approval es to co,ra liance OT conforJJ.inrce. Mth applicable governmental codes, laws, roles, or regulations. 4. LEASE ORGANIZATION (.YMC6.3 S) The vanon,\ headings and numbers hcrcin,the grouping of provisions of this Lease into senaratc clauses an' paJagrapbs, anti the -organization hcrcof, we for the purpwe cA convenience QiUy and shall not be con;aUG:ed j ot1wrWise. S. AIti4ENDME. \TS (PINIG6.3 S) Vbis Lease is the sole and only agreement bety c-,en the parties regarding the subject matter bercxxf; other agreements, either o,al o-.• written, are void. Ary c;tanges to djs Le sc shall be to wntrng and shall be properly executed by both parties. 6. UNLAWFUL USE (PMG ?.3 S i' fi.NAN :C ngrcu no improwauents shall be erected, placed unon, operated, .rGr main. ;,ained witilin d3f, iI'mmises, nor any bu-- -i less comiuct'ed or carried on therein or there froth, in violation, of the terms of ul"08 Lease, or of a -ly rcgt :iation, order of aw, stntutc, bylaw, or ordinance of a govemme:ntal agency ` :av; i jurisdiction. 7. N:" `(D'1SC :fill$LNATLO'J (F" CA 3 S) TENANT agrees not to discriminate against any person or class of persons by reason of sex, age, race, colors crc -a, dlsabllliv, or national origin in emplocniQn't practices and in the activities conduct -Ni punulant to this Lease. TENANT shall ni:Jke its aecouuzrodations and services available to the public on fair and reasonable tears. n:u•b: E.7;21Rt? f :nt(9C!I t;o :!d {ilJ:!S Sorinc P::S ASS,:rCC. U.0 6 TO }1. 12 13 14 [C 1, 18 t fa 20 2l 22 23 )5 S. T:9:SPE'C TION (.P.Mt193 S) LESSOR or its authorized representative shall have the right at all .reasonable times to inspect the Premises to dciermine if the provisions of this Lease arc being complied ith, 9. BOLD 11IOMLESS (P :1f.Cil ).3 M TLNANT' hereby wnivc_ all claims and recourse against. LESSOR including the sight of contribution For loss or drrmage. of parsons br Urlipefty arising from, growing out of or in any •.vay connected with or related to this agrerraent except ciairm arising from the concurrent active or sole ne;;li &once of LESSOR, its officers, agents, and employees. "f�, ANT hereby agrees to indemnify, hold harmless. turd defend LESSOR, its oifi.cers, agents,, and employees against any and all iainns, loss; demands, dr•:nagts, cost, expenses or liability arising out of the operation or maintenance of the property described herein; andior'fENAN "J. exorcise of the rights miler this Lease, except for livability arising 11ut of the concurrent active or sole negligenee of LESSOR., its officer+, agents, or eall)joy ^-e-;, including tL:e cost o 'def.'ense of any lawsuit ari_inq there Jj-omi Tn the event LESSOR is named as co- defendant, '1 :ENANT sha:1 noti ;y LESSOR of such fact and shall vepre ent LESSOR in such legal action unless 'f..L ?SSOR. un[Jertake.; to represent itself as co- deteJ.idant in such legal action., in which event'.T'.ENAN"I ;hall pay to LESSOR its iitigation costs, expenses arid, fees. In the evant judgnneat is Clitc;rF.d against LESSOR and'J`fiP`AN'J' i)cxatisc of the concwrent active negligence. of LESSOR and TENANT, their officers, agents, or employers, an apportionment of inability to pay such judgment shall he made by a court of Cf)ffl))etF.iit JLL� ISdtCt10R. N-it'hat psAy shall request n jury apportionment. 10. TAX`P.S.ANE) ASSESSMENT'S (Pmo11.3 S; This Tease may create a possessory interest that is subject to the paytuent of rases 1evie3 on such intc rest. It as understood and agreed that al. 1' :fixes and arse. Fmcnts (including but. not. J1t7,)1ted to said posse.$SOry Interest tax.1 which become due and Payable upon the Premises or upon iixtu;es. equipment, or other property installed or constructed thereon, shall be the full responsibility of TENANT, and 'f'ENA.N'T shall cause said taxes and assessments to be paid. pffmipt.ly. 11. ST30-7ES30RS 1N 1NT ;REST (PM G:12.3 S".) 'Unless otherwise provided in this Lease, the terrra, covenants, and conditions contained herein silall afr ply to and bind rhr: heir., successors, executors, adminisYatrjr., and assigns of all the pa itics hereto. all of ,vho,n shall bejoimiy and severally liable lim'under. 12. CJRC'UNIS. 'ANCrS WT 1104 ft,,) CI USE P1 RPORMANCF (PMd;1 3 Sj 1.t citeer party hereto shall he delayed or prevented from the perforlmnce of any act ;:equi;;ed. hereunder by mason of Acts of Uod, restrictive Itnenunental laws or regulations, or other cause without fault and beyond the control of the party obligated (fina)cial inability exceptedl, performance of such act shall he excused for the period of the delay and Lite period for tile peLtni'mafiee of an'v Stich act shall be e'.stetided for a period egilivaler:t to the period of such delay. Rov;evcr, nothing in this Clause shall excuse TENV'ANT' frunn tae ptcimpt payment of.' any rental or other charge required (if TENANT except as may be expressly provided elsewherem in this Lease, 13. PARTlAl. TN`,r Al. TtITY (Y.M.C514.3 S) if auy team, etvenant, con:lation, or .provision of this Lease is held by a court of competent inrfsdiction to be invalid, void, or uncnforceahJe, the remainder of the provisions hereof shall remain in fuil force and effect and shall in no vsayhe ail': -mod impaired, orinvalidated thet-ery. 11 1:1 /7,7 -Xs3 Page 2 of x v:inr.21 01161 iq s Spri'): !'G1 Auert:, I:.0 4 6 U 10 11 13 14 l 16 1S 19 2t; 31 7.4 25 14. WATS'P.R C).P RiG'IUS (Y.MG 1 d3 S-) The :allure of LESSOR or TENANT to insist I :pon strict pcsformanc•.e of any of fne terms, covenantx, or conditions of this Lease shall not he deemed a Nvaiver of any right or remedy that. LESSOR or TEN -ANT fnay have, anti shall not be deemed a waiver of the right to require strict perfbrmance of ail the tarns, covenants, and conditions of the ?:etLSe. thereafter, nor a waiver of airy ren)edy t`nr die suhsequetu breach or default. of any tertn, covet ant, or condition of the .i.easc. :Arty :waiver: in order to be effectivt�, must be signed by tl;c pasty whoso right or remedy is being w'aiveJ. 15. DEFAULT P1 TERMS 01: T'HE.1';FASF....BY TENAJNrr (.RACi16.3 S;) I he otti ut'ence of any one ov more of the. follow-ing events shall corstit :te a, default hereundet by TFN-.kN -1': !a. 'Tile abandcnrncrt cr vacation o;'the Prr.misas bv'1TNANi'. B. T-he failure by TENANT to mire any payment of rent or any other sum pay%Mf hereunder by '1-FNAN 1. as and when due, where such failure shall continue. for a penod of thirty (30) days a..'mr writteal notice thereof from LESSOR provided, llowever, that a.rry such notice slla.,',' be in lieu of, and not in addild.on to, any notice; required under Calidbnlia. Code of Civil Procedure. Smtioil i 161 et seq. C. The failure or inability by 'TENANT to observe or perform any of die provisions of this Lesasc to be observed or perforrucrl by TENA1 N', other than specified in A or B above, where such 'fail; :re shall continue fbi a period of thirty (30) days after written notice thereof from .LESSOR. to 'J'FNANT; provided, however, that any such notice ::hall be in lieu of, and not in addition to, any notice rerntired under California C'rde of C_ ivil Procedure &action 1 161 et seq.; provided, further; tlua if the nattt *e cf such failure is such that it can be cweCt by TLNAN.1 but that rnor! than ten (10) days are reasonably requ; rd .tin' its cure (for any reason other titan financial i.tiabilityl, then TFNA?N :T _-hall not be dcomed to be in default if TENAAIT shall Commence. Sur,'n cure within swirl thirty (30) days, and dicrea ter diligently prosecute, Such care to completion. D. To case of or in an'kipation of•bankruptcy.. insolvency t1r financial difliculties: 1. TENANT or any of'1'RNANf's obligations ilefeUndcr shall genere!ly not pay it <. debt:; as they become due or shall admit in 'writing its inability to pay its debts, or shall make a general sssignrneta for the benefit of creditors. 2. ,A rasc is commenced by or agaimt TENAN.l' under Chapiers ?, 11 or 13 of the Bankruptcy Code, 'Title it of tdu; l:nited States Code as now in fbrce or hUoafter ann:nded and if so commencer) against TONANT, the same is not dismissed widlin sixty (60) days. 3. T!u: appointment of a trustee or receiver to take possession. of substantially all of 1'.EN ?.NT's as_etS located at the Premises or of lENANi°s interest in !'his Lease, W1iCr8 such seizure is riot discharged within thirty (30:) days; or 4 TENANT's convei. :uu'u of a meeting of its creditors or any Class thereof for the nlirpose of affecting a :.acratnrittm upon or comp?sifion of its debts, In the event of any such d6uuJt, neithcT this Lease nor any int ^.rests of TE IANT in and to the Premises shall beecrne in a.'-;se in any of such Proceedings and, m any such event and in addition to any and aJ) rights or remedies of the .LESSOR hereunder or by law; provider), it. shall be law ut for the LESSOR to declare th.2 terry) hereof ended iuiG to re-enter the Premises and take possession thereof and i :nvl : :1r;410iyd Page `Ofi Genhn: C :eo,d :CU ^s Sprim PC ii ,creme, ;.K' • 4 v l0 12 i 1.4 1_5 16 1% is 13 2:1 2.1 T) 23 remove all persons there from. and' IENIANT wild its creditors (other than LESSOR) shall have no Further cla;,.0 tl;ereon or hereunder. In the event of any default by'! ENANf, then. in addition to any ovier available to L E'SS03 at ire: rr in equity, L SSOR may exercise the following remedies: A. .LESSOR may terminate this Lease: autd Al rights of TE -ANI' here :toe +,e:• by giving Britten notice of Uich ter::•, nation to'rENAI T. In the event that I,I SSOR shall so Ocet to terniivate this Lease; then LES.SOR,;nay recover from TENANT: t. The worLL•. at, the time of termination of the unpaid rent and other charges, wliic.11 had heea earned as of Ohe date of the termination liereoF, :2. ''lie worth at the time of tcimhnation of the aniount by which the unpaid rent and other charger which would have been, eamed after the: date of the tennina.ti.on hereof until tic., time of award ^.xcecds the attlount of such rental loss that TF ;N.A., T proves could have been reasonably avoided; The ,vodh at fhe wain(: OF teRllniaUrifl OF the am!? nt' by b4'131e i ilie !: ?paid rent and othc? C. ^.al'geS fur the balrnco of the terra hereof after the ti;r : of award exceeds the amount o..'sups: rental loss t'hat'fT ;N.4h 1 proves could be rear onably avoided; A. Any other amount necessary to cornpen :ate LESSOR. ib,: all the dettimcnt proximately caused by 'FEN'ANFs tatihtre to perforn; its obligations under this Lasso or which in the ordiliary ourse of things would be iikcbr to result ± is ;re from, including, but not limited to, the: cost oh..' recovering possession of the Premises, expense of m- l.ewing, in: tuding necessary repair, renovation and alteration of the .Ptu;.ntscs, reasonable attorneys' rocs, expert ll'tnleSS ce?SLS•, atUl aflV other rousonable coats; and 5. Any other remount that LLSSOR may by law herea'licr be permitted to recover fran'f'F ;1� 4h1T to corripensat'c LLSSOPsJor the dciriment, canoed by • E- NAN'i :'s default. ' fie. term "rent" as used herein shall be dce;ried to be and to mean the nionthly rent and all other slims required to be paid by TrNiUNT pursuant to the teams of this Lease. All such suits. other than the monthly rent, shall he computcti on the basis of the average monthly amount themilf accruing during the 24 -month period inuiwt iateiy prior io ccfmilt, except that if' it become, necessary to compute such. rental hctbrc such 24 -month neriod has ouauxed. then such sums she'll be computed on the basis of the average monthly amount during such shorter period. As used in subpwagraphs A.1 and A:2 above; the "worth at ilie time of termination" shall be computed by nilowing inteuest at the maximurn rate per;;:a.tted by law, As used in subparagraph A.3 above; the "worth at. file time of award" shal ": be comnrited by discounting such amount at the discount rate of the Federal Reserve: Bank of San Frat?ahsce at tile: time of a'L4•ard plus one pe;uent 00/0, but- not. in cxcess of ten percent lei? /ol ner aiuiurrr. B. Continue this L.ease. iri effect without terminating '.rENAN s right to possession even though TEN.,Wl' leas preached this Lcasc wend abandoned the Premises and to cnfbrce . 11 of LE MR's rights and remedies tender this I.erse, at taw or in equity, including Ilte right to t'Caivrl" the rent as it becomes; due under this Lease; provided. however, that LLSSOR. rtiay at any time, thereafter elect Lo terminate this .Lease for such ;previous Fweacb by notifyhig= TE kNT in writing that TEV,WT's right to possession of the Premises has been tcrnnnated. rim h: Ul "2twr .Page 4 of 8 Lienrn :l Cm :ditbns Sprint Pr:S A=nn?,. LLC• 4 (11 12 13 14 15 iG 17 18 10 2(J 21 22? 23 24 25 C. Nothing in this section shall be deemed to affect. TFNANT's utdcmniry of LESSOR liability or liabilities based upon occurrc^ ^.ices prior to the termination of this Lease for personal injuries or property damage under the uiki- nifseauou olatisc or clauses contained in this lease: No delay or omission of LESSOR to exercise ally right or reined, shall be construed as a waiver of such right or remedy or -my default by TENANT h crcunder. Tile acceptance of LESSOR of rent or any other smuts hereunder shall not be; 1. A waiver of any pteeed!ng breach or default by'TLN1 A r of any provision thereof. other than the failure of'FENANT to pay the particular rent or Burn accepted, regardless of LESSOR! - -- knowlcdge of -such preceding bleach or default at the` time of acceptance of such relit iii- sum, or 2. 'Waiver of LESSOR's right to exercise any remedy available to LESSOR by Virtue fif such breach or default. No act or thing done by LESSOR or LESSOR's agents during the term of this Lease shall be deemed an auccptance of a surrender of the Promises, and no agree lent to aeccpt. a st render shall be valid unless in iwriting and signed by .LESSOR. Arty installment or rent due under this Le is or any other -suns not paid to LESSOR when due (other than interest) shall bear interest at tbc, maximum rate allowed by iaev li'om time date such payment is Jue, until pair], provided, however, that the payment of sncll interest shall not excuse or cure rile dcF :lilt. All covenants and agreements to be performed hy'r.U.NAN'.l' under any of the tenns of this .].ease shall be performed by TEMANT at'1'IiNANT's sole cast and expenses and without ,my abawment of rent. If'ITNA'K1' shall fail to nay any sum of money, other than rent required to be paid by it hereunder or snail fail to perform any other act on its part to be perfortr.icd he:r.zwdcr, or to provide any insurance or rvidence oj.' insurance .o be provided by 'i'FNANT, then in addition to any tithe;: remedies provided herein, LESSOR play, but. shall not be oF,}igated to cto so, and without waiving or releasing TENAXI' from any obligations ofTliTvANT, make any such paymern or peri'tit any such act oil .1 ?NWq'PS part to be plane or performed as provided in this J.(-asp or to provide such insurance. Any pa`.mept or perfornmance of any act or the provision of any such insurance by LEFSO.R on '..'.MANN. s behalf shall n -CA ;ye rise to airy responsibility of LESSOR io cotmt {nue rna'xing the same or similar payrncats a:: perf?;niling the sauna, or similar acts. All costs, expenses, and otlici sums incurred or paid by LESSOR in connection therewith, together with int ^.rest at the maximumn rate permitted by law from the date incurred or paid by LESSOR shall be dcc:me.d rim be additional rent .i;c:e;;nder and shall be paid by TENANT with wad set the same time as the next monthly installment of rent hereunder, and any duiisult therein. shall constitute a breach of the covetants and conditions of this Lease. 16. RES' RVA.TTONSI TO LE'S'SOR (i'tjlG' 13.3 S; The Premises arr accepted as '!s and where: is by TENANT stihi -ct to any and all existing easements and Fncumbrances. LESSOR rc:c ^. ves the rigftt. to lust 11, lay, constnmct, ;z aintain, repair, and operate such sanitary sewers. dra1r15, Starer; orater SeWOP ;, pipelines, 'mallhowq, and connections; water, oil, wild gas pipeline%; telepJiene and wlegraph power lines; and the Cppiiatwcs and app ulfenances neussary or convernemlt in comiection therewith, in, over, upon, through, across, and along, the Pm enlises or any part thereof: and to cater the Premises for any and all suub purposes. LESSOR also reserves the right to grant franchises, easements, rights of way, and permits in, over, upon; through; across, and along any and all portions of the LESSOR's Property, with that, exception of the Premi. =.es. Vo right rcaened `y LESSOR in this Oause shall be so exercised as t0 u:J.eflc:i.'e tmreasonahly with TEN ANT'S operations hereunder or to impair the security of any sccumd creditor of TENAN.F. Page 5 of 8 G!P=! Condaiana Sprilu PC'; Aeea0. ?, U.0 9 jn 11 12 13 i, 15 J.6 1; is i {) 20 2.i -1 �S i.ESSOR agrees that rights graltted to third parties by reason of tin;' clause shall contain provisions that the surface of the land shall be restored as nearly as practicable to its original condition upon the completion (J' any conch fiction. LESSOR. further agrees that stioutd the exercise of dzese -lights temporanly irnerlere. wits. the use of luiv or all of the Premises by TENANT, the remal shall be reducer: in proportion to (tie interfertnCv 4li.dt T ;NANT's use of the Pre.li is :s. P. HULDINU OVER (PMG19.3 S) In the event TEN/ANT sluill continue in possession of the .Premises after the tern; of this Lease: such possession shall not be con: ?idcred a renewal of tl» s Lease but a tenancy from month to month and shall oe. governed by the condition_ and covenants contained in this Lease, IS. CONf7I'TTON OF P.RENITSES' UPON TERMINATION (13MG30.7 S) Except. as otherwise agreed to herein, upon ten inadoit of this .Lease., T—'-'N-AN I' shall re- deliver possession of said Premises to LESSOR izi substantially the samr, condition that existed immediately prior to T'EINANT's entry thereon, reasonable wear and teal', flood. earthquakes, War; and any act (if war, excepted. R.(sR ences to the "Termination of the Lease" in this Lease shall include termination by reason of the expiration of the Lease term. 19. 1115Pt)SITTUN Ur PEIZSU?1.AS. PROPERTy (PMG1 -; 3 5) If TENANT abandons or quits the Premises or is dispossessed thereof by proceas of law or otherwise, title to any pcmonal property belonging to and ,'eft on the Premises thirty (30) days afler such evert shall, at LF.SSG.R's option, be deemed to have been fransferred to LESSOR. LESSUR shall have the right to remove a_d. to dispose of such properry without liability therefore to TENANT or to any person olaiming under f ENANT, and shall have no need to account therefore. 20. QUITCLAIM TERMINATION (PbAC1223 S) 1.rpon ternnLiation W. this .Lease for any reason, i-1 eluding but nor. lrunttsl to termination because oF default by T "ENANT, T'ENANT' shall execute, acknowledge, and deliver to LESSOR, within thirty (30) days after receipt of vvi.itten demand therefore, a good and sufficient deed whereby all right, title, and intdrest of TEN,Wl: in the. Prom -.s, including the .LESSOR.'s personal propcvfy, is quiteiaimed to .11SSOR. Should T'EN'kN -T fail w refuse to deliver the required deed to LESSOR, LESSOR may prepatx. and record a notice reciting the failure of TI NANT to execute, axle tovvgecJge, and deliver such deed and said notice shall be conclusive evidence of t'lte termination of this Leas(-, and of all rights of'. ENANT or those clab.•ting wider TEN - i f'T in and to tar.. Premises. 21. LESSOR'S RTGTiF TO RE -ENTER (Fub1(i23.3 S) TE.NAN'I aTtrees to yield and peaceably deliver possession of the Premises to Lf.,SSO.R on the date of terininatAOit cif this Lease, whatsoever the reason `or such termination. upon giving written notice: of termination to T:ENAN . LESSOR :;hall have the right to m- ranter and take possession of the Premises on the date such termination Fecolites effective without further notice of mly .kilid and without institution of sutnrnary or regular legal prof ;eerlings. Termination of the Lease and re -entry (;'the Premises by LESSOR shall in no way alter or diminish any obligation ofTF...NANT under rite Lease terms and shall not constitute an acceptance or surrender. Tl NANT waives any acid :dl right of redeniptiou under any existing or :suture la- or stag to iii tho event v. r;viction from or dispossc;ssion of the Premises fop: any lawful reasou or in the event LESSOR re- enters and rakes possession of the Premises in a lawful manner. nud•.: U�!?o0 Page 6 of 8 Otcerai Cur ;G¢o :o-: ::part FC.s 6 o ; lU 1' l 14 1_ 1' tt 19 20 21 22. 23 4 _ .I. ) '.'.2. PUBLIC (PMG253 S) Aary and all written information submitted to and /or obtained by LESSOR front TENANT or any rather person or entity haWrig to do Mth Or related to this L ^.'a..w andlor the Preiiiiscs, either pursuant to t }n3 .Lease'. or otherwise, at the option of LESSOR, .nosy be treated as a public record open to inspection by the publir pursuant to the California Records Act (flovernment Code Section 6250, et sec.) as now in i6rc(, or hereaiier ;arnendcd, or any ,pct in substitution thereof, or otherwise rn?.& available to the public and TENANT her:bv waives, for itself, its agents, employees, sublcssees, and any person claiming by, through or under TENA.'• , any right. or claim that any sueli information is not a public. ;record or that the same is a trade secret or Coni idential information and hereby agrees to indemnify and hold .LESSOR harrril:ss frorri any and al! claims, demands, liabilities, rind /or obligation_ arising out of or resulting :cony a clairn by TENANT or any third natty that sncli information is a trade seCret, or confidential, or not subject to inspection Pry the public, including without limitation reasoaaNe attorneys' Eces and costs. 21 AUfHORTTY OF T.BNAN-I' (ENIG24.3 S1 If T.ENA.NI' is a corporation, ouch indiNeidual execatng this Lease on behalf of said corporation represents and warrants that he is duly apthorrLed to exmute. and deliver this Lease on behalf o? said corporation, in accordance with the by -laws of said corporation, and that this Lcasc is binding upon said corporation. 241 RELATKINS)RM OT PARTIL^S (PNIG26..3 Sj The relafionship Of the parties h(.reto is that of lessor and lessee, and it is expressly understood and agreed that LESSOR does not in any way or for any purpose beconw a partner of TF.NANL in the conduct of TENANY's business or or„erwisc; or a joint venture with TENANT, and the provisions of this Lease and thrc agretum -ts relating to rent payable hereunder arc inchide,J solely for the prnpose of providing a method by which rental payn)ents are to be rncasi :r ^ -d and ascertained. 25. WANFiR OF JUI;"Y TRIAL (P1Vifi27.:) St Each part' acknowledges that it is aware o: aid has bad the advice of Cawsel of Jus choice with respect to its Fig hts to uai.l by jtuy, and each party, for itself and its successors and assigns, does hereby expressly and XTIMOn.gly waive and relCase r.Jl such rights to trial by jury in anv action, proceeding or counterclaim brought by any party- hereto against the other (Rnd%or agains1 its ofrtccrs, directors, employces, agents: or subsidiary or affiliated entities) on or with regard to any natters whatsoever arising out of or in any way connected. Leith this agreerent andlor any claim of injury or d mage. i'6. C10VERNING LAW AIND VE'J73L(f'1•'IG2S.3 S) his agreement has been negotiated and ezccmed in the Stine of California and shall he Governed by and .-onstruerl under the laws of the Sat(, of California. In die event of any legal action to enforce or olterpret Pais agreement, the sole and exclusive venue shall be'i court of competent jurisdiction located in O angc Cotu).ty, i. aliforiiia. and the parties herew agree and do hereby submit to the: jwisdict'ion of such court, notwithstan'utg Code of Civil Procedure sectio), 394. 27. R?GH'f ".l'O WO.RK MOD MININ -11 v.I WAGE, LAWS Q'lv?(i 29.1 S) In accordance with i.h.e United States hrarnigraton Reform' anv, Control Act of 1.986, TENAF %1' ,hall requite it. Citiployee5 that directly or irdimetiy service the Pn raises, pursuant to the tcrrns and coad.nwn :i of this Ltase, in any ma)Ir)r'r whatso^ tm to verify then' :donut! and eligibility for employment in the United State:-, 'f'L.N!�NT :ihall aho require and verify' twat its Contractors or any other persoris scrcicirg the ryeinrses, amh :fl7,').GRY Page , of G :nM ;J ibadxiu�a si nit PC'; :is cm. i.L.0 li 2 i :i i h 5 6 12 ,4 15 it 16 1? 18 1'! 20 21 2'1 �5 t rJ'�1'SUa71 t. to the terrni and con•jltJonS of this Lease, in an'v mmaner. whatsoever, verify Lice i&,m t`i of their employees and their eligiHiLy .fir employment in the l ;1,ited Stxtc._. Pursuant to the Un4 d States of America Fair Labor Standard Act of 1935, as amended, and S*atc. of C'a,lifom.ia Labor Coale, Section t'C%S.5. TI:L:N— MIl' shall pay no less than ti,e greater of the Federal or c4ilifornia 'Minimum Wag• Lo all is employ - -_es that directly or indirectly service the Premise,, in any manner whatsoever. TENANT shall require and verify that all its conac trtors or other persons servicing the Premises an behalf W. the TE AN'f: also pay their en)ployees no less than the greater of the Federal or C:alifornia'vliu , m u,. wage. is 'NAN'T shall comply and vc,:ii'y that its eoniractkm comply with 1111 other .Federal and Mate of Calif smia laves for minimum wage., ovrrnme pay, record koeping, and child labor stwidards pursuant to the ser6e ng, of the Prermmse or terms and colditions of dtis Lrasc. i Pa ,ue 8 of 8 genemi C:ca:fifioas EXHIBIT A LESSOR'S PROPERTY Lots 21 of Tract 14509, as shown on a map filed in Book G88, Pages 1 to 16 inclusive of Miscellaneous Maps, records of Orange County, California; as amended by those certain certificates of correction recorded June 26, 1992 as Instrument No. 92- 431391 of Official Records and recorded July 8, 1992 as Instrument No. 92- 457550 of Official Records. Excepting therefrom all oil, oil rights, minerals, mineral rights, natural gas rights and other hydrocarbons by whatsoever name known, geothermal steam and ail products derived from any of the foregoing, that may be within or under the parcel of land hereinabove described, together with the perpetual right of drilling. mining, exploring and operating therefor, and storing in and removing the same from said land or any other land, including the right to whipstock or directionally drill and mine from lands other than those hereinabove described, oil or _gas wells, tunnels and shafts into, through or across the subsurface of the land hereinabove described, and to bottom such whipstocked or directionally drilled wells, tunnels and shafts under and beneath or beyond the exterior - limits thereof, and to redd 1. retunnel, equip, maintain, repair, deepen and operate any such wells or mines, without however, the right to drill, mine, store, explore or operate through the surface or the upper 500 feet of the subsurface of the land hereinabove described, as reserved by the Irvine Company in the deed recorded January 2, 1997 as Instrument No. 19970000564 of Official Records. Also excepting therefrom any and all water, water rights or interests therein appurtenant or relating to the land or owned or used by The Irvine Company in connection with or with respect to the land (no matter how acquired by the Irvine Company), whether such water rights shall be riparian, overlying, appropriative, liftorai, percolating, prescriptive, ad udicated, statutory or contractual, together with the right and power to explore, drill. redrill, remove and store the same from or in the land or to divert or otherwise utilize such water, rights or interests on any other property owned or :eased by the Irvine Company; but without, however, any right to enter upon the surface of the land in the exercise of such rights, as reserved by the irvine Company in, the deed recorded January 2, 1997 as Instrument No. 19970000564 of Official Records. P , ' MOM SMW.";zCS:.R1ANF ()rF;rE f Sprint PCs NORTH GAZEBO 0654XC4250 VACANT LAND NEWPORT BEACH, CA 92618 ORANGE COUNTY - — ------------------ PROJECT DESCRIPTION C05EZOMPUANGF .66PPWC.'APJ`i MFPRF6ENTAn',1E- .................. --- — ------ 1.11=1 01�TIZ I 7t.1 PERT-/ :NFtKiAfA77.ON 'MV1, 11, ww. CML ENGNEER 5N $VFYGR ............ . . ..... .... ...... ........ ­1 .... ....... �F�"V.e .................. . . . .......... CO NOT 5CAI.E DRAWINGS !GENERAL CONTRACTOR _S1 . ­12&_ - t -tw* m rin 11: N.; ""':' ;. �,;I, 0 C G54XC425D —.4. .......... CSAi T1 1_11: .................. EXHIBIT C s uw r I CA O - n* A: lw:ss I.-MM SSWWV: All Ko L t 3 .. . ....... — -- — ------- . L - - - - ---- ----- - --- . L Co" A i LSi . .. .. .. ..... Co" A i LSi --- — ----- - Z A .1 :0 A 01. 1, P. ; 1. 1.3 R0 a 11 I *� — — -------------- ........... ............. ......... ----------- ---- ..... .... ----------- -- ---------- ................. CSAi ------------- 'EY SQ, -�PAAI,104 L ...... 1�11.Fy ��, FLS2 ........ ....... . ...... Q Q 1 4 t — . :,.-- . ....... ....... 0 A o ...... ... . ...... I At. 111 a N Si 11 sit gig, 1 i How pit: Hy flu , .......... ro. 1 10- A I At. 111 a N Si 11 sit gig, 1 i 4z---------------- �J ...... -., - -------------------- - -- - - - ---------------------- - -- - - ------------ --- ...... ---------- -- - ---------- - - --- -------------- - - ------ - ------------ ---- - ---------- - — — — ------ i -- ----------- ---------- ... . ..... ........ - — - - - .. ..... .. .. - - - - - - ------------- ....... ----------------- . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —IN "Z9, ocl�, ol I�Zllz 11�11.` .. ........ CSAI AC-U! .......... ....... . = - ---------------- .............. , ....w .......... ��Il .. .... ....... . ........... .................. " I-Ix W'4'1'H GAZEBO 0GS. X C4 ME.' SM .......... - -------------------- *r,s pm ":I:p 14 ---- - --------- CSAI - - - - - - - - - - - - - LA ................. Wireless Communications Facility Permit Approval Conditions ":. Public Safety - /Permit Applicant) recognizes that the frequencies used by the cellular facility located at ....- _- - - - - .. .......... - -- are extremely close to the frequencies used by the County of Orange for Public Safety. This proximity will require extraordinary "comprehensive advanced planning and frequency coordination" engineering measures to prevent interference, especially in this choice of frequencies and radio ancillary hardware, This is encouraged in the "Best Practices Guide" published by the Association of Public - Safety Communications Officials - international, Inc. (APCO), and as endorsed by the Federal Communications Commission (FCC`l. Prior to the issuance of any permits to install the facility, (Permit Applicant) shall meet in goad faith to coordinate the use of frequencies and equipment with the Communications Division of the Orange County Sheriff- Coroner Department to minimize, to the greatest extent possible, any interference with the Public Safety 800 MHz Countywide Coordinated Communications System (CCCS). Similar consideration shall he given to any other existing or proposed wireless communications facility that may be located on the subject. property. 2. 800 MK: Radio Freguencies - At all times, (Permit Applicant) shall not prevent County of Orange from having adequate spectrum capacity on County's 300 MHz radio frequencies. 3. Bost- Installation rest - Before activating its facility, (Permit Applicant) will submit to a post - installation test to confirm that "advanced planning and frequency coordination" of the facility was successful in not interfering with the Country of Orange Public Safety radio equipment. This test will be conducted by the Communications Division of the Orange County Sheriff - Coroner Department or a Division- approved contractor at the expense of (Permit Applicant). This post - installation testing process shall be repeated for every proposed frequency addition and /or change to confirm the intent of the "frequency planning" process has been met. 4. 21 _Hour Phone Number - (Permit Applicant) shall provide a 24 -hour phone number to which interference problems may be reported. This condition will also apply to all existing (Permit Applicant) facilities in the Ccun #y of Orange. 5 Single Point of Contact - (Permit Applicant) will provide a "single point of contact" in its Engineering and Maintenance Departments to insure continuity on all interference issues. The name, telephone number, fax number and e -rnail address of that person shall be provided to County's designated representative upon activation of the facility. 6. Lessees or Other Users - (Permit. Applicant) shall insure that lessee or other user(s) shad comply with the terms and conditions of this permit, and shall be responsible for the failure of any lessee or other users under the control of (Permit Applicant) to comply. EXHIBIT D RECORDING Rf3QUESTE.D .,, Y AND ',? HJ::N RECORDED MATl_. TO: County of Orange PE'RDfHarbors, Deaches ;md Parks P.O. Box 4045 Santa Ana, CA 92'702 -4048 Attn:.Michael flent.en S.P.ACR AB0'v Le 1fl?S LINE FOR R CC01WE"` S USF. llIENIO- kANDUM OF LEASE THIS ME- 40RANDUM OF LEAST? ( 'I on-lorandum ") is entered into - -- _ —.20— between the County of Oramre ("COLT CTY") and Sprint PCS Assets, LLC ( "TENANIT ") for tJ t,. pluposc of recordation in order to IglYe construcuye notice of the existence of that certain Tease ( "Lease ") dated _. Thic :14.eraorandom is not intended to and doe:: not modify the Leasc nor does it recite all the terms and conditions of the .Lease. C +)C-'tiTY and T "ENA.N'F hcresby acknowledges tlac: existence of the Lease and agrees as follows: 7. Pursuaii, to fhe. terms of the .Lease, which terms are incorporated herein by fihi:; reference, COU QTY owns the property described in..E hibit A ('LEESSOR's Property) acid has leased to TENANT that ceai;:in area ofLESSOR's Property as described nn. depicted in Exhibit 8, attached hereto and incorporated herein by this reference. 2. ',e.'he Enitial Term of the .Lease expires ore and the .L. -ase contains three (3) cornseeutiya rive (5) r-ar uptions to extend the. team of the Lease. COUNTY County of Orange By Vicki Wilson, Director Public Facilities and Resources.Depaitinert TENANT Sprint PCS Assets, LLC, a Delaware limited liability company By Name: _ Title: Regional Director of Sifc- Dcyelopni . :tnf EXHIBIT E EXHIBIT A LESSOR'S PROPERTY' Lots 21 of Tract 141109, as shown on a map filed in Book 688, Pages 1 to 16 inclusive of Miscellaneous Maps, records of Orange County, : alifornia, as amended by those certain certificates of correction recorded June 26, 1992 as Instrument No. 92- 431391 of Official Records and recorded July 8, 1992 as Instrument No. 92.457550 of Official Records. xcepting therefrom ail oil, oil rights, minerals, rnineral rights, natural gas rights and other hydrocarbons by whatsoever name known, geothermal steam and all products derived from any of the foregoing, that may be within or under the parcel of land,' hereinabove described, together with "lie perpetual right of drilling, mining, exploring and operating therefor; and storing in and removing the same. from said land or any other land, including the right to whipstock or directionally drill and mine from lands other than those hereinabove described, oil or gas wells, tunnels and shafts into, through or across the subsurface of the !and hereinabove described, and to bottom such whipstocked or directionally drilled wells, tunnels and shafts under and beneath or beyond the exterior limits thereof, and to edrill, retunnel, equip, maintain, repair, deepen and operate any such 'wells or mines, without however, the right to drill, mine, store, explore or operate through the surface or the upper 500 feet of the subsurface of the land hereinabove described, as reserved by the Irvine Company in the deed recorded January 2, 1997 as !rstrument No. ^9970000564 of Official Records. Also excepting therefrom any and all water, water rights or interests therein appurtenant or relating to the land or owned or used by T he Irvine Company in connection with or with respect to the land (no matter how acquired by the Irvine Company;. whether such water rights shell be riparian; overlying, appropriative, littoral, percolating, prescriptive, adiudicated, statutory or contractual, together with the right and power to explore, drill, reciriil, remove and store the same frori or in the land or to divert or otherwise utilize such water; rights or interests on any other property owned or leased by the Irvine Company; but without, however, any right to enter upon the surface of the land in the exercise of such rights. as reserved by the Irvine Company in the deed recorded January, 2, 1997 as Instrument No. 19970000564 of Official Records. )ei� 2 { /_. § > \9 |� :� � '� �:�: d 30 \ \ i! E� 4 k CON FORM EDCOPY Not Compared with Ori9V4 Recording requested by and when recorded, return to: Recorded in Official Records, Orange County Tom Daly, Clerk - Recorder County of Orange, RDMD ���������������������������� Right of Way Engineering NO FEE P.O. Box 4048 200500060849212:37pm 08104105 Santa Ana, CA 92702 -4048 116 91 Dto 7 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Recording Fee Exempt Per Govt. Code 2783 Facility: Buck Gully, View Parks and Open Space A.P. No.: Various Location: City of Newport Beach QUITCLAIM DEED For valuable consideration, receipt of which is hereby acknowledged, the COUNTY OF ORANGE does hereby remise, release and forever Quitclaim to the CITY OF NEWPORT BEACH a municipal corporation, hereinafter referred to as "CITY ", all right, title and interest in and to the real property in the City of Newport Beach, County of Orange, State of California, described as: See EXHIBIT A, attached and by reference made a part. COUNTY hereby assigns to CITY all right, title and interest in and to that certain unrecorded lease listed in said attached EXHIBIT "A ". COUNTY makes no warranty, express or implied, as to the quality of title conveyed hereby. CITY, by acceptance of this deed, agrees that this conveyance is subject to all licenses, leases, liens, easements, restrictions, conditions, covenants, encumbrances and claims of title which may affect said property whether recorded or not. COUNTY OF ORANGE Dated: [7 — I - OS By: Chair of the Board of upervisors APPROVED AS TO FORM County Counsel By: /jy' L Deputy Date:jl� State of California ) ss. County of Orange ) SIGNED AND CERTIFIED THAT A COPY OF THIS DOCUMENT HAS BEEN DELIVERED TO THE CHAIR OF THE BOARD. ATTESTV On lyune 7S5 2005 before me, Charlene / °t-APA/aiK allotary Public, personally appeared personally known to me (er prnvEd_to me..ou the basis of car f�� -y evid€raee) to be the person whose name is subscribed to the within instrument and acknowledged to me that he /she executed the same in kris /her authorized capacity, and that by his /her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. CHRGaLEttE M. MCCtfltR WITNESS my hand and official seal. COMMISSION YJ1376661 / NoiarY OR BUhE COUlllornle ORANGE COUNT? MY Commlaolo2 Expires OCTOBER 12.2()06 Signature of the Notary -2- Darle a ). Wom Clerk of the Board of Supervisors Orange County, California On lyune 7S5 2005 before me, Charlene / °t-APA/aiK allotary Public, personally appeared personally known to me (er prnvEd_to me..ou the basis of car f�� -y evid€raee) to be the person whose name is subscribed to the within instrument and acknowledged to me that he /she executed the same in kris /her authorized capacity, and that by his /her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. CHRGaLEttE M. MCCtfltR WITNESS my hand and official seal. COMMISSION YJ1376661 / NoiarY OR BUhE COUlllornle ORANGE COUNT? MY Commlaolo2 Expires OCTOBER 12.2()06 Signature of the Notary -2- CITY OF NEWPORT BEACH FEE PARCELS Those certain parcels dedicated in fee to the COUNTY in County of Orange, State of California per the following documents recorded in Official Records (O.R.) in the office of the County Recorder of said county: FACILITY- PARCEL NO. O.R. NO. RECORDING DATE LOT(S)/ PARCEL(S) /O.R. NO. PR 64AF -I 101 99- 518060 1999 -07 -14 Por. of Lots A & B Tr. 13703 PR 64AF -1103 99- 518060 1999 -07 -14 Lot A Tr. 14509 PR 64AF -1104 99- 518060 1999 -07 -14 Lot B Tr. 14509 PR 64AF -1108 99- 518060 1999 -07 -14 Pei. 4 Doc 499- 518016 Exhibit A2 PR 64AF -111 l 99- 518060 1999 -07 -14 Lot 22 Tr. 14509 PR 64AF -I 112 99- 518060 1999 -07 -14 Lot 21 Tr. 14509 PR 64AF -1114 99- 518060 1999 -07 -14 Pei 4 PMB 291 / 1 -7 PR 64AF -1 115 99- 518060 1999 -07 -14 Pei 3 PMB 291 / 1 -7 PR 64AF -I 116 99- 518060 1999 -07 -14 Pei 2 PMB 291 / 1-7 EXHIBIT A CITY OF NEWPORT BEACH SCENIC PRESERVATION EASEMENTS Those certain easements dedicated to the COUNTY for scenic and resource preservation purposes in the County of Orange, State of California per the following documents recorded in Miscellaneous Maps (M.M.) or Official Records (O.R.) in the office of the County Recorder of said county: FACILITY- PARCEL NO. TR. NO. M.MJ O.R. NO. RECORDING DATE LOT(S)/PARCEL(S)/ O.R. NO. OS 6213-102 14063 M.M. 670/23 -29 1990 -10 -29 Lots A, B, 56 OS 63A -103 14070 M.M. 788/21 -29 1999 -07 -07 Lot OS 5613-101 14103 M.M. 675/1 -14 1991 -03 -28 Lots I & L -O OS 55E -102 14509 M.M. 688/1 -16 1992 -02 -26 Lots C -L OS 55E -105 14565 M.M. 709/22 -27 1994 -05 -16 Lots J -L, S,M,N & R OS 55E -104 14571 M.M. 688/1 -16 1993 -04 -29 Lotsl -P OS 5611-103 14588 M.M. 697/19 -27 1993 -04 -16 Lots 15 & C -E OS 55E -103 14711 M.M. 696/1 1 -14 1993 -03 -30 Por. of Lots D & 16 OS 56H -102 15105 M.M. 727/36 -50 1995 -08 -31 Lots A,C,D,M,N,Y,Z,AA &BB OS 628 -109 15205 M.M. 757/1 -8 1997 -09 -25 Lots A, G & I OS 62B -I 17 15206 M.M. 760/33 -38 1997 -12 -24 Lots A, G & H OS 6213-113 15346 M.M. 775/15 -21 1998 -10 -01 Por. of Pcl. D Doc #98- 882953 OS 62B -112 15346 M.M. 760/33 -38 1998 -10 -01 Lots E, F,& J OS 6213-111 15346 M.M. 760/33 -38 1998 -10 -01 Lot M OS 62B -I 10 15346 M.M. 760/33 -38 1998 -10 -01 Lots C, L & K OS 6213-108 15376 M.M. 749/40 -41 1997 -04 -24 Lot A 05626 -116 15604 M.M. 773/1 -9 1998 -08 -24 Lots G -P OS 55E -107 15934 M.M. 813/14 -22 2001 -01 -31 Lots J -L & Por. of Lot E EXHIBIT A FACILITY- PARCEL NO. TR. NO. M.MJ O.R. NO. RECORDING DATE LOT(S)/PARCEL(S)/ O.R. NO. OS 55E -110 15935 M.M. 807/1 -14 2000 -11 -15 Lot M OS 55E -109 15945 M.M. 805/18 -25 2000 -08 -25 Lot Resource Preservation) OS 55E- 106.01 15945 M.M. 805/18 -25 2000 -08 -25 Lots A & D -G OS 55E -108 15968 M.M. 810/3641 2000 -12 -22 Lot D OS 62B- 122 O.R. 2001 - 432049 2001 -06 -28 Pcl. C Doc #01- 432036 OS 62B -121 O.R. 2001- 432049 2001 -06 -28 Pcl. B Doc #01- 432036 OS 62B -120 O.R. 2001 - 432046 2001 -06 -28 Pcl. D Doc #01- 432036 OS 62B- 119 O.R. 2001- 432046 2001 -06 -28 Pcl. A Doc #01432036 OS 56B -104 O.R. 98- 380201 1998 -06 -17 Pcl. B & C Doc #96- 649925 OS 62B - 101.01 O.R. 90- 432781 1990 -08 -15 Lots 1,2 & 3 Tr. 14131 OS 55E -101 O.R. 91- 511820 1991 -09 -19 Lots I, J, L & M Tr. 14065 EXHIBIT A CITY OF NEWPORT BEACH LEASEHOLD INTERESTS That certain leasehold interest held by the COUNTY OF ORANGE in the County of Orange, State of California per the following unrecorded lease: FACILITY LEASE LESSEE LESSOR LOT(S)/PARCELS(S) DATE Canyon View Park 11/7103 Sprint PCS County of Par. of Lot 21 Tr. Assets, LLC Orange 14509 APPROVED ✓<r— 0. p��w tr Date: SA -b s Pavlik L.S. 5168 m Date: June 30, 2007 * A copy of this unrecorded lease is available at County of Orange, Clerk of the Board of Supervisors. Reference Minute Order dated April 29, 2003, Item No. 41. EXHIBIT A <r F0 0.N% CITY OF NEWPORT BEACH CERTIFICATE OF ACCEPTANCE This is to certify that the interest in real property conveyed by the Quitclaim Deed dated June 21, 2005, in which the County of Orange granted to the CITY OF NEWPORT BEACH, a municipal corporation, the within described real property, is hereby accepted by the undersigned officer or agent on behalf of the City Council pursuant to authority conferred by Resolution No. 92 -82, adopted by said City Council on July 27, 1992, and the Grantee consents to recordation thereof by its duly authorized officer. In addition to Resolution No. 92 -82, Resolution 2005 -23 authorizes the City to accept the property in question. Dated: August 3, 2005 u� By: Homer Bludau, City Manager City Hall e 3300 Newport Boulevard 4 Post Office Box 1768 Newport Beach California 92658 -8915 o www.city.newport- beach.ca.us Bryan Speeg /e, Director 300 N. Flower Street ,j o Santa Ana, CA Z) COUNTY OF ®dTGd U 0 P.O. Box 4048 RESOURCES & DEVELOPMENTMANAGEMENTDEPARTMENT Santa Ana, CA 92702 -4048 9LIFOR�l� Telephone: (714) 834 -2300 Pax: (714) 834 -5188 August 12, 2005 Sprint PCS Assets, LLC 4683 Chabot Drive, Suite 100 Pleasanton, CA 94588 Attn: Senior Property Specialist Sprint Law Department 6391 Sprint Parkway Mailstop KSOPHT0101 -22020 Overland Park, KS 66251 -2020 Subject: Communications Site Lease CERTIFIED MAIL Sprint Site: North Pelican — Newport Beach, CA — OG54XC425D County Lease No.: PR64AF -1153 — Laguna Coast Wilderness Park Please be advised that effective August 4, 2005, the County of Orange conveyed all its interests and rights in the property where the abovementioned Sprint Site is located to the City of Newport Beach. This conveyance also included the County's interest in the Communications Site Lease with Sprint PCS Assets, LLC. As such, the City of Newport Beach is now your new landlord. A copy of the quitclaim deed, property conveyance map and Orange County Board of Supervisors Minute Order is enclosed for your records. Evelyn Tseng at the City of Newport Beach will now be the contact person for this lease. Evelyn's contact information is as follows: Evelyn Tseng Revenue Division City of Newport Beach 3300 Newport Blvd. PO Box 1768 Newport Beach, CA 92658 -8915 (949) 644 -3153 Future rent payments, beginning with the rent payment due September 15t, should be made payable to the City of Newport Beach and sent to Evelyn's attention at the above address. In addition, we have forwarded your $8,100 security deposit and the prorated Sprint PCS Assets, LLC Communications Site Lease Page Two August rent to the City (copies of checks enclosed). If you have any questions regarding this conveyance, please contact me at (714) 834 -6286. Sincerely, Michael Hentzen Harbors, Beaches and Parks Lease Management Enclosures: Quitclaim Deed Property Conveyance Map Board of Supervisors Minute Order dated June 21, 2005 Security Deposit Check to City Prorated August Rent Check to City cc: Debra Lakin, Accounting Services Evelyn Tseng, City of Newport Beach ORANGE COUNTY BOARD OF SUPERVISORS MINUTE ORDER June 21, 2005 Submitting Agetrcv/Deoartment: RESOURCES AND DEVELOPMENT MANAGEMENT DEPARTMENT Approve quitclaim deed to Newport Beach for responsibility over parklands within the Newport Coast area; and make California Environmental Quality Act findings - Districts 2 & 5 The following is action taken by the Board of Supervisors: APPROVED AS RECOMMENDED ® OTHER 0 Unanimous O (1) CORREA: Y (2) SILVA: Y (3) CAMPBELL: Y (4) NORBY: Y (5) WILSON: X Vote Key: Y= Yes; N =No; A= Abstain; X= Excused; B. 0. =Board Order Documents accompanying this matter: O Resolution(s) ❑ Ordinances(s) O Contract(s) Item No. 30 Special Notes: Copies sent to: CEO RDMD: Devin Baker RDMD /Accounting: Linda Schorer r' -Aq -05 rarinr o' Fes' no!�- I certifv that the foregoing is a true and correct copy of the Minute Order adopted by the Board of Supervisors , Orange County, State of California. DARLENE 1. BLOOM, Clerk of the Board � i �/(it//v B>: / CC� 1 am. cputy 92p�S 1 AGENDA STAFF REPORT AGENDA STAFF REPORT 9 <IFO¢� MEETING DATE: LEGAL ENTITY TAKING ACTION: BOARD OF SUPERVISORS DISTRICT(S): SUBMITTING AGENCY/DEPARTMENT: DEPARTMENT CONTACT PERSON(S): Page 1 of 3 Agenda Item ASR Control 05- 000965 06/21/05 Board of Supervisors 2,5 Resources and Development Management Department (Approved) Devin Baker 834 -2356 Jim Miller 834 -2319 SUBJECT: Quitclaim of Buck Gully, View Parks and Open Space CEO CONCUR COUNTY COUNSEL REVIEW CLERK OF THE BOA Concur Approved Agreement to Form Consent Cale 3 Votes Board Majo Budgeted: Yes Current Year Cost: Processing Costs - Approximately $1000.00 Staffing Impact: No # of Positions: Current Fiscal Year Revenue: N/A Funding Source: HBP: 100% Prior Board Action: N/A Annual Cost: None, County relinquishing interests and maintenance responsibilities Sole Source: N/A RECOMMENDED ACTIONS) 1. Find that the proposed project is Categorically Exempt (Class 5) from the provisions of CEQA pursuant to Guidelines Section 15305. 2. Approve and execute the Quitclaim Deed to the City of Newport Beach and order that it be returned to the Resources & Development Management Department, Right of Way Engineering for further processing. Mou lu'1XV41 RDMD requests your Board to quitclaim, to the City of Newport Beach, Buck Gully parkland together with certain view parks and open space all situated in Newport Coast in the City of Newport Beach. CC ZlI:Z13iI►101 ru all] 9U1-31111(I]N The City of Newport Beach has indicated that it wants greater management responsibility over parklands within the Newport Coast area, which was recently incorporated. Although this action is not mandated by the current LAFCO agreement with the City, it is allowed as necessary to enable the City to fulfill its obligations to Newport Coast residents relative to the maintenance of active recreational facilities, consistent with other quitclaim processes organized by LAFCO. The properties to be transferred (See Attached Exhibit map) have been determined by RDMD/Harbors, http : / /cains.ocgov.com/AgendaO6_21_ 2005 _files /images /A05- 000965.HTM 8/4/2005 AGENDA STAFF REPORT Page 2 of 3 Beaches and Parks staff to have greater local significance than regional. The open space areas are not contiguous to the balance of Laguna Coast Wilderness Park and are, in fact, separated from the balance of the wilderness park by Newport Coast Drive. Therefore, they do not function as an integral and continuous habitat area with the rest of the park. The five roadside parks are small areas with landscaping and a shade structure that primarily serve the purpose of a resting or viewing place from which to look down into the wilderness park or to enjoy vistas of the ocean; they primarily serve the interests of the Newport Coast community. Finally, the parcels proposed for conveyance are not integral to the core business of HBP represented by management of wilderness parks and preservation of their habitat and other natural resources. Consistent with the County's management plans for LCWP, the Coastal Greenbelt Authority has been informed of this proposed action in a report at their March 17, 2005 regularly scheduled meeting. The proposed conveyance areas include 317 acres of fee owned land and 672 acres in open space easement areas. (Please see attached exhibit map.) On April 26, 2005 the City Council of Newport Beach authorized the acceptance of the proposed open space, view parks and easements. On May 5d' the HBP Commission considered the proposed conveyance and continued it to June 2nd to allow commissioners to make site visits to Buck Gully. At the June 2nd meeting the HBP Commission concurred with this item. Approval of the proposed conveyance by the Board of Supervisors would become effective upon the Board of Supervisors action to Quitclaim the proposed areas and the City authorized action to accept the same. HBP and City staff estimate the conveyance could be completed by July 1, 2005 if approved by all parties. California Environmental Quality Act: The proposed project is Categorically Exempt (Class 5) from CEQA per Section 15305 of the CEQA guidelines, because it involves a minor alteration in land use limitations, which does not result in any changes in land use or density. General Plan Conformity: The proposed project is consistent with the City of Newport Beach's General Plan. Hazardous Material Assessment: This proposed action does not require assessment under County of Orange Hazardous Materials Assessments Policy and Procedure adopted by your Board on October 20, 1992. FINANCIAL IMPACT: N/A STAFFING IMPACT: N/A REVIEWING AGENCIES: HBP Commission Concurrence EXHIBIT(S): Exhibit Map ATTACHMENT(S): http: // cams. ocgov .conVAgenda06_21_2005_files /images /A05- 000965.HTM 8/4/2005 AUENLA J 1 APb EhFVK1 Quitclaim Deed Page 3 of 3 http : / /cams.ocgov.com/Agenda06_21_ 2005 _files /images /A05- 000965.HTM 8/4/2005