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Home My WebLink AboutC-4733(B) - Telecommunications License Agreement (Streetlight)DocuSign Envelope ID: D8DD4132-5FE8-4FB6-A539-6F6BE5C17F83 1 GDSuVe� a 1l1Mo�Jlh.. 0 TAA T -Mobile West LLC, a whollyownedsubsidiary ofT-Mobile USA 12920 SE 38`h Street Bellevue, WA 98006 Attn: Property Management (877)373-0093 Email: Prooertvmanaeement@T-Mobile.com September 14, 2016 Via Certified Mail City of Newport Beach Attn: City Manager P.O. Box 1768 Newport Beach, CA 92658-8915 Re: Termination of License Agreement ("Agreement") dated October 27, 2008 between T -Mobile West LLC, as successor in interest to Omnipoint Communications, Inc., a subsidiary of T -Mobile USA, Inc. ("T -Mobile") and the City of Newport Beach ("City") Site Address: 2101 1/2 Irvine Avenue, Newport Beach, CA 92660 T -Mobile Site No: LA13163A Dear City, This letter is to advise you that T -Mobile is exercising its right to terminate the above -referenced Agreement. A termination letter dated May 8, 2009 was sent, pursuant to Section 22(a) of the Agreement, providing 180 day notice. Unfortunately, T -Mobile continued to pay rent in error. This letter serves as notice to terminate effective September 30, 2016. T -Mobile highly values the relationship that was established with you. We would like the opportunity to contact you in the future should our network or business requirements change. Sincerely, CDmuSlgnad by: Mevt<w, �t,SfUeSt,ln. 0216302831 DM9D... Morten Jespersen Director, Network Engineering & Ops cc: Duan Dao, T -Mobile Development Manager TELECOMMUNICATIONS LICENSE AGREEMENT (Streetlight) This LICENSE AGREEMENT ( "Agreement ") is entered into between Omnipoint Communications, Inc., a subsidiary of T- Mobile USA, Inc., a Delaware corporation ( "Company "), at 3 Imperial Promenade, Suite 1100, Santa Ana, CA 92707, and the City of Newport Beach, a municipal corporation and charter city ( "City ") this 27th day of October, 2008. Company and City are each a "Party" and together the "Parties" to this Agreement. RECITALS A. City is the fee title owner of that certain real property known as Irvine Avenue (northeast of Santiago Drive) in the City of Newport Beach, California, such property depicted more particularly in Exhibit "A" ( "Real Property'); B. Company desires to license from City, on a non - exclusive basis, the right to use that certain portion of the Real Property, and those certain related easements through the Real Property for physical access and utilities, as depicted in Sheet E -1 of the Encroachment Permit attached hereto as Exhibit "B" (the "License Area "); C. City is the fee title owner of a streetlight located on Irvine Avenue (northeast of Santiago Drive), City of Newport Beach, California, such property depicted in Sheet LS2 of Exhibit "B" ( "Streetlight "); D. Company desires to license from City, on a non - exclusive basis, the right to replace the Streetlight with a new streetlight ( "Replacement Streetlight ") to accommodate both the City's standard streetlight fixture and the operation of Company's wireless telecommunications antenna and related facilities, described more particularly in Sheet A -4 of Exhibit "B ", and which may require encroachment upon and occupation on a portion of the public- right -of -way; and E. City is willing to make the Replacement Streetlight and License Area available to Company, subject to the covenants and conditions set forth in this Agreement on a non - exclusive basis, in order to facilitate the efficient and orderly deployment of communications facilities in the City of Newport Beach. NOW THEREFORE, THE PARTIES AGREE AS FOLLOWS: 1. License: City grants a non - exclusive license ( "License ") to Company for the term of this Agreement, to replace the Streetlight with the Replacement Streetlight for the uses specified in this Agreement. City further grants to Company a non- exclusive license to access the Replacement Streetlight, subject to the conditions of the Encroachment Permit issued by the Public Works Department, attached hereto as Exhibit "B ", and to the terms of all governmental licenses, permits and approvals required by Federal, State or local governmental agencies, for construction, installation and maintenance of the facilities and utility wires, cables, and conduits as necessary to operate the Telecommunications Facilities, as defined below, and for the construction and installation of a working streetlight pursuant to City standards, and as approved by the City. All installation and maintenance activities shall be at Company's sole cost and expense, including but not limited to the fees and costs associated with the installation of the Replacement Streetlight and the permits and government approvals described in Section 3, pursuant to plans approved in advance in writing by the City. The license granted herein is subject to the terms, covenants and conditions hereinafter set forth, and Company covenants, as a material part of the consideration for this license, to keep and perform each and every term, covenant and condition of this Agreement. Except as otherwise stated in this Agreement, Company shall be responsible for all maintenance associated with the Telecommunications Facilities and the Replacement Streetlight pole, including all costs and expenses associated therewith. Company shall provide twenty -four (24) hour telephone notice to the Utilities Director at (949) 644 -3011 prior to performing any Telecommunications Facilities maintenance on the Replacement Streetlight. City shall be responsible for all maintenance associated with the streetlight portion of the Replacement Streetlight, including but not limited to, the working streetlight itself, and the wires and equipment necessary to operate the streetlight. City shall have the right, upon at least four (4) hours notice to Company, to temporarily turn off the power to the Telecommunications Facilities if any required maintenance for the streetlight portion of the Replacement Streetlight requires City employees to be within ten (10) feet of the transmitting antennas. For purposes of this paragraph, City shall contact Company at its 24 hour Network Operations Center at 888 - 662 -4662 prior to shutting down the power. Notwithstanding Company's construction and installation of the Replacement Streetlight, it is the parties' intention that Company's interest in the Replacement Streetlight is restricted to this License and the City retains all rights, title and interest in the Replacement Streetlight in its as is condition. 2. Uses: Company shall use the Replacement Streetlight and the License Area for the sole purpose of constructing, maintaining, securing and operating a wireless telecommunications antenna and related facilities including, wires and /or cables, described in Sheets A -4 and A -5 of Exhibit "B ", to transmit and receive radio communication signals on various frequencies (between 1710 -1755 and 2110- 2155 MHz and 1850 -1990 MHz), all in compliance with the approved site plans and related drawings dated March 30, 2007, on file with the City Planning Department, the conditions of approval contained in the Telecommunications Permit issued by the Planning Department in accordance with Chapter 15.70 of Paae 2 the Newport Beach Municipal Code, ( "Telecom Permit" No. TP 2007 -001 (PA 2007 -002) and the Encroachment Permit issued by the Public Works Department (collectively, the "Telecommunications Facilities' or "Facilities "). The Telecommunications Facilities and operating frequencies may not be expanded or modified except upon written approval of an amended Telecom Permit and as may be required by this Agreement. Construction and operation of the Telecommunications Facilities shall be at Company's sole expense. Company shall keep the Telecommunications Facilities free from hazards or risk to the public health, safety or welfare. Except as provided under this Agreement, Company shall not make or permit to be made any alterations, additions or improvements to the Replacement Streetlight, or paint, install lighting or decorations, or install any signs, lettering or advertising media of any type or any other visual displays, on or about the Replacement Streetlight without the prior written consent of City. Notwithstanding the foregoing, Company shall place warning signs on or about the Telecommunications Facilities in the manner required by Federal, State or local law. Company shall have the right to replace existing equipment with substantially similar equipment in order to maintain the Telecommunications Facilities. 3. Telecommunications Permit And Government Approvals: Company shall comply with all conditions of approval contained in the Telecom Permit, the Encroachment Permit, and if required, the Building Permit. Company shall obtain all other governmental licenses, permits and approvals required by Federal, State or local governmental agencies, enabling Company to construct, operate, repair and remove the Telecommunications Facilities in the License Area. 4. Term: The initial Term of the license granted hereunder ( "Term ") shall commence on the Commencement Date and continue for a period of five (5) years. For purposes of this Agreement, the "Commencement Date' shall be the first day of the month following the date this Agreement is executed. After the Commencement Date, this License shall not be revoked or terminated except as expressly provided in this Agreement. This Agreement shall automatically be extended, on the same terms and conditions as set forth in this Agreement, for up to three (3) successive terms of five (5) years each ( "Renewal Terms "), unless at least thirty (30) days prior to the expiration of the Term or any Renewal Term, Company notifies City in writing of Company's intention not to extend this Agreement and by the end of the then current Term or Renewal Term the Company also complies with the surrender conditions of Section 17 below. Notwithstanding the above, this Agreement shall not be automatically extended if Company has defaulted in the performance of any term or condition of the Agreement and has failed to cure such default after notice as provided in this Agreement. Paae 3 -- 5. Fees and Costs: a. Within fifteen (15) days following the Commencement Date, and on the first day (1st) of each month during the Term and each Renewal Term, Company shall pay to City a License Fee in the amount of One Thousand One Hundred and 00/100 Dollars ($1,100.00) per month, which amount shall be adjusted in accordance with Sections 5(b) and 6 ( "License Fee'). The License Fee for any partial month shall be prorated in accordance with the actual number of days in that month. b. Beginning in the second (2 "d) year of the Term of this Agreement, the License Fee shall automatically increase each and every year during the Term and any Renewal Term, upon the anniversary of the Commencement Date, with the exception of any year in which the fee is being increased under Section 6, below, to "Market Rate ". The amount of increase shall be four percent (4 %) of the License Fee in effect immediately preceding the increase. C. A ten percent (10 %) penalty shall be added to the License Fee if not received by City within fifteen (15) days following the due date. In addition all unpaid fees shall accrue interest at the rate of one and a half percent (1'/z %) per month or any portion of a month until paid in full. 6. Adjustment of License Fee Upon Renewal: Periodically throughout the Term and Renewal Terms, the City shall conduct rent surveys and appraisals of rents or license fees paid for similar facilities in similar California locations. The Media & Communications Committee shall then meet to review such rent surveys and appraisals and make a recommendation to the City Manager's office for the Market Rate of the Telecommunications Facilities. Sixty (60) days prior to the start of the second (2 "d) Renewal Term, and each Renewal Term thereafter, the City Manager shall establish the Market Rate of the Telecommunications Facilities based upon the Media & Communications Committee recommendations. If Company reasonably believes that the Market Rate is excessive, Company shall have the right to submit its own rent survey and appraisal to the City. City Manager shall, at his /her reasonable discretion, review and take such survey and appraisal in consideration for establishing the Market Rate. The Parties recognize that the annual increase in the License Fee as required by Section 5(b) may cause the License Fee to be greater than, less than, or equal to the Market Rate. If the Market Rate is greater than the License Fee as adjusted by the annual increase in Section 5(b) above, then the License Fee for the second (2 "d) Renewal Term, and each Renewal Term thereafter, shall be adjusted to the higher Market Rate for that Renewal Term. If the Market Rate is less than or equal to the License Fee as adjusted by the annual increase in Section 5(b) above, then the License Fee for the Renewal Term shall be the Paae 4 License Fee at the expiration of the term immediately preceding the Renewal Term. 7. Adjustment of License Fee Upon Modification of Uses: The License Fee set out in this paragraph is based upon the Facilities, Replacement Streetlight and License Area permitted by the Telecom Permit. Changes in the Facilities, Replacement Streetlight or License Area may increase the value of this License Agreement. To the degree that a change in the Facilities requires amendment or modification to the Telecom Permit, City and Company understand and mutually agree that a corresponding increase in the Market Rate of the Telecommunications Facilities may be reflected in an adjustment to the License Fee. Such an adjustment may be defined at the time at which Company seeks City's approval for modifications in the Telecommunications Facilities described in Section 2, and shall be mutually agreed to by the Parties as a condition of the City's approval of such expanded service by the Company. 8. Interference with City Telecommunications: a. Company agrees that its operation of the Telecommunications Facilities shall at all times comply with all Federal Communications Commission ( "FCC ") requirements and shall not cause any direct or indirect interference with the operation of the Replacement Streetlight as a streetlight or City's own wireless communications facilities, including but not limited to public safety transmissions, police and fire communications, water or sewer internal or external radio signals and communications, as they now exist or may from time -to -time hereafter exist ( "City's facilities "). b. In the event of any interference with City Police and Fire Department public safety communications, Company shall work with the affected Department to correct the interference within two (2) hours of City's written or telephone call notice to Company. In the event of interference with City's streetlight or own wireless communications system or external radio signals and communications other than Police or Fire Department, Company shall work with City to correct the interference within twenty -four (24) hours of City's written or telephone notice. If it is determined the interference is caused by the Facilities and if Company is unable to correct interference to City's satisfaction, Company shall cease its operation of the Telecommunications Facilities at the end of such time period until the cause of the interference is corrected to City's reasonable satisfaction. If Company fails to correct any interference, City may, in addition to and without compromising any other available remedy cut off power to the facility in the manner set forth in Section 9 below. C. Prior to making any changes to the frequency or operating conditions approved by the Telecom Permit, Company shall submit plans for the proposed changes to City for its review and approval. Company agrees to fund any studies required to ensure that any contemplated changes will be Paae 5 compatible with the City's facilities. No Company change shall occur prior to the City's reasonable approval. 9. Emergency: a. Company understands that the Telecommunications Facilities are located on a public structure or within public property and emergency situations may develop from time -to -time that require power to the Telecommunications Facilities to be immediately shut off and thereby interfere or temporarily terminate the Company's use of its Facilities on the Replacement Streetlight and License Area. Notwithstanding Section 8 of this Agreement, Company agrees that if such a situation occurs, and /or there are frequency interferences of any nature between City's Police and Fire Department public safety communications equipment or City's facilities affecting operation of sewer or water service and that of Company in a manner that threatens public health or safety, City shall have the right to immediately shut off power to the Telecommunications Facilities and any equipment of Company's located on the Replacement Streetlight for the duration of the emergency. Company agrees not to hold City responsible or liable for and shall protect, defend, indemnify and hold City harmless for any damage, loss, claim or liability of any nature suffered as a result of the loss of the use of the Telecommunications Facilities or other communication facilities by the shut off of power. b. Company agrees to install a clearly marked & accessible master power "cut -off" switch on their equipment for the purpose of assisting City in such an emergency. C. Unless otherwise specifically provided in a notice of termination of this Agreement, City's exercise of the right to shut off any power to the Telecommunications Facilities pursuant to Section 9(a) is not intended to constitute a termination of this Agreement by either party and such event is a risk accepted by the Company. Company and City shall meet after the City determines that an emergency situation has ended to establish the time and manner in which power shall be restored. The License Fee, prorated to a 365 -day year, shall be abated for any day, or part thereof, in which power to the Telecommunications Facilities is shut off pursuant to Sections 8 or 9 of this Agreement. d. City shall have the right to reasonably determine what constitutes an "emergency situation" pursuant to this Section. 10. Acceptance of Condition of Company Area: Company shall accept use of the Replacement Streetlight, Streetlight and License Area in an "as is" condition, with no warranty, express or implied from the City as to any latent, patent, foreseeable and unforeseeable condition of the Replacement Streetlight, Streetlight and License Area, including its suitability for the use intended by Company. To the best of City's knowledge, the Paae 6 Replacement Streetlight, Streetlight and the License Area has not been used for generation, storage, treatment or disposal of Hazardous Substances as defined in Section 26. The Company has conducted its own appropriate due diligence investigation of the Replacement Streetlight, Streetlight and License Area prior to its execution of this Agreement. 11. No Interest in Property: Nothing herein shall be deemed to create a lease, or easement of any property right, or to grant any, possessory or other interest in the Replacement Streetlight, Streetlight, License Area, or any public right -of -way, other than a real property license to use and access the Replacement Streetlight and License Area, revocable and for a term as set forth in this Agreement. 12. Reservation of Rights: Company understands, acknowledges and agrees that any and all authorizations granted to Company under this Agreement are non - exclusive and shall remain subject to all prior and continuing regulatory and propriety rights and powers of City to regulate, govern and use City property, as well as any existing encumbrances, deeds, covenants, restrictions, easements, dedications and other claims of title that may affect City property. 13. Utilities: Company shall not do, nor shall it permit anything to be done that may interfere with the effectiveness and accessibility of the Replacement Streetlight, except as may be specifically permitted by the Telecom Permit. The Telecommunications Facilities shall be separately metered. In addition to the License Fee, Company shall be responsible for the cost of all utility services necessary for the operation of the Telecommunications Facilities, and if required by City, shall have such utilities installed underground and /or connected if already installed, and maintained at Company's sole cost and expense (along with all ongoing use charges). Subject to City's approval, Company shall obtain an encroachment permit from City's Public Works Department and submit plans for underground construction of any required utility lines to City for its review and approval prior to commencement of construction. 14. Inspection: City shall be entitled, at any time, to inspect the Replacement Streetlight and Telecommunications Facilities for compliance with the terms of this Agreement, and with all applicable Federal, State and local (including those of the City) government regulations. 15. City Retention Rights: Company's right to use the Replacement Streetlight and License Area during the term of this Agreement shall be subordinate and junior to the rights of City to use Paae 7 and occupy the Replacement Streetlight and License Area for any purpose that does not interfere with Company's use of the Replacement Streetlight and License Area as provided herein. 16. Company's Retention of Title: Title to the Telecommunications Facilities placed on the Replacement Streetlight and License Area by Company shall be held by Company or its equipment lessors, successors, or assigns. The Telecommunications Facilities shall not be considered fixtures. Company has the right to remove any or all of the Telecommunications Facilities at its sole expense from time -to -time and in all events by the expiration of this License or within thirty (30) days after an early termination of this License. 17. Surrender: Upon expiration or termination of this Agreement, Company at its sole cost and expense, shall within sixty (60) days of written notice from City, remove the Telecommunications Facilities, restore the Replacement Streetlight and License Area to its original condition or to a condition satisfactory to and reasonably approved by City, and vacate the Replacement Streetlight and License Area. Should Company fail to restore the Replacement Streetlight and License Area to a condition satisfactory to City, City may perform such work or have such work performed by others and Company shall immediately reimburse City for all direct and indirect costs associated with such work upon receipt of an invoice for such costs. Company shall continue to pay the License Fee until the Replacement Streetlight and License Area is so restored as required by this Agreement. 18. Assignment: a. All of the terms and provisions of this Agreement shall inure to the benefit of and shall be binding upon the parties and their respective successors and assigns. This Agreement and the rights and obligations of Company shall not be assigned, transferred, or hypothecated (collectively referred to as "transferred "), in whole or in part, without the express written consent of the City, which consent shall not be unreasonably withheld, delayed or conditioned and may be withheld if assignee is of lesser financial status than Company when this Agreement was executed. Any attempted transfer in violation of this Section shall be void. Except as provided below, the transfer of the rights and obligations of Company to any successor in interest or entity acquiring fifty -one percent (51 %) or more of Company's stock or assets, shall be deemed an assignment requiring consent. Company shall provide City at least thirty (30) days advance written notice of any proposed transfer. b. If Company desires at any time to effect a transfer, it shall first deliver to City: (1) a written request for approval; (2) the name, address and most recent financial statements of the proposed transferee; and (3) the proposed instrument of assignment or sublease, which in the case of PaOe a assignment shall include a written assumption by the assignee of all obligations of this Agreement arising from and after the effective date of assignment. C. Notwithstanding Section 18(a) above, Company may, without prior approval from time -to -time, do any of the following: Grant to any person or entity a security interest in some or all of Company's Telecommunications Facilities which lien shall be subordinate and junior to this License; and Assign its rights hereunder: (i) to any entity which has, directly, or indirectly, a thirty percent (30 %) or greater interest in Company (a "Parent ") or in which Company or a Parent has a thirty percent (30 %) or greater interest (an "Affiliate "); (ii) to any entity with which Company and /or any Affiliate may merge or consolidate; (iii) to a buyer of substantially all of the outstanding ownership units, stocks or assets of Company or any Affiliate; or (iv) to the holder or transferee of the FCC license under which the Telecommunications Facilities is operated, upon FCC approval of any such transfer. Any such assignment shall be conditioned upon and not be effective until Company cures any defaults under this Agreement and the assignee signs and delivers to City a document in which the assignee accepts responsibility for all of Company's post, current and future obligations under the Agreement. d. No assignment by the Company shall release Company from continuing liability under this Agreement with the exception of a buyout of the Company by another entity which formally assumes all post, current and future obligations of the Company under this Agreement. 19. Taxes: Company shall pay all personal interest property taxes, real property taxes, fees and assessments which may at any time be imposed or levied by any public entity and attributable to the Telecommunications Facilities. City hereby gives notice to Company, pursuant to Revenue and Tax Code Section 107.6 that this Agreement may create a possessory interest which is the subject of property taxes levied on such interest, the payment of which taxes shall be the sole obligation of Company. 20. Relocation: Company agrees that whenever any City improvements may be required (for example, the widening of a street or replacement of a bridge), the City may require the relocation of any such Telecommunications Facilities at the Company's expense, without making any claim against the City for reimbursement or damage therefore. Except in the event of an emergency or other situation requiring immediate relocation of the Telecommunications Paae 9 Facilities, City shall provide Company with not less than sixty (60) days written notice of relocation specifying a date by which the relocation is to take place. 21. Damage and Destruction of Replacement Streetlight: In the event of (a) partial or total destruction of the Replacement Streetlight during the term of this Agreement which requires repairs to the Replacement Streetlight, or (b) the Replacement Streetlight being declared unsafe by any authorized public authority for any reason other than Company's act, use or occupation, which declaration requires repairs to the Replacement Streetlight, Company may either (i) make said repairs or replace the Replacement Streetlight within one hundred twenty (120) days of the date of destruction or the date the declaration was served on Company; or (ii) terminate this Agreement by providing written notice to City within sixty (60) days following the date of such destruction or the date that the declaration was served on Company. If Company elects to repair or replace the Replacement Streetlight, the License Fee shall remain in full force and effect. If Company elects to terminate this Agreement pursuant to this Section, the License Fee shall remain in full force and effect until the date of termination. Any termination is subject to the Company complying with the surrender obligations of Section 17, above. 22. Termination: a. This Agreement may be terminated by either party, for any reason, without cause, by giving one hundred eighty (180) days written notice to the other party. Any termination is subject to the Company complying with the surrender obligations of Section 17, above. 23. Construction: a. Company agrees to take all prudent action to protect the Telecommunications Facilities and City facilities from any damage or injury caused by any work performed by or on behalf of Company regarding the construction, installation, operation, inspection, maintenance, repair, reconstruction, replacement, relocation, or removal of its Telecommunications Facilities or the failure, deterioration or collapse of such Telecommunications Facilities. b. Company shall, at its sole cost and expense, continually maintain in a first - class manner, and repair any damage to the Replacement Streetlight and License Area, to the extent such damage is caused by Company or any of its agents, representatives, employees, contractors, subcontractors, or invitees. Company shall immediately notify the City Manager and the appropriate public safety agency (e.g. Police and Fire Department) of any damage or injury caused by work authorized pursuant to this Agreement. Paae 10 c. Without limitation of any other remedy available hereunder or at law or in equity, if Company fails to repair or refinish any such damage, City may, at its sole discretion, but not be required to, repair or refinish such damage and Company shall reimburse City of all costs and expenses incurred in such repair or refinishing. d. Company shall, within thirty (30) days of the execution of this Agreement, submit to the City and, throughout the Term and each Renewal Term, maintain in effect, a bond, letter of credit or other security, in the principal amount of One Thousand and 00/100 Dollars ($1,000.00) ( "Security') to ensure and secure faithful compliance with the conditions of this Agreement. The Security shall be in a form reasonably acceptable to the City, and shall remain in effect throughout the term of this Agreement. The purpose of the Security is to provide payment to the City for any and all expenditures incurred by the City under this Agreement, including but not limited to costs of repairs and cost of removal of the Facilities upon expiration or termination of this Agreement should Company fail to do so as required by this Agreement. The Security shall in no way limit the liability or obligations of Company or its insurers under this Agreement. If the funds represented by the Security become exhausted, Company shall immediately provide the City with a new security in the amount necessary to provide full required Security. 24. Maintenance: At its sole cost and expense, Company shall take good care of the Telecommunications Facilities and keep the Telecommunications Facilities neat, clean and free from graffiti, dirt and rubbish at all times. 25. Multiple Companies: The Parties recognize that this Agreement contemplates installation and use by multiple entities or companies, other than City, seeking to place telecommunications facilities in or about the Replacement Streetlight or License Area. Company shall use its best efforts to coordinate its activities with those other such entities to reduce the costs of all such parties and to avoid interference with each such party's realizations of benefits of this and similar Agreements. If City deems it reasonably necessary, City shall coordinate any such cooperative efforts. City will not enter into a subsequent agreement with another entity to place telecommunications facilities within the License Area or in proximity to the License Area if Company has shown to City's satisfaction, after compliance with this Section, that additional telecommunications facilities are technically incompatible with the operation of the Telecommunications Facilities under this Agreement. Paae 11 26. Indemnification: Company shall indemnify, release, defend and hold harmless City, its City Council, boards and commissions, officers, agents, and employees against any and all claim, demand, suit, judgment, loss, liability or expense of any kind, including attorneys' fees and administrative costs, arising out of or resulting in any way, in whole or in part, from the latent or patent defects in design and construction of Replacement Streetlight, Telecommunications Facilities or any acts or omissions, intentional or negligent, of Company or Company's officers, agents or employees in the performance of their duties and obligations under this Agreement, except to the extent such claims are caused by the active negligence, or willful misconduct of City, its officers, agents and employees. a. During the term of this Agreement, Company shall maintain, at no expense to City, the following insurance policies with a minimum financial rating of Best A -VII or better; A comprehensive general liability insurance policy in the minimum amount of One Million and no /100 Dollars ($1,000,000.00) per occurrence for death, bodily injury, personal injury, or property damage; 2. An automobile liability (owned, non - owned, and hired vehicles) insurance policy in the minimum amount of One Million and no /100 Dollars ($1,000,000.00) per occurrence; b. The insurance coverage, shall also meet the following requirements: The insurance shall be primary with respect to any insurance or coverage maintained by City and shall not call upon City insurance or coverage for any contribution. 2. The insurance policies shall be endorsed for contractual liability and personal injury; 3. The insurance policies shall be specifically endorsed to include City, its officers, agents, employees, and volunteers, as additional insureds under the policies; 4. Company shall provide to City's Risk Manager, (a) original Certificates of Insurance evidencing the insurance coverage required herein, and (b) original specific endorsements naming City, its officers, agents, employees, and volunteers, as additional insureds under the policies; 5. The insurance policies shall provide that the insurance carrier shall not cancel, terminate or otherwise modify the terms and conditions of said insurance policies except upon thirty (30) days written notice to City's Risk Manager. However, provided that the insurance Paae 12 coverage required under this Agreement is not impacted, Company may modify its policy without notifying City in order to add coverage for Company's new telecommunication facilities or to remove coverage from de- commissioned telecommunications facilities; 6. If the insurance is written on a Claims Made Form, then, following termination of this Agreement, said insurance coverage shall survive for a period of not less than five (5) years; The insurance policies shall provide for a retroactive date of placement coinciding with the effective date of this Agreement; 8. The insurance shall be approved as to form and sufficiency by the City's Risk Manager and the City Attorney. C. If it employs any person, Company shall maintain worker's compensation and employer's liability insurance, as required by the State Labor Code and other applicable laws and regulations, and as necessary to protect both Company and City against all liability for injuries to Company's officers and employees. Any notice of cancellation or non - renewal of all workers compensation policies must be received by City at least thirty (30) calendar days (ten (10) calendar days written notice of non - payment of premium) prior to such change. The insurer shall agree to waive all rights of subrogation against City, its officers, agents, employees and volunteers for losses arising from work performed by Company for City. d. Any deductibles or self - insured retentions in Company's insurance policies must be commercially reasonable. e. The limits of coverage provided in Section 26(a) above may be increased to reflect Council adopted coverage as determined necessary by the City's Risk Manager consistent with industry standards. 27. Hazardous Substances: a. From the date of execution of this Agreement throughout the Term and any Renewal Term, Company shall not use, store, manufacture or maintain on the Replacement Streetlight and License Area any Hazardous Substances except (i) in such quantities and types found customary in construction, repair, maintenance and operations of Telecommunications Facilities approved by this Agreement, (ii) petroleum and petroleum products contained within regularly operated motor vehicles. Company shall handle, store and dispose of all Hazardous Substances it brings onto the Replacement Streetlight and License Area in accordance with applicable laws. b. For purposes of this Agreement, the term "Hazardous Substance" means: (i) any substance, product, waste or other material of any nature whatsoever which is or becomes listed, regulated, or addressed pursuant Paae 13 to the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. Section 9601 et seq. ( "CERLCA "); the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, et seq.; the Resource Conversation and Recovery Act, 42 U.S.C. Section 6901 et seq. ( "RCRA "); the Toxic Substances Control Act, 15 U.S.C. Section 2601 et seq.; the Clean Water Act, 33 U.S.C. Section 1251 et seq.; the California Hazardous Waste Control Act, Health and Safety Code Section 25100 et seq.; the California Hazardous Substance Account Act, Health and Safety Code Sections 25330 et seq.; the California Safe Drinking Water and Toxic Enforcement Act, Health and Safety Code Sections 25249.5 et seq.; California Health and Safety Code Sections 25280 et seq. (Underground Storage of Hazardous Substances); the California Hazardous Waste Management Act, Health and Safety Code Sections 25170.1 et seq.; California Health and Safety Code Sections 25501 et seq. (Hazardous Materials Response Plans and Inventory); or the Porter - Cologne Water Quality Control Act, Water Code Sections 13000 et seq., all as they, from time -to -time may be amended, (the above -cited statutes are here collectively referred to as "the Hazardous Substances Laws ") or any other Federal, State or local statute, law, ordinance, resolution, code, rule, regulation, order or decree regulating, relating to, or imposing liability or standards of conduct concerning, any hazardous, toxic or dangerous waste, substance or material, as now or at any time hereafter in effect; (ii) any substance, product, waste or other material of any nature whatsoever which may give rise to liability under any of the above statutes or under any statutory or common law theory, including but not limited to negligence, trespass, intentional tort, nuisance, waste or strict liability or under any reported decisions of a state or federal court; (iii) petroleum or crude oil; and (iv) asbestos. C. Notwithstanding any contrary provision of this Agreement, and in addition to the indemnification duties of Company set forth in Section 26, Company agrees to indemnify, defend with counsel reasonably acceptable to City, protect, and hold harmless the City, its officials, officers, employees, agents, and assigns from and against any and all losses, fines, penalties, claims, damages, judgments, or liabilities, including, but not limited to, any repair, cleanup, detoxification, or preparation and implementation of any remedial, response, closure or other plan of any kind or nature which the City, its officials, officers, employees, agents, or assigns may sustain or incur or which may be imposed upon them in connection with the use of the Replacement Streetlight and License Area provided under this Agreement, arising from or attributable to the storage or deposit of Hazardous Substances on or under the Replacement Streetlight and License Area, to the extent caused by Company. This Section 27 is intended to operate as an agreement pursuant to Section 107(e) of CERCLA, 42 USC Section 9607(e), and California Health and Safety Code Section 25364, to insure, protect, hold harmless, and indemnify City for any claim pursuant to the Hazardous Substance Laws or the common law. Paae 14 City agrees that City will not, and will not authorize any third party to use, generate, store, or dispose of any Hazardous Substances on, under, about or within the Replacement Streetlight and License Area in violation of any law or regulation. City and Company each agree to defend, indemnify and hold harmless the other and the other's partners, affiliates, agents and employees against any and all losses, liabilities, claims and /or costs arising from any breach of any representation, warranty or agreement contained in this Section 27. This Section 27 shall survive the termination of this Agreement. Upon expiration or earlier termination of this Agreement, Company shall surrender and vacate the Replacement Streetlight and License Area and deliver possession thereof to City on or before the termination date free of any Hazardous Substances released into the environment at, on or under the License Area that are directly attributable to Company. 28. Compliance with Laws: Company, at its sole cost, shall observe, perform, and comply with all laws, statutes, ordinances, rules, and regulations promulgated by any governmental agency and applicable to the Replacement Streetlight and the License Area, or the use thereof, including all RF safety standards, Americans with Disability Act requirements, applicable zoning ordinances, building codes and environmental laws. Company shall not occupy or use the Replacement Streetlight and License Area or permit any portion of the Replacement Streetlight and License Area to be occupied or used for any use or purpose that is unlawful in part or in whole, or deemed by City to be disreputable in any manner or extra hazardous on account of fire. 29. Not Agent of City: Neither anything in this Agreement nor any acts of Company shall authorize Company or any of its employees, agents or contractors to act as agent, contractor, joint venturer or employee of City for any purpose. 30. No Third -Party Beneficiaries: City and Company do not intend, by any provision of this Agreement, to create in any third party, any benefit or right owed by one party, under the terms and conditions of this Agreement, to the other party. 31. Notices: All notices and other communications required or permitted to be given under this Agreement, including any notice of change of address, shall be in writing and given by personal delivery, or next - business -day delivery via a nationally recognized overnight courier or deposited with the United States Postal Service, postage prepaid, addressed to the parties intended to be notified. Notice shall be deemed given as of the date of personal delivery, or if mailed, upon the date of deposit with the United States Postal Service. Notice shall be given as follows: Paae 15 To City: City Manager City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92658 and with respect to insurance issues: City Risk Manager City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92658 To Company: T- Mobile USA, Inc. 12920 SE 38th Street Bellevue. WA 98006 Attn: PCS Lease Administrator With a copy to: Attn: Legal Dept. (Site #: LA13163A) With a copy to: Omnipoint Communications, Inc., a subsidiary of T- Mobile USA, Inc. 3 Imperial Promenade, Suite 1100 Santa Ana, CA 92707 Attn: Lease Administration Manager (Site #: LA13163A) Company's emergency contact: Department: Network Operations Center 24 hour phone number: (888) 662 -4662 32. Entire Agreement Amendments: a. The terms and conditions of this Agreement, all exhibits attached, and all documents expressly incorporated by reference, represent the entire Agreement of the parties with respect to the subject matter of this Agreement. This written Agreement shall supersede any and all prior agreements, oral or written, regarding the subject matter between the Company and the City. C. No other agreement, promise or statement, written or oral, relating to the subject matter of this Agreement, shall be valid or binding, except by way of a written amendment to this Agreement. Paae 16 d. The terms and conditions of this Agreement shall not be altered or modified except by a written amendment to this Agreement signed by Company and City. e. If any conflicts arise between the terms and conditions of this Agreement, and the terms and conditions of any attached exhibits or the documents expressly incorporated by reference, the terms and conditions of this Agreement shall control. Any obligation of the parties relating to monies owed, as well as those provisions relating to limitations on liability and actions, shall survive termination or expiration of this Agreement. 33. Waivers: The waiver by either party of any breach or violation of any term, covenant or condition of this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or violation of the same or other term, covenant, condition, ordinance, law or regulation. The subsequent acceptance by either party of any fee, performance, or other consideration which may become due or owing under this Agreement, shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, condition, covenant of this Agreement or any applicable law, ordinance or regulation. 34. Attorneys' Fees: The prevailing party in any action brought to enforce the terms and conditions of this Agreement, or arising out of the performance of this Agreement, shall not be entitled to recover its attorneys' fees. 35. City Business License: Company shall obtain and maintain during the duration of this Agreement, a City business license as required by the Newport Beach Municipal Code. 36. Applicable Law: This Agreement shall be construed in accordance with the laws of the State of California in effect at the time of the execution of this Agreement. Any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange. 37. Time is of the Essence: Time is of the essence for this Agreement. Paae 17 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate on the date and year first written herein. City of Newport Beach A Municipal Corporation w omer Bludau, eity Manager City Clerk APPROVED AS TO FORM: Aaron C. Harp, Assistant City Attorney For the City of Newport Beach Ar Ccl Paae 18 OMNIPOINT COMMUNICATIONS, INC., • subsidiary of T- Mobile USA, Inc., • Delaware corporation By: Danny Bazerman Director of Engineering & Operations Date: By- — /x Dates zl.� rn stt�� Approved as to form Tanta B. coullw corDOrate City Controlled Pighl of Way EXHIBIT "A" Private Property REAL PROPERTY city Property ° Feel leo met 2923 2329 13y2 Wil 0_0'1 4 2°°9 P CENTELLA PL zone Q a .ti _ 0�f J� ar �P J� \Q. N O City of Newport Beach Public Works Department Permit No: M2007-0271 3300 Newport Blvd, Newport Beach, CA 92663 Public Works & Inspection Requests (949) 644 -3311 Utilities Inspection Requests (949) 644 -3011 Job Address: 2101 IRVINE AVE NB Thomas Guide: 889J6 Description : INSTALLATION OF T- MOBILE EQUIPMENT MOUNTED INSIDE VAULT (MICROCELL 11'X6'- 8 "X8'. PLACEMENT OF PEDESTAL AND ATT EQUIPMENT, METERS. REMOVAL OF AN EXISTIN STREETLIGHT POLE AND REPALCEMENT WITH CONCRETE STREETLIGHT Parcel # : - - Pr1 Legal Desc : N TR 15935 LOT 69 � Owner: CITY OF NEWPORT BEACH Contractor : NSA WIRELESS O Phone: 949.644 -3311 Phone : 925 -244 -1890 CD'f Address : 3300 NEWPORT BOULEVARD Address : 2527 CAMINO RAMON. SUITE 305 S� S NEWPORT BEACH CA 92663 SAN RAMON rT1 W Contractor State Lic: 867615 –"1 --1 Applicant: OMNIPOINT COMMUNICATIONS License Expire : 11/30J 009 Phone : 949- 232 -2274 Class Code 4 rn Address : ONE VENTURE, SUITE 200 rn IRVINE, CA 92618 Business License : BT30010875 Business Expire : 96f8Bf''688 V (3010q --1 Special Cond.: �P_C� �,/J ®� n ( 66��'"/ ✓+� o— Workers' Compensation Carrier: Insurance - - HARTFORD INS CO OF MIDWEST AvTlLio?A7w'�j1tOh� � Policy No: 34WE00848 (1701 cry G/i'7Gilf OK 0>G�� W. C. Expire: 01/01/2008 Me Permit Processing Fee: $241.00 Sewer Connection : $0.00 Paid $8,569.50 .Agreement Fee: $0.00 4TT Box Cover: $0.00 Balance: 0.00 Street/Alley/Walk /Closure: $61.00 Water Meters(Meter + Conn) :. $0.00 IZ 445 33 Public Works Field Insp.: 3,300.00 Const. Water Meter: $0.00 Receipt No: ° Utilities Field Insp.: 2.062.50 Water Meter Box: $0.00 Refundable Deposit : 2,,08,0..00 Adjustment: 50.00 M f Processed 9y : Date : 1.4of7 Other Department : Date Utilities Approval thy' tkDate: : '171d V12 YE'0lle"tt✓I II / U! 0_1 Permit Denied Date : _i_I_ Traffic Approval : 7VY &dtfaU UW-Date : II / U/ 07 Issued Permit : Date: �� ! 247 o General Services _ � Approval W Date TO: T- Mobile CI'T'Y OF NEWPORT T B EA(ClH[ PUBLIC WORKS DEPARTMENT 3300 NEWPORT BOULEVARD P.O. BOX 1768, NEWPORT BEACH, CA 92659 -1768 (949) 644 -3311 CONDITIONS OF APPROVAL FROM: Iris Lee, P.E. DATE: November 20, 2007 SUBJECT: EPN2007 -0271 2101 [CS] Irvine Avenue The following is the Encroachment Permit N2007 -0271 conditions of approval for the cell site proposed at 2101 [CS] Irvine Avenue by T- Mobile: T- Mobile shall enter into a Telecommunications License Agreement with the City of Newport Beach. G T- Mobile /contractor shall provide a contact person and telephone number responsible for all construction aspects. Should this person be removed from this project during the construction period, a replacement contact person and telephone number shall be provided within 48 hours. • T- Mobile shall schedule a preconstruction meeting with City staff, contractor, and other necessary parties a minimum of one (1) week prior to construction. • Contractor shall purchase all temporary "No- Parking" signs from the City prior to the preconstruction meeting. • Light fixtures shall be maintained by the City, whereas the streetlight pole shall be maintained by T- Mobile. This shall be consistent with the Telecommunications License Agreement. • T- Mobile shall install RF emissions warning sticker /sign on streetlight pole at eye -level (approximately five feet above sidewalk elevation) to the satisfaction of the City's Utilities Department. • All splicing shall be an approved WATERPROOF version per City Standard 205 -L. • All underground conduit/cable runs shall maintain a minimum five -foot clearance from City utilities, unless otherwise approved by City. • T- Mobile shall provide an emergency shut -off switch on Myers cabinet to the satisfaction of the City's Public Works and Utilities Department. • Light standard arm bracket shall be welded on. All items not attached directly to the streetlight pole itself shall be "hot- dipped" galvanized. Please verify with PW inspector prior to the attachment of any items on the pole. • All antennas shall be flush mounted. There shall be no exposed wires • A separate conduit in streetlight pole for 240 volt streetlight power shall be provided and satisfy the City's Utilities Department. • Contact the City's Utilities Department Electrical Division prior to start of any 5KV street light circuit work. • The replacement of streetlight shall match the existing streetlight and comply with City Standard. Pole color, facing /coating, style, material, and manufacturer shall be approved by the Utilities Department prior to installation. It is highly recommended to submit a sample to the Utilities Department for a written approval prior to ordering said material. • The storage of all project related equipment shall be off -site and not impact the public right -of -way. • All traffic control shall comply with the City - approved traffic control plans. • T- Mobile shall protect all City landscape, tree, and irrigation in place. If any damage should occur, the contractor will be required to repair as directed by the General Services Department and guarantee work for a minimum of one (1) year. • The re- aiming of any portion of the existing irrigation system shall be coordinated with the City's General Services Department. Work shall not commence until field approval has been provided. • T- Mobile shall work in a fashion that minimizes damage to the irrigation and plantings. If irrigation is required to be turned off, T- Mobile is responsible for any subsequent plant damage. • All pavement, sidewalk, driveway approach, and /or any other restoration shall be per City Standards, unless otherwise directed by City. • Additional inspections fees may be required. T .. Mobile- Get more from life R a TrI 0 gi nMobi'le mo MTE NUMBER: LAI 3163A WY: NEWPORT BEACH &TEN'AME: 1RVWEk1JE. AND SANMAGO DR. COUNTY. ORANGE SEQUOIA Slffo E TYPE: R.O.V'd. 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Zm ,%-,, r .1 -- ---- 9.1 �t��U li'F A 1,11. k� - V ST L' L-` -Y f-:1h34 -,R SL: F 111.91 W 62L OM NOTE 1.11MILE COMMMR TO F4ACE L DETAILS .......... ..... - Is F 62L OM iQ 11CORE COMMUOR TO PLacE .......... ..... - Get more from IIfp' caOEVa CU 1 SEQUOIA Is iQ 11CORE COMMUOR TO PLacE Ct �M. 4- 1� L S�LC�,G. r al A �-S L-21 V 111NIO Get more from IIfp' caOEVa CU 1 SEQUOIA LA13163A POLE 910139PBM (CklB# SLC 2002) DETAILS E-2 Is LA13163A POLE 910139PBM (CklB# SLC 2002) DETAILS E-2 lit � ..i nn. i:l• ."i! uR':..e �. Y., IWI -1-- ROYO SURVEYI\G.M. —` — �Ac Vt t r, a v:n'c..0 •n. ^^�[. K..n gG9G' Final. 11-13-06 TELECOMMUNICATIONS LICENSE AGREEMENT This LICENSE AGREEMENT ("Agreement") is entered into between Omnipoint Communications, Inc., a Delaware corporation, a Subsidiary of T -Mobile USA, Inc., ("Company") and the City of Newport Beach, a municipal corporation and charter city ("City") this 2nd day of April, 2007. Company and City are each a "Party" and together the "Parties" to this Agreement. RECITALS A. City is the fee title owner of that certain real property located at Superior Avenue and Coast Highway in the City of Newport Beach, California, such property described more particularly in Exhibit "A" hereto, which description is fully incorporated herein by this reference ("Real Property"); B. Company desires to license from City, on a non-exclusive basis, the right to use that certain portion of the Real Property, and those certain related easements through the Real Property for physical access and utilities, as depicted in Exhibit "B" hereto which is fully incorporated herein by this reference (the "License Area") and; C. City is the fee title owner of a streetlight located at Superior Avenue and Coast Highway, City of Newport Beach, California, such property described more particularly in Exhibit "C" hereto, which description is fully incorporated herein by this reference ("Streetlight"); D. Company desires to license from City, on a non-exclusive basis, the right to replace the Streetlight with a new streetlight ("Replacement Streetlight") to accommodate both the City's standard streetlight fixture and the operation of Company's wireless telecommunications antenna and related facilities, described more particularly in Exhibit "D"; and the right to use certain related easements for physical access, as depicted in Exhibit "E" hereto, all of which are fully incorporated herein by this reference, and which may require encroachment upon and occupation on a portion of the public -right-of-way; and E. City is willing to make the Replacement Streetlight and License Area available to Company, subject to the covenants and conditions set forth in this Agreement, on a non-exclusive basis, in order to facilitate the efficient and orderly deployment of communications facilities..in the City of Newport Beach. NOW THEREFORE, THE PARTIES AGREE AS FOLLOWS: License City grants a non-exclusive license ("License") to Company for the term of this Agreement, to replace the Streetlight with the Replacement Streetlight, as it is described in Exhibit "D", for the uses specified in this Agreement. City further grants to Company a non-exclusive license for ingress and egress to the Replacement Streetlight and License Area, for construction, installation and maintenance of the facilities and underground utility wires, cables, conduits as necessary to operate the Telecommunications Facilities, as defined below, subject to the terms of all governmental licenses, permits and approvals required by Federal, State or local governmental agencies. All installation and maintenance activities shall be at Company's sole cost and expense, including but not limited to the fees and costs associated with the permits and government approvals described in Article 3, pursuant to plans approved in advance in writing by the City. The license granted herein is subject to the terms, covenants and conditions hereinafter set forth, and Company covenants, as a material part of the consideration for this license, to keep and perform each and every term, covenant and condition of this Agreement. Company shall be responsible for all maintenance associated with the Telecommunications Facilities . City shall be responsible for all maintenance associated with the streetlight portion of the Replacement Streetlight, including but not limited to, the working streetlight itself, the wires and equipment necessary to operate the streetlight, and the physical pole. In the interest of the safety of its employees, City shall have the right, upon at least four (4) hours notice to Company, to temporarily turn off the power to the Telecommunications Facilities if any required maintenance for the streetlight portion of the Replacement Streetlight requires City employees to be within ten (10) feet of the transmitting antennas. For purposes of this paragraph, City shall contact Company at 888-662-4662. Notwithstanding Company's construction and installation of the Replacement Streetlight, it is the parties' intention that Company's interest in the Replacement Streetlight is restricted to this License and the City retains all rights, title and interest in the Replacement Streetlight. Company shall have 24 -hours -a -day, 7 -days -a -week access to the License Area at all times during the Term and Renewal Term of this License at no additional charge to the Company. 2. Uses Company shall use the Replacement Streetlight and License Area for the sole purpose of constructing, maintaining, securing and operating a wireless telecommunications antenna and related facilities including any ground support equipment such as electric meters, vaults, above ground boxes, switch gear, transformers, etc., described in Exhibit "D", to transmit and receive radio communication signals on various frequencies (between 1850 and 1990 MHZ) (collectively, the "Telecommunications Facilities" or "Facilities"), all in compliance with the approved site plans and related drawings dated November 23, 2004, on file with the City Planning Department, and the conditions of approval contained in the Telecommunications Facilities Permit No. TP 2003-003 ("Telecom Permit"), issued by the Planning Department in accordance with Chapter 15.70 of the Newport Beach Municipal Code. The Telecommunications Facilities and operating frequencies may not be expanded or modified except upon written approval of an amended Telecom Permit and as may be required by this Agreement. Construction and operation of the Telecommunications Facilities shall be at Company's sole expense. Company shall keep the Replacement Streetlight and License Area free from hazards or risk to the public health, safety or welfare. Except as provided under this Agreement, or required by laws, Company shall not make or permit to be made any alterations, additions or improvements to the Replacement Streetlight and License Area, or paint, install lighting or decorations, or install any signs, lettering or advertising media of any type or any other visual displays, on or about the Replacement Streetlight and License Area without the prior written consent of City . Notwithstanding the foregoing, Company shall have the right to place warning signs on or about the Replacement Streetlight or License Area in the manner required by Federal, State or local law. 3. Telecommunications Permit And Government Approvals In addition to the Telecom Permit, Company shall obtain an Encroachment Permit from the Public Works Department and, if required by City, a Building Permit from the Building Department. Company shall comply with all conditions of approval contained in the Telecom Permit, the Encroachment Permit, and if required, the Building Permit. Company shall obtain all other governmental licenses, permits and approvals required by Federal, State or local governmental agencies, enabling Company to construct, operate, repair and remove the Telecommunications Facilities in the License Area. 4. Term: The initial Term of the license granted hereunder ("Term") shall commence on the Commencement Date and continue for a period of five (5) years. For purposes of this Agreement, the "Commencement Date" shall be the first day of the month following the date this Agreement is executed. After the Commencement Date, this License shall not be revoked or terminated except as expressly provided in this Agreement. This Agreement shall automatically be extended, on the same terms and conditions as set forth in this Agreement, for up to three (3) successive terms of five (5) years each ("Renewal Terms") unless at least thirty (30) days prior to the expiration of the Term or any Renewal Term, Company notifies City in writing of Company's intention not to extend this Agreement and by the end of the then current Term or Renewal Term the Company also complies with the surrender conditions of Section 17 below. Notwithstanding the above, this Agreement shall not be automatically extended if Company has defaulted in the performance of any term or condition of the Agreement and has failed to cure such default after notice as provided in this Agreement. 5. Fees and Costs: a. Company shall pay to City a License Fee in an amount of One Thousand One Hundred and 00/100 Dollars ($1,100.00) per month, adjusted in accordance with paragraph (b) immediately below (the License Fee, as adjusted herein, is referred to as the "License Fee"), due on the Commencement Date, and on the first day of each month during the Term and each Renewal Term thereafter. The License Fee for any partial month shall be prorated in accordance with the actual number of days in that month. b. Beginning in year two of the Term of this Agreement, the License Fee shall automatically increase each and every year during the Term and any Renewal Term, upon the anniversary of the Commencement Date, with the exception of any anniversary date on which the fee is being increased under Section 6, below, to "Market Rate" (as defined below). The amount of increase shall be four percent (4%) of the License Fee in effect immediately preceding the increase. C. A ten percent (10%) late fee shall be added to the License Fee if not received by City within fifteen (15) days following the due date. 6. Adjustment of License Fee Upon Renewal: The City shall conduct rent surveys and appraisals of rents or license fees paid for similar facilities in similar California locations. The Telecommunications Committee shall then meet to review such rent surveys and appraisals and make a recommendation to the City Manager's office for the "Market Rate" of the Telecommunications Facilities. Sixty (60) days prior to the start of the second (2nd) Renewal Term, and each Renewal Term thereafter, the City Manager shall establish the Market Rate of the Telecommunications Facilities based upon the Telecommunications Committee recommendations. The Parties recognize that the annual increase in the License Fee as required by Section 5(b) may cause the License Fee to be greater than, less than, or equal to the Market Rate. If the Market Rate is greater than the License Fee as adjusted by the annual increase in Section 5(b) above, then the License Fee for the second (2nd) Renewal Term, and each Renewal Term thereafter, shall be adjusted to the higher Market Rate for that Renewal Term. If the Market Rate is less than or equal to the License Fee as adjusted by the annual increase in Section 5(b) above, then the License Fee for the Renewal Term shall be the License Fee at the expiration of the term immediately preceding the Renewal Term. 7. Adjustment of License Fee Upon Modification of Uses: The License Fee set out in this paragraph is based upon the Facilities, Replacement Streetlight and License Area permitted by the Telecom Permit. Changes in the Facilities, Replacement Streetlight or License Area may increase the value of this License Agreement. To the degree that a change in the Facilities requires amendment or modification to the Telecom Permit, City and Company understand and mutually agree that a corresponding increase in the Market Rate of the Telecommunications Facilities may be reflected in an adjustment to the License Fee. Such an adjustment may be defined at the time at which Company seeks City's approval for modifications in the Telecommunications Facilities described in Section 2, and shall be mutually agreed to by the Parties as a condition of the City's approval of such expanded service by the Company. 8. Interference with City Telecommunications: a. Company agrees that its operation of the Telecommunications Facilities shall at all times comply with all Federal Communications Commission ("FCC") requirements and shall not cause any direct or indirect interference with the operation of the Replacement Streetlight as a streetlight or City's own wireless communications facilities, including but not limited to public safety transmissions, police and fire communications, water or sewer internal or external radio signals and communications, as they now exist or may from time -to -time hereafter exist ("City's facilities"). b. In the event of any interference with City Police and Fire Department public safety communications, Company shall work with the affected Department to correct the interference within four (4) hours of City's written or telephone notice to Company. In the event of interference with City's streetlights or own wireless communications system or external radio signals and communications other than Police or Fire Department, Company shall work with City to correct the interference within twenty-four (24) hours of City's written or telephone notice. If it is determined the interference is caused by the Facilities and if Company is unable to correct interference to City's satisfaction, Company shall cease its operation of the Telecommunications Facilities at the end of such time period until the cause of the interference is corrected to City's satisfaction, except for periods of intermittent testing. If Company fails to correct any interference caused by Company, City may, in addition to and without compromising any other available remedy cut off power to the facility in the manner set forth in Section 9 below. C. Prior to making any changes to the frequency or operating conditions approved by the Telecom Permit, Company shall submit plans for the proposed changes to City for its review and approval. Company agrees to fund any studies required to ensure that any contemplated changes will be compatible with the City's facilities. No Company change shall occur prior to the City's approval. 9. Emergency: a. Company understands that the Telecommunications Facilities are located on a public structure or within public property and emergency situations may develop from time -to -time that require power to the Telecommunications Facilities to be immediately shut off and thereby interfere or temporarily terminate the Company's use of its Facilities on the Replacement Streetlight and License Area. Notwithstanding Section 8 of this Agreement, Company agrees that if such a situation occurs, and there are frequency interferences of any nature between City's Police and Fire Department public safety communications equipment or City's facilities affecting operation of sewer or water service and that of Company in a manner that threatens public health or safety, City shall have the right to immediately shut off power to the Telecommunications Facilities and any equipment of Company's located on the Replacement Streetlight for the duration of the emergency. Company agrees not to hold City responsible or liable for and shall protect, defend, indemnify and hold City harmless for any damage, loss, claim or liability of any nature suffered as a result of the loss of the use of the Telecommunications Facilities or other communication facilities by the shut-off of power. b. Company agrees to install a clearly marked & accessible master power "cut-off" switch on their equipment for the purpose of assisting City in such an emergency. C. Unless otherwise specifically provided in a notice of termination of this Agreement, City's exercise of the right to shut off any power to the Telecommunications Facilities pursuant to Section (9)(a) is not intended to constitute a termination of this Agreement by either party and such event is a risk accepted by the Company. Company and City shall meet after the City determines that an emergency situation has ended to establish the time and manner in which power shall be restored. The License Fee, prorated to a 365 -day year, shall be abated for any day, or part thereof, in which power to the Telecommunications Facilities is shut off pursuant to Sections 8 or 9 of this Agreement. d. City shall have the right to reasonably determine what constitutes an "emergency situation" pursuant to this Section. 10. Acceptance of License Area: Except as otherwise stated in the Agreement, Company shall accept use of the Replacement Streetlight, Streetlight and License Area in an "as is" condition, with no warranty, express or implied from the City as to any latent, patent, foreseeable and unforeseeable condition of the Replacement Streetlight, Streetlight and License Area, including its suitability for the use intended by Company. To the best of City's knowledge, the Replacement Streetlight, Streetlight and the License Area has not been used for generation, storage, treatment or disposal of Hazardous Substances as defined in Section 26. Company has conducted its own appropriate due diligence investigation of the Replacement Streetlight, Streetlight and License Area prior to its execution of this Agreement. 11. No Interest in Property: Nothing herein shall be deemed to create a lease, or easement of any property right, or to grant any, possessory or other interest in the Replacement Streetlight, Streetlight, License Area, or any public right-of-way, other than a real property license to use and access the Replacement Streetlight and License Area, revocable pursuant to the terms of this Agreement and for a term as set forth in this Agreement. 12. Reservation of Riahts: Company understands, acknowledges and agrees that any and all authorizations granted to Company under this Agreement are non-exclusive and shall remain subject to all prior and continuing regulatory and propriety rights and powers of City to regulate, govern and use City property, as well as any existing encumbrances, deeds, covenants, restrictions, easements, dedications and other claims of title that may affect City property. 13. Utilities: Company shall not do, nor shall it permit anything to be done that may interfere with the effectiveness and accessibility of the Replacement Streetlight, except as may be specifically permitted by the Telecom Permit. The Replacement Streetlight shall be separately metered. In addition to the License Fee, Company shall be responsible for the cost of all utility services necessary for the operation of the Telecommunications Facilities, and if required by City, shall have such utilities installed underground and/or connected if already installed, and maintained at Company's sole cost and expense (along with all ongoing use charges). If required, Company shall submit plans for underground construction of any required utility lines to City for its review and approval prior to commencement of construction. 14. Inspection: City shall be entitled to enter the License Area at any time to visually inspect the Replacement Streetlight and Telecommunications Facilities for compliance with the terms of this Agreement, and with all applicable Federal, State and local (including those of the City) government regulations. 15. City Retention Rights: Company's right to use the Replacement Streetlight and License Area during the term of this Agreement shall be subordinate and junior to the rights of City to use and occupy the Replacement Streetlight and License Area for any purpose that does not interfere with Company's use of the Replacement Streetlight and License Area as provided herein. 16. Company's Retention of Title: Title to the Telecommunications Facilities and any equipment placed on the Replacement Streetlight and License Area by Company shall be held by Company or its equipment lessors, successors, or assigns. The Telecommunications Facilities shall not be considered fixtures. Company has the right to remove any or all of the Telecommunications Facilities at its sole expense from time -to -time and in all events by the expiration of this License or within thirty (30) days after an early termination of this License. 17. Surrender: Upon expiration or termination of this Agreement, Company at its sole cost and expense, shall within sixty (60) days of written notice from City, remove the Telecommunications Facilities, restore the Replacement Streetlight and License Area to its original condition or to a condition reasonably satisfactory to and approved by City reasonable wear and tear excepted, and vacate the Replacement Streetlight and License Area. Should Company fail to restore the Replacement Streetlight and License Area to a condition reasonably satisfactory to City, City may perform such work or have such work performed by others and Company shall immediately reimburse City for all direct and indirect costs associated with such work upon receipt of an invoice for such costs. Company shall continue to pay the License Fee until the Replacement Streetlight and License Area is so restored as required by this Agreement. 18. Assignment: a. All of the terms and provisions of this Agreement shall inure to the benefit of and shall be binding upon the parties and their respective successors and assigns. This Agreement and the rights and obligations of Company shall not be assigned, transferred, or hypothecated (collectively referred to as "transferred"), in whole or in part, without the express written consent of the City, which consent shall not be unreasonably withheld, delayed or conditioned and may be withheld if assignee is of lesser financial status than Company when this Agreement was executed. Any attempted transfer in violation of this Section shall be void. Except as provided below, the transfer of the rights and obligations of Company to any successor in interest or entity acquiring fifty-one percent (51 %) or more of Company's stock or assets, shall be deemed an assignment requiring consent. Company shall provide City at least thirty (30) days advance written notice of any proposed transfer. b. If Company desires at any time to effect a transfer, it shall first deliver to City (1) a written request for approval, (2) the name, address and most recent financial statements of the proposed transferee and (3) the proposed instrument of assignment or sublease, which in the case of assignment shall include a written assumption by the assignee of all obligations of this Agreement arising from and after the effective date of assignment. C. Notwithstanding Section 18(a) above, Company may, without prior approval from time -to -time, do any of the following: Grant to any person or entity a security interest in some or all of Company's Telecommunications Facilities which lien shall be subordinate and junior to this License; and 2. Assign its rights hereunder: (i) to any entity which has, directly, or indirectly, a thirty percent (30%) or greater interest in Company (a "Parent") or in which Company or a Parent has a thirty percent (30%) or greater interest (an "Affiliate"); (ii) to any entity with which Company and/or any Affiliate may merge or consolidate; (iii) to a buyer of substantially all of the outstanding ownership units or network assets of Company or any Affiliate; or (iv) to the holder or transferee of the FCC license under which the Telecommunications Facilities is operated, upon FCC approval of any such transfer. Any such assignment shall be conditioned upon and not be effective until Company cures any defaults under this Agreement and the assignee signs and delivers to City a document in which the assignee accepts responsibility for all of Company's post, current and future obligations under the Agreement. d. No assignment by the Company shall release Company from continuing liability under this Agreement with the exception of a buyout of the Company by another entity which formally assumes all post, current and future obligations of the Company under this Agreement. 19. Taxes: Company shall pay all personal interest property taxes, real property taxes, fees and assessments which may at any time be imposed or levied by any public entity and attributable to the Telecommunications Facilities authored herein. City hereby gives notice to Company, pursuant to Revenue and Tax Code Section 107.6, that this Agreement may create a possessory interest which is the subject of property taxes levied on such interest, the payment of which taxes shall be the sole obligation of Company. Company has the right to appeal any unreasonable assessments to the taxing authority. 20. Relocation: Company agrees that whenever any City improvements may be required (for example, the widening of a street or replacement of a bridge), the City may require the relocation of any such Telecommunications Facilities at the Company's expense, without making any claim against the City for reimbursement or damage therefore. City may provide Company with a temporary location, if feasible, to install and operate temporary transmitting/receiving facilities, including a so—called "COW" or cell -on -wheels. 21. Termination: a. This Agreement may be terminated by either party: (1) for cause, for failure to comply with any covenant, condition or term hereof by the other party, including payment of the License Fee which failure is not cured within thirty (30) calendar days of receipt of written notice of default. If such breach, other than payment of the License Fee, is not capable of cure within such thirty (30) calendar -day period, then no breach or default shall be deemed to have occurred by reason of such failure so long as the defaulting party promptly commences and diligently prosecutes such cure to completion within a reasonable time period; or (2) Company fails to construct and commence operation of the Telecommunications Facilities authorized by this Agreement within one (1) year of the date of this Agreement provided that Company received all the necessary permits and approval or ceases to operate the Telecommunications Facilities for a continuous period of six (6) months. b. City may also terminate this Agreement, without cause, upon one hundred and eighty two (182) calendar days advance written notice to the other party that the License Area is necessary for a public purpose. City agrees to cooperate with Company to identify alternate locations to relocate the Telecommunication Facilities. C. Company may also terminate this Agreement by providing City with advance written notice: (i) if Company is unable to reasonably obtain or maintain any certificate, license, permit, authority or approval from any governmental authority, thus, restricting Company from installing, removing, replacing, maintaining or operating the Telecommunications Facilities or using the License Area in the manner described in Section 2 of this Agreement; or (ii) if, prior to the Commencement Date, Company determines that the License Area is not appropriate for its operations for economic, environmental or technological reasons, including without limitation, signal strength, coverage or interference. d. Any termination is subject to the Company's compliance with the surrender obligations of Section 17, above. 22. Construction: a. Company agrees to take all prudent action to protect the Telecommunications Facilities, Replacement Streetlight and other City facilities from any damage or injury caused by any work performed by or on behalf of Company regarding the construction, installation, operation, inspection, maintenance, repair, reconstruction, replacement, relocation, or removal of the Replacement Streetlight, its Telecommunications Facilities or the failure, deterioration or collapse of such Replacement Streetlight or Telecommunications Facilities. 10 b. Company shall, at its sole cost and expense, continually maintain in a first- class manner, and repair any damage to the Replacement Streetlight and License Area, to the extent such damage is caused by Company or any of its agents, representatives, employees, contractors, subcontractors, or invitees. Company shall immediately notify the City Manager and the appropriate public safety agency (e.g. police and fire department) of any damage or injury caused by work authorized pursuant to this Agreement. C. Without limitation of any other remedy available hereunder or at law or in equity, if Company fails to repair or refinish any such damage, after providing written notice, City may, at its sole discretion, but not be required to, repair or refinish such damage and Company shall reimburse City of all reasonable costs and expenses incurred in such repair or refinishing. d. Company, prior to the construction of the Telecommunications Facilities, shall submit to the City, and throughout the Term and each Renewal Term, maintain in effect, a bond, letter of credit or other security, in the principal amount of One Thousand and no/100 Dollars ($1,000.00) ("Security") to ensure and secure faithful compliance with the conditions of this Agreement. The Security shall be in a form reasonably acceptable to the City, and shall remain in effect throughout the term of this Agreement. The purpose of the Security is to provide payment to the City for any and all expenditures incurred by the City under this Agreement, including but not limited to costs of repairs and the removal of the Facilities upon expiration or termination of this Agreement should Company fail to do so as required by this Agreement, including attorneys' fees and costs reasonably necessary to enforce the terms of this Agreement. The Security shall in no way limit the liability or obligations of Company or its insurers under this Agreement. If the funds represented by the Security become exhausted, Company shall immediately provide City with a new security in the amount necessary to provide full required Security. 23. Maintenance: Company shall take good care of the Telecommunications Facilities, Replacement Streetlight and License Area and keep the Telecommunications Facilities, Replacement Streetlight and License Area neat, clean and free from graffiti, dirt and rubbish at all times. 24. Multiple Companies: The Parties recognize that this Agreement contemplates installation and use by multiple entities or companies, other than City, seeking to place telecommunications facilities in or about the Replacement Streetlight, License Area or Real Property. Company shall use its best efforts to coordinate its activities with those other such entities to reduce the costs of all such parties and to avoid interference with each such party's realizations of benefits of this and similar agreements. If City deems reasonably necessary, City shall coordinate if any such cooperative efforts. City will not enter into a subsequent agreement with another entity to place telecommunications facilities within the License Area or in proximity to the License Area if Company has shown to City's satisfaction, after compliance with this Section, that the proposed telecommunications facilities are technically incompatible with the operation of the Telecommunications Facilities under this Agreement. 25. Indemnification and Insurance: Company shall indemnify, release, defend and hold harmless City, its officers, agents, and employees against any and all claim, demand, suit, judgment, loss, liability or expense of any kind, including attorneys' fees and administrative costs, arising out of or resulting in any way, in whole or in part, from the latent or patent defects in design and construction of Replacement Streetlight, Telecommunications Facilities or any acts or omissions, intentional or negligent, of Company or Company's officers, agents or employees in the performance of their duties and obligations under this Agreement, except to the extent such claims are caused by the active negligence, or willful misconduct of City, its officers, agents and employees. a. During the term of this Agreement, Company shall maintain, at no expense to City, the following insurance policies with a minimum financial rating of Best A -VII or better; A commercial general liability insurance policy in the minimum amount of One Million and no/100 Dollars ($1,000,000.00) per occurrence for death, bodily injury, personal injury, or property damage; 2. An automobile liability (owned, non -owned, and hired vehicles) insurance policy in the minimum amount of One Million and no/100 Dollars ($1,000,000.00) per occurrence; b. The insurance coverage, shall also meet the following requirements: The insurance shall be primary with respect to any insurance or coverage maintained by City and shall not call upon City insurance or coverage for any contribution; 2. The insurance policies shall be endorsed for contractual liability and personal injury; 3. The insurance policies shall be specifically endorsed to include City, its officers, agents, employees, and volunteers, as additional insureds under the policies; 4. Company shall provide to City's Risk Manager, (a) original Certificates of Insurance evidencing the insurance coverage required herein, and (b) original specific endorsements naming 12 City, its officers, agents, employees, and volunteers, as additional insureds under the policies; 5. The insurance policies shall provide that the insurance carrier shall not cancel, terminate or otherwise modify the terms and conditions of said insurance policies so as to cause this Agreement not to comply with the insurance requirements, except upon thirty (30) days written notice to City's Risk Manager; 6. If the insurance is written on a Claims Made Form, then, following termination of this Agreement, said insurance coverage shall survive for a period of not less than five (5) years; 7. The effective date of coverage of the insurance policies shall be the effective date of this Agreement; and 8. The insurance shall be approved as to form and sufficiency by the City's Risk Manager and the City Attorney. C. Company shall maintain Workers' Compensation Insurance and Employer's Liability Insurance for his or her employees in accordance with the laws of the State of California. In addition, Company shall require each subcontractor to similarly maintain Workers' Compensation Insurance and Employer's Liability Insurance in accordance with the laws of the State of California for all of the subcontractor's employees. Any notice of cancellation or non -renewal of all Workers' Compensation policies must be received by City at least thirty (30) calendar days (10 calendar days written notice of non-payment of premium) prior to such change. The insurer shall agree to waive all rights of subrogation against City, its officers, agents, employees and volunteers for losses arising from work performed by Comapny for City. d. Any deductibles or self-insured retentions in Company's insurance policies must be declared to and approved by the City's Risk Manager and the City Attorney. At City's option, the deductibles or self-insured retentions with respect to City shall be reduced or eliminated to City's satisfaction, or Company shall procure a bond guaranteeing payment of losses and related investigations, claims administration, attorney's fees and defense expenses. e. The limits of coverage provided in Section 25(a) above may be increased to reflect Council adopted coverage as determined reasonably necessary by the City's Risk Manager consistent with industry standards. 26. Hazardous Substances: a. From the date of execution of this Agreement and throughout the Term and any Renewal Term, Company shall not use, store, manufacture or maintain on the Replacement Streetlight and License Area any Hazardous 13 Substances except (i) in such quantities and types found customary in construction, repair, maintenance and operations of Telecommunications Facilities approved by this Agreement, (ii) petroleum and petroleum products contained within regularly operated motor vehicles. Company shall handle, store and dispose of all Hazardous Substances it brings onto the Replacement Streetlight and License Area in accordance with applicable laws. b. For purposes of this Agreement, the term "Hazardous Substance" means: (i) any substance, product, waste or other material of any nature whatsoever which is or becomes listed, regulated, or addressed pursuant to the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. Section 9601 et seq. ("CERLCA"); the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, et seq.; the Resource Conversation and Recovery Act, 42 U.S.C. Section 6901 et seq. ("RCRA"); the Toxic Substances Control Act, 15 U.S.C. Section 2601 et seq.; the Clean Water Act, 33 U.S.C. Section 1251 et seq.; the California Hazardous Waste Control Act, Health and Safety Code Section 25100 et seq.; the California Hazardous Substance Account Act, Health and Safety Code Sections 25330 et seq.; the California Safe Drinking Water and Toxic Enforcement Act, Health and Safety Code Sections 25249.5 et seq.; California Health and Safety Code Sections 25280 et seq. (Underground Storage of Hazardous Substances); the California Hazardous Waste Management Act, Health and Safety Code Sections 25170.1 et seq.; California Health and Safety Code Sections 25501 et seq. (Hazardous Materials Response Plans and Inventory); or the Porter -Cologne Water Quality Control Act, Water Code Sections 13000 et seq., all as they, from time -to -time may be amended, (the above-cited statutes are here collectively referred to as "the Hazardous Substances Laws") or any other Federal, State or local statute, law, ordinance, resolution, code, rule, regulation, order or decree regulating, relating to, or imposing liability or standards of conduct concerning, any hazardous, toxic or dangerous waste, substance or material, as now or at any time hereafter in effect; (ii) any substance, product, waste or other material of any nature whatsoever which may give rise to liability under any of the above statutes or under any statutory or common law theory, including but not limited to negligence, trespass, intentional tort, nuisance, waste or strict liability or under any reported decisions of a state or federal court; (iii) petroleum or crude oil; and (iv) asbestos. C. Notwithstanding any contrary provision of this Agreement, and in addition to the indemnification duties of Company set forth in Section 25, Company agrees to indemnify, defend with counsel reasonably acceptable to City, protect, and hold harmless the City, its officials, officers, employees, agents, and assigns from and against any and all losses, fines, penalties, claims, damages, judgments, or liabilities, including, but not limited to, any repair, cleanup, detoxification, or preparation and implementation of any remedial, response, closure or other plan of any kind or nature which the City, its officials, officers, employees, agents, or assigns may sustain or 14 incur or which may be imposed upon them in connection with the use of the Replacement Streetlight and License Area provided under this Agreement, arising from or attributable to the storage or deposit of Hazardous Substances on or under the Replacement Streetlight and License Area caused by Company, except for claims or damage caused by the active negligence or willful misconduct of the City, its employees or agents. This Section 26 is intended to operate as an agreement pursuant to Section 107(e) of CERCLA, 42 USC Section 9607(e), and California Health and Safety Code Section 25364, to insure, protect, hold harmless, and indemnify City for any claim pursuant to the Hazardous Substance Laws or the common law. d. City agrees that City will not, and will not authorize any third party to use, generate, store, or dispose of any Hazardous Substances on, under, about or within the Replacement Streetlight and License Area in violation of any law or regulation. City and Company each agree to defend, indemnify and hold harmless the other and the other's partners, affiliates, agents and employees against any and all losses, liabilities, claims and/or costs (including reasonable attorneys' fees and costs) arising from any breach of any representation, warranty or agreement contained in this Section 26. This Section 26 shall survive the termination of this Agreement. Upon expiration or earlier termination of this Agreement, Company shall surrender and vacate the Replacement Streetlight and License Area and deliver possession thereof to City on or before the termination date free of any Hazardous Substances released into the environment at, on or under the License Area that are directly attributable to Company. 27. Compliance with Laws: Company, at its sole cost, shall observe, perform, and comply with all laws, statutes, ordinances, rules, and regulations promulgated by any governmental agency and applicable to the Replacement Streetlight and the License Area, or the use thereof, including all applicable zoning ordinances, building codes and environmental laws. Company shall not occupy or use the Replacement Streetlight and License Area or permit any portion of the Replacement Streetlight and License Area to be occupied or used for any use or purpose that is unlawful in part or in whole, or deemed by City to be disreputable in any manner or extra hazardous on account of fire. 28. Not Agent of City: Neither anything in this Agreement nor any acts of Company shall authorize Company or any of its employees, agents or contractors to act as agent, contractor, joint venturer or employee of City for any purpose. 29. No Third Party -Beneficiaries: City and Company do not intend, by a provision of this Agreement, to create in 15 any third party, any benefit or right owed by one party, under the terms and conditions of this Agreement, to the other party. 30. Notices: All notices and other communications required or permitted to be given under this Agreement, including any notice of change of address, shall be in writing and given by personal delivery, or deposited with the United States Postal Service, postage prepaid, addressed to the parties intended to be notified. Notice shall be deemed given as of the date of personal delivery, or if mailed, upon the date of deposit with the United States Postal Service. Notice shall be given as follows: To City: City Manager City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92658 and with respect to insurance issues: City Risk Manager City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92658 To Company: T -Mobile USA, Inc. 12920 SE 38th Street Bellevue, WA 98006 (Site LA02839) Attn: PCS Lease Administration With a copy to: Attn: Legal Dept. With a copy to: Omnipoint Communications, Inc., a subsidiary of T -Mobile USA, Inc. 3 Imperial Promenade, Suite 1100 Santa Ana, CA 92707 (Site LA02839) Attn: Lease Administration 31. Entire Agreement Amendments: a. The terms and conditions of this Agreement, all exhibits attached, and all documents expressly incorporated by reference, represent the entire Agreement of the parties with respect to the subject matter of this Agreement. b. This written Agreement shall supersede any and all prior agreements, oral or written, regarding the subject matter between Company and City. IN C. No other agreement, promise or statement, written or oral, relating to the subject matter of this Agreement, shall be valid or binding, except by way of a written amendment to this Agreement. d. The terms and conditions of this Agreement shall not be altered or modified except by a written amendment to this Agreement signed by Company and City. e. If any conflicts arise between the terms and conditions of this Agreement, and the terms and conditions of the attached exhibits or the documents expressly incorporated by reference, the terms and conditions of this Agreement shall control. Any obligation of the parties relating to monies owed, as well as those provisions relating to limitations on liability and actions, shall survive termination or expiration of this Agreement. 32. Waivers: The waiver by either Party of any breach or violation of any term, covenant or condition of this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or violation of the same or other term, covenant, condition, ordinance, law or regulation. The subsequent acceptance by either Party of any fee, performance, or other consideration which may become due or owing under this Agreement, shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, condition, covenant of this Agreement or any applicable law, ordinance or regulation. 33. Costs And Attorneys' Fees: The prevailing party in any action brought to enforce the terms and conditions of this Agreement, or arising out of the performance of this Agreement, shall not be entitled to recover its attorneys' fees. 34. City Business License: Company shall obtain and maintain during the duration of this Agreement, a City business license as required by the Newport Beach Municipal Code. 35. Applicable Law: This Agreement shall be construed in accordance with the laws of the State of California in effect at the time of the execution of this Agreement. Any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange. 17 36. Time is of the Essence: Time is of the essence for this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate on the date and year first written herein. CITY OF NEWPORT BEACH, A Municipal Corporation zl�ll�lomer Bludau, Ity Manager APPROVED AS TO FORM: ��- Aaron C. Harp, Assistant City Attorney ATTEST: City Clerk 18 OMNIPOINT COMMUNICATIONS, INC., a Delaware corporation, a Subsidiary of T -Mobile USA ,fin ZAwA@g Awa -Director, Engineering OMNIPOINT COMMUNICATIONS, INC., a Delaware corporation, a Subsidiary of T=Mobile'USA David Gallagher; Regional Vice President �_ I Da'6.aP't s, c (PEI. M MEDT. A' --t- :'Va '2tPi-, @ TO IM -1 S srt,,m RV T!E AATc O< ^JGI�PJSA. CALTi. aF CSNNR'. DESCRIDW a Po'_LIII. 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C r � U U Cv 4� L .r 40 G r4 - O H 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 Final 7 /14/05 l TELECOMMUNICATIONS LICENSE AGREEMENT (Streetlight) This LICENSE AGREEMENT (" Agreement') is entered into between Sprint PCS Assets, LLC; a Delaware limited liability company ( "Company') and the City of Newport Beach, a' municipal corporation and charter city ( "City ") this 14th day of July, 2005. Company and 'City are each a 'Party' and together the 'Parties" to this Agreement. RECITALS A. City is the fee title owner of a streetlight located within the public right of way on the south side of Pacific Coast Highway near the southeast intersection of Dover Drive and Pacific Coast Highway, otherwise known as 101 (CS) W. Coast Highway, City of Newport Beach, California, as depicted in Exhibit "A" attached hereto, ( "Streetlight'); B. Company desires to license from City, on a non - exclusive basis, the right to replace the Streetlight with a new streetlight ('Replacement Streetlight') to accommodate both the City's standard streetlight fixture and the operation of its wireless telecommunications antenna and related facilities, including any ground support equipment such as electric meters, vaults, above ground boxes, switch gear, transformers, etc., on property within City's jurisdiction or control which is shown as Reference Note 3 in Exhibit "A" (hereinafter the "License Ares'); C. City is willing to make the License Area available to Company, subject to the covenants and conditions set forth in this Agreement, on a non- exclusive basis, in order to facilitate the efficient and orderly deployment of communications facilities in the City of Newport Beach; and D. Company hereby represents that the Replacement Streetlight is upon land owned and operated by Caltrans. Company has obtained an Encroachment Permit from Caltrans, which is attached hereto as Exhibit "B ", and fully incorporated herein. NOW THEREFORE, THE PARTIES AGREE AS FOLLOWS: 1. License: City grants a non - exclusive license ( "License ") to Company for the term of this Agreement, to replace the Streetlight with the Replacement Streetlight, as it is described in the Telecom Permit, for the uses specified in this Agreement. City further grants to Company a non - exclusive license to access the Replacement Streetlight seven (7) days a week, twenty -four (24) hours a day, or as subject to the conditions of the Encroachment Permit issued by the Public Works Department, attached hereto as Exhibit "C ", and to the terms of all governmental licenses, permits and approvals required by Federal, State or local governmental agencies, for construction, installation and maintenance of the facilities and utility 1 H wires, cables, conduits as necessary to operate the Telecommunications Facilities, as defined below, and for the construction and installation of a working streetlight pursuant to City standards, and as approved by the City. All installation and maintenance activities shall be at Company's sole cost and expense, including but not limited to the fees and costs associated with the permits and government approvals described in Article 3, pursuant to plans approved in advance in writing by the City. The license granted herein is subject to the terms, covenants and conditions hereinafter set forth, and Company covenants, as a material part of the consideration for this license, to keep and perform each and every term, covenant and condition of this Agreement. The Company shall be responsible for all maintenance associated with the Telecommunications Facilities. The City shall be responsible for all maintenance associated with the streetlight portion of the Replacement Streetlight, including but not limited to, the working streetlight itself, the wires and equipment necessary to operate the streetlight, and the physical pole. Notwithstanding Company's construction and installation of the Replacement Streetlight, it is the parties' intention that Company's interest in the Replacement Streetlight is restricted to this License and the City retains all rights, title and interest in the Replacement Streetlight. 2. Uses: Company shall use the Replacement Streetlight for the sole purpose of constructing, maintaining, securing and operating a wireless telecommunications antenna, wires and /or cables, described in the Telecom Permit, to transmit and receive radio communication signals on various frequencies (between 1850 and 1945 MHZ), all in compliance with the approved site plans and related drawings dated May 27, 2004,on file with the City Planning Department, and the conditions of approval contained in the Telecommunications Permit issued by the Planning Department in accordance with Chapter 15.70 of the Newport Beach Municipal Code, ( "Telecom Permit" No. TP 2004 -001, (PA2004- 023)), attached hereto as Exhibit "D" (collectively, the "Telecommunications Facilities" or "Facilities "). The Telecommunications Facilities and operating frequencies may not be expanded or modified except upon written approval of an amended Telecom Permit and as may be required by this Agreement. Construction and operation of the Telecommunications Facilities shall be at Company's sole expense. Company shall keep the Telecommunications Facilities free from hazards or risk to the public health, safety or welfare. Except as provided under this Agreement, Company shall not make or permit to be made any alterations, additions or improvements to the Replacement Streetlight, or paint, install lighting or decorations, or install any signs, lettering or advertising media of any type or any other visual displays, on or about the Replacement Streetlight without the prior written consent of City. Notwithstanding the foregoing, Company shall have the right to place warning signs on or about the Telecommunications Facilities in the manner required by Federal. State or local law. 7 3. Telecommunications Permit And Government Approvals: Prior to the issuance of a building permit for construction of the Telecommunications Facilities, Company shall obtain a Telecom Permit from the City and an Encroachment Permit from the Public Works Department. Company shall comply with all conditions of approval contained in the Telecom Permit and the Encroachment Permit. ,Company shall obtain all other governmental licenses, permits and approvals required by Federal, State or local governmental agencies, enabling Company to construct, operate, repair and remove the Telecommunications Facilities in the License Area. 4. Term: The initial Term of the license granted hereunder ( "Term ") shall commence on the Commencement Date and continue for a period of five (5) years. For purposes of this Agreement, the "Commencement Date" shall be the first to occur of (i) the first day of the month following the date City issues a building permit to allow Company to construct the Facilities on the License Area, or (ii) six (6) months after the date of this Agreement, whichever comes first. After the Commencement Date, this License shall not be revoked or terminated except as expressly provided in this Agreement. This Agreement shall automatically be extended, on the same terms and conditions as set forth in this Agreement, for up to three (3) successive terms of five (5) years each ( "Renewal Terms ") unless at least thirty (30) days prior to the expiration of the Term or any Renewal Term, Company notifies City in writing of Company's intention not to extend this Agreement and by the end of the then current Term or Renewal Term the Company also complies with the surrender conditions of Section 17 below. Notwithstanding the above, this Agreement shall not be automatically extended if Company has defaulted in the performance of any term or condition of the Agreement and has failed to cure such default after notice as provided in this Agreement. 5. Fees and Costs: a. Within fifteen (15) days following the Commencement Date, and on the first day of each month during the Term and each Renewal Term, Company shall pay to City a License Fee in an amount of One Thousand and 00/100 Dollars ($1000.00) per month, adjusted in accordance with paragraph (b) immediately below (the License Fee, as adjusted herein, is referred to as the "License Fee'). The License Fee for any partial month shall be prorated in accordance with the actual number of days in that month. b. Beginning in year two of the Term of this Agreement, the License Fee shall automatically increase each and every year during the Term and any Renewal Term, upon the Anniversary Date, with the exception of any Anniversary Date on which the fee is being increased under Section 6, below, to "Market Rate" (as defined below). The amount of increase shall 3 be four percent (4 %) of the License Fee in effect immediately preceding the increase. Notwithstanding the foregoing, the License Fee upon which the annual increase is calculated may be adjusted prior to and effective upon each Renewal Term in accordance with Section 6 below. G. A ten percent (10 %) penalty shall be added to the License Fee if not received by City within thirty (30) days following the due date. In addition all unpaid fees shall accrue interest at the rate of One and a Half Percent (1'/z %) per month or any portion of a month until paid in full. 6. Adjustment of License Fee Upon Renewal: The City shall conduct rent surveys and appraisals of rents or license fees paid for similar facilities in similar California locations. The Telecommunications Committee shall then meet to review such rent surveys and appraisals and make a recommendation to the City Manager's office for the Market Rate of the Telecommunications Facilities. Sixty (60) days prior to the start of the second (2 "d) Renewal Term, and each Renewal Term thereafter, the City Manager shall establish the Market Rate of the Telecommunications Facilities based upon the Telecommunications Committee recommendations. The Parties recognize that the annual increase in the License Fee as required by Section 5(b) may cause the License Fee to be greater than, less than, or equal to the Market Rate. If the Market Rate is greater than the License Fee as adjusted by the annual increase in Section 5(b) above, then the License Fee for the second (2 "d) Renewal Term, and each Renewal Term thereafter, shall be adjusted to the higher Market Rate for that Renewal Term. If the Market Rate is less than or equal to the License Fee as adjusted by the annual increase in Section 5(b) above, then the License Fee for the Renewal Term shall be the License Fee at the expiration of the term immediately preceding the Renewal Term. 7. Adiustment of License Fee Upon Modification of Uses: The License Fee set out in this paragraph is based upon the Facilities, Replacement Streetlight and License Area permitted by the Telecom Permit. Changes in the Facilities, Replacement Streetlight or License Area may increase the value of this License Agreement. To the degree that a change in the Facilities requires amendment or modification to the Telecom Permit, City and Company understand and mutually agree that a corresponding increase in the Market Rate of the Telecommunications Facilities may be reflected in an adjustment to the License Fee. Such an adjustment may be defined at the time at which Company seeks City's approval for modifications in the Telecommunications Facilities described in Paragraph 2, and shall be mutually agreed to by the Parties as a condition of the City's approval of such expanded service by the Company. 8. Interference with City Telecommunications: 11 a. Company agrees that its operation of the Telecommunications Facilities shall at all times comply with all Federal Communications Commission ( "FCC ") requirements and shall not cause any direct or indirect interference with the operation of the Replacement Streetlight as a streetlight or City's own wireless communications facilities, including but not limited to public safety transmissions, police and fire communications, water or sewer internal or external radio signals and communications, as they now exist or may from time -to -time hereafter exist ( "City's facilities "). b. In the event of any interference with City Police and Fire Department public safety communications, Company shall work with the affected Department to correct the interference within two (2) hours of City's written or telephone notice to Company. In the event of interference with City's streetlight or own wireless communications system or external radio signals and communications other than Police or Fire Department, Company shall work with City to correct the interference within twenty -four (24) hours of City's written or telephone notice. If it is determined the interference is caused by the Facilities and if Company is unable to correct interference to City's satisfaction, Company shall cease its operation of the Telecommunications Facilities at the end of such time period until the cause of the interference is corrected to City's satisfaction. If Company fails to correct any interference, City may, in addition to and without compromising any other available remedy cut off power to the facility in the manner set forth in Section 9 below. C. Prior to making any changes to the frequency or operating conditions approved by the Telecom Permit, Company shall submit plans for the proposed changes to City for its review and approval. Company agrees to fund any studies required to ensure that any contemplated changes will be compatible with the City's facilities. No Company change shall occur prior to the City's approval. 9. Emergency: a. Company understands that the Telecommunications Facilities are located on a public structure or within public property and emergency situations may develop from time -to -time that require power to the Telecommunications Facilities to be immediately shut off and thereby interfere or temporarily terminate the Company's use of its Facilities on the Replacement Streetlight and License Area. Notwithstanding Paragraph 8 of this Agreement, Company agrees that if such a situation occurs, and there are frequency interferences of any nature between City's Police and Fire Department public safety communications equipment or City's facilities affecting operation of sewer or water service and that of Company in a manner that threatens public health or safety, City shall have the right to immediately shut off power to the Telecommunications Facilities and any equipment of Company's located on the Replacement Streetlight for the duration of the emergency. Company agrees not to hold 5 City responsible or liable for and shall protect, defend, indemnify and hold City harmless for any damage, loss, claim or liability of any nature suffered as a result of the loss of the use of the Telecommunications Facilities or other communication facilities by the shut off of power. b. Company agrees to install a clearly marked & accessible master power "cut -off' switch on thgir equipment for the purpose of assisting City in such an emergency. C. Unless otherwise specifically provided in a notice of termination of this Agreement, City's exercise of the right to shut off any power to the Telecommunications Facilities pursuant to Paragraph 9a is not intended to constitute a termination of this Agreement by either party and such event is a risk accepted by the Company. Company and City shall meet after the City determines that an emergency situation has ended to establish the time and manner in which power shall be restored. The License Fee, prorated to a 365 -day year, shall be abated for any day, or part thereof, in which power to the Telecommunications Facilities is shut off pursuant to Paragraphs 8 or 9 of this Agreement. d. City shall have the right to reasonably determine what constitutes an "emergency situation" pursuant to this Section. 10. Acceptance of Condition of License Area: Company shall accept use of the Replacement Streetlight, Streetlight and License Area in an "as is" condition, with no warranty, express or implied from theL City as to any latent, patent, foreseeable and unforeseeable condition of the Replacement Streetlight, Streetlight and License Area, including its suitability for the use intended by Company. To the best of City's knowledge, the Replacement Streetlight, Streetlight and the License Area has not been used for generation, storage, treatment or disposal of Hazardous Substances as defined in Section 26. The Company has conducted its own appropriate due diligence investigation of the Replacement Streetlight, Streetlight and License Area prior to its'execution of this Agreement. 11. No Interest in Property: Nothing herein shall be deemed to create a lease, or easement of any property right, or to grant any, possessory or other interest in the Replacement Streetlight, Streetlight, License Area, or any Caltrans property, other than a license to use and access the Replacement Streetlight and License Area, revocable and for a term as set forth in this Agreement. 12. Reservation of Rights: Company understands, acknowledges and agrees that any and all authorizations granted'to Company under this Agreement are non - exclusive and shall remain subject to all prior and continuing regulatory and propriety rights and powers of 0 City to regulate, govern and use City property, as well as any existing encumbrances, deeds, covenants, restrictions, easements, dedications and other claims of title that may affect City property. 13. Utilities: Company shall not do, nor shall it permit anything to be done that may interfere with the effectiveness and accessibility of the Replacement Streetlight, except as may be specifically permitted by the Telecom Permit. The Telecommunications Facilities shall be separately metered. In addition to the License Fee, Company shall be responsible for the cost of all utility services necessary for the operation of the Telecommunications Facilities, and if required by City, shall have such utilities installed underground and /or connected if already installed, and maintained at Company's sole cost and expense (along with all ongoing use charges). Subject to City's approval, Company shall obtain an encroachment permit from City's Public Works Department and submit plans for underground construction of any required utility lines to City for its review and approval prior to commencement of construction. 14. Inspection: City shall be entitled to inspect the Replacement Streetlight and Telecommunications Facilities for compliance with the terms of this Agreement, and with all applicable Federal, State and local (including those of the City) government regulations. 15. City Retention Rights: Company's right to use the Replacement Streetlight and License Area during the term of this Agreement shall be subordinate and junior to the rights of City to use and occupy the Replacement Streetlight and License Area for any purpose that does not interfere with Company's use of the Replacement Streetlight and License Area as provided herein. 16. Company's Retention of Title: Title to the Telecommunications Facilities placed on the Replacement Streetlight and License Area by Company shall be held by Company or its equipment lessors, successors, or assigns. The Telecommunications Facilities shall not be considered fixtures. Company has the right to remove any or all of the Telecommunications Facilities at its sole expense from time -to -time and in all events by the expiration of this License or within thirty (30) days after an early termination of this License. 17. Surrender: Upon expiration or termination of this Agreement, Company at its sole cost and expense, shall within sixty (60) days of written notice from City, remove the Telecommunications Facilities, restore the Replacement Streetlight and License 7 Area to its original condition or to a condition satisfactory to and approved by City, and vacate the Replacement Streetlight and License Area. Should Company fail to restore the Replacement Streetlight and License Area to a condition satisfactory to City, City may perform such work or have such work performed by others and Company shall immediately reimburse City for all direct and indirect costs associated with such work upon receipt of an invoice for such costs. Company shall contipue to pay the License Fee until the Replacement Streetlight and License Area is so restored as required by this Agreement. 18. Assignment: a. All of the terms and provisions of this Agreement shall inure to the benefit of and shall be binding upon the parties and their respective successors and assigns. This Agreement and the rights and obligations of Company shall not be assigned, transferred, or hypothecated (collectively referred to as "transferred "), in whole or in part, without the express written consent of the City, which consent shall not be unreasonably withheld, delayed or conditioned and may be withheld if assignee is of lesser financial status than Company when this Agreement was executed. Any attempted transfer in violation of this Section shall be void. Except as provided below, the transfer of the rights and obligations of Company to any successor in interest or entity acquiring fifty -one percent (51 %) or more of Company's stock or assets, shall be deemed an assignment requiring consent. Company shall provide City at least thirty (30) days advance written notice of any proposed transfer. If Company desires at any time to effect a transfer, it shall first deliver to City (1) a written request for approval, (2) the name, address and most recent financial statements of the proposed transferee and (3) the proposed instrument of assignment or sublease, which in the case of assignment shall include a written assumption by the assignee of all obligations of this Agreement arising from and after the effective date of assignment. C. Notwithstanding paragraph 18(a) above, Company may, without prior approval from time -to -time, do any of the following: Grant to any person or entity a security interest in some or all of Company's Telecommunications Facilities which lien shall be subordinate and junior to this License; and 2. Assign financial and /or operating interest in Company: (i) to any entity which has, directly, or indirectly, a thirty percent (30 %) or greater interest in Company (a "Parent ") or in which Company or a Parent has a thirty percent (30 %) or greater interest (an "Affiliate "); (ii) to any entity with which Company and /or any Affiliate may merge or consolidate; (iii) to a buyer of substantially all of the outstanding ownership units or assets of Company or any Affiliate; or (iv) to the holder or transferee of the FCC license under which the Telecommunications Facilities is operated, upon FCC approval of any such transfer. Any such assignment shall be conditioned upon and not be effective until Company cures any defaults under this Agreement and the assignee signs and delivers to City a document in which the assignee accepts responsibility for all of Company's post, current and future obligations under the Agreement. , d. No assignment by the Company shall release Company from continuing liability under this Agreement with the exception of a buyout of the Company by another entity which formally assumes all post, current anc future obligations of the Company under this Agreement. 19. Taxes: Company shall pay all personal interest property taxes, real property taxes, fees and assessments which may at any time be imposed or levied by any public entity and attributable to the Telecommunications Facilities authored herein. City hereby gives notice to Company, pursuant to Revenue and Tax Code Section 107.6 that this Agreement may create a possessory interest which is the subject of property taxes levied on such interest, the payment of which taxes shall be the sole obligation of Company. 20. Relocation: Company agrees that whenever any City improvements may be required (for example, the widening of a street or replacement of a bridge), the City may require the relocation of any such Telecommunications Facilities at the Company's expense, without making any claim against the City for reimbursement or damage therefore. 21. Termination: a. This Agreement may be terminated by either party (1) for cause, for failure to comply with any covenant, condition or term hereof by the other party, including payment of the License Fee which failure is not cured within thirty (30) calendar days of receipt of written notice of default. If such breach, other than payment of the License Fee, is not capable of cure within such thirty (30) calendar -day period, then no breach or default shall be deemed to have occurred by reason of such failure so long as the defaulting party promptly commences and diligently prosecutes such cure to completion within a reasonable time period; or (2) Company fails to construct and commence operation of the Telecommunications Facilities authorized by this Agreement within one year of the date of this Agreement or ceases to operate the Telecommunications Facilities for a continuous period of six (6) months. City may also terminate this Agreement, without cause, upon one hundred and eighty two (182) calendar days advance written notice to the other party that the License Area is necessary for a public purpose. City agrees to cooperate with Company to identify alternate locations to relocate the Telecommunication Facilities. C. Company may also terminate this Agreement by providing the City with advance written notice: (1) if Company is unable to reasonably obtain or maintain any certifica#e, license, permit, authority or approval from any governmental authority, thus, restricting Company from installing, removing, replacing, maintaining or operating the Telecommunications Facilities or using the License Area in the manner described in Section 2 of this Agreement; or (2) Company determines that the License Area is not appropriate for its operations for economic, environmental or technological reasons, including without limitation, signal strength, coverage or interference, provided that for any termination by Company under this subsection 21(c)(2) after the Commencement Date, Company shall provide City not less than one hundred and eighty two (182) days prior written notice of termination. d. Any termination is subject to the Company complying with the surrender obligations of Section 17, above. Additionally, following any termination of this Agreement, City shall reimburse Company for any advanced payments of the License Fee, prorated to a 365 -day year. 22. Construction: a. Company agrees to take all prudent action to protect the Telecommunications Facilities and City facilities from any damage or injury caused by any work performed by or on behalf of Company regarding the construction, installation, operation, inspection, maintenance, repair, reconstruction, replacement, relocation, or removal of its Telecommunications Facilities or the failure, deterioration or collapse of such Telecommunications Facilities. b., Company shall, at its sole cost and expense, continually maintain in a first - class manner, and repair any damage to the Replacement Streetlight and License Area, to the extent such damage is caused by Company or any of its agents, representatives, employees, contractors, subcontractors, or invitees. Company shall immediately notify the City Manager and the appropriate public safety agency (e.g. police and fire department) of any damage or injury caused by work authorized pursuant to this Agreement. C. Without limitation of any other remedy available hereunder or at law or in equity, if Company fails to repair or refinish any such damage, City may, at its sole discretion, but not be required to, repair or refinish such damage and Company shall reimburse City of all costs and expenses incurred in such repair or refinishing. d. Company, prior to the issuance of an Encroachment Permit by the Public Works Department for the Facilities, shall submit to the City and, 10 throughout the Term and each Renewal Term, maintain in effect, a bond, letter of credit or other security, in the principal amount of One Thousand and 00/100 Dollars ($1000.00) ( "Security ") to ensure and secure faithful compliance with the conditions of this Agreement. The Security shall be in a form acceptable to the City, and shall remain in effect throughout the term of this Agreement. The purpose of the Security is to provide payment to the City for any ano all expenditures incurred by the City under this Agreement, including but not limited to costs of repairs and cost of removal of the Facilities upon expiration or termination of this Agreement should Company fail to do so as required by this Agreement, including attorneys' fees and costs, reasonably necessary to enforce the terms of this Agreement. The Security shall in no way limit the liability or obligations of Company or its insurers under this Agreement. If the funds represented by the Security become exhausted, Company shall immediately provide the City with a new security in the amount necessary to provide full required Security. 23. Maintenance: Company shall take good care of the Telecommunications Facilities and keep the Telecommunications Facilities neat, clean and free from graffiti, dirt and rubbish at all times. 24. Multiple Companies: The Parties recognize that this Agreement contemplates installation and use by multiple entities or companies, other than City, seeking to place tel @communications facilities in or about the Replacement Streetlight, License Area or Caltrans property. Company shall use its best efforts to coordinate its activities with those other such entities to reduce the costs of all such parties and to avoid interference with each such party's realizations of benefits of this and similar Agreements. If City deems reasonably necessary, City shall coordinate any such cooperative efforts. City will not enter into a subsequent agreement with another entity to place telecommunications facilities within the License Area or in proximity to the License Area if Company has shown to City's satisfaction, after compliance with this section, that additional telecommunications facilities are technically incompatible with the operation of the Telecommunications Facilities under this Agreement. 25. Indemnification: Company shall indemnify, release, defend and hold harmless City, its officers, agents, and employees against any and all claim, demand, suit, judgment, loss, liability or expense of any kind, including attorneys' fees and administrative costs, arising out of or resulting in any way, in whole or in part, from the latent or patent defects in design and construction of Replacement Streetlight, Telecommunications Facilities or any acts or omissions, intentional or negligent, of Company or Company's officers, agents or employees in the performance of their duties and obligations under this Agreement, except to the extent such 11 claims are caused by the active negligence, or willful misconduct of City, its officers, agents and employees. a. During the term of this Agreement, Company shall maintain, at no expense to City, the following insurance policies with a minimum financial rating of Best A -VII or better; 1. A comprehensive general liability insurance policy in the minimum amount of one million ($1,000,000.00) dollars per occurrence for death, bodily injury, personal injury, or property damage; 2.. An automobile liability (owned, non - owned, and hired vehicles) insurance policy in the minimum amount of one million ($1,000,000.00) dollars per occurrence; b. The insurance coverage, shall also meet the following requirements: The insurance shall be primary with respect to any insurance or coverage maintained by City and shall not call upon City insurance or coverage for any contribution. 2. The insurance policies shall be endorsed for contractual liability and personal injury; 3. The insurance policies shall be specifically endorsed to include City, its officers, agents, employees, and volunteers, as additionally named insureds under the policies; 4. Company shall provide to City's Risk Manager, (a) original Certificates of Insurance evidencing the insurance coverage required herein, and (b) original specific endorsements naming City, its officers, agents, employees, and volunteers, as additional named insureds under the policies; 5. The insurance policies shall provide that the insurance carrier shall not cancel, terminate or otherwise modify the terms and conditions of said insurance policies except upon thirty (30) days written notice to City's Risk Manager; 6. If the insurance is written on a Claims Made Form, then, following termination of this Agreement, said insurance coverage shall survive for a period of not less than five (5) years; 7. The insurance policies shall provide for a retroactive date of placement coinciding with the effective date of this Agreement; 8. The insurance shall be approved as to form and sufficiency by the City's Risk Manager and the City Attorney. 12 C. If it employs any person, Company shall maintain worker's compensation and employer's liability insurance, as required by the State Labor Code and other applicable laws and regulations, and as necessary to protect both Company and City against all liability for injuries to Company's officers and employees. d. Any deductibles or sglf- insured retentions in Company's insurance policies must be declared to and approved by the City's Risk Manager and the City Attorney. At City's option, the deductibles or self- insured retentions with respect to City shall be reduced or eliminated to City's satisfaction, or Company shall procure a bond guaranteeing payment of losses and related investigations, claims administration, attorney's fees and defense expenses. e. The limits of coverage provided in Section 25(a) above may be increased to reflect Council adopted coverage as determined necessary by the City's Risk Manager consistent with industry standards. 26. Hazardous Substances: a. From the date of execution of this Agreement throughout the Term and any Renewal Term, Company shall not use, store, manufacture or maintain on the Replacement Streetlight and License Area any Hazardous Substances except (i) in such quantities and types found customary in construction, repair, maintenance and operations of Telecommunications Facilities approved by this Agreement, (ii) petroleum and petroleum products contained within regularly operated motor vehicles. Company shall handle, store and dispose of all Hazardous Substances it brings onto the Replacement Streetlight and License Area in accordance with applicable laws. b. For purposes of this Agreement, the term "Hazardous Substance" means: (i) any substance, product, waste or other material of any nature whatsoever which is or becomes listed, regulated, or addressed pursuant to the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. Section 9601 et seq. ( "CERLCA "); the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, et seq.; the Resource Conversation and Recovery Act, 42 U.S.C. Section 6901 et seq. ( "RCRA "); the Toxic Substances Control Act, 15 U.S.C. Section 2601 et seq.; the Clean Water Act, 33 U.S.C. Section 1251 et seq.; the California Hazardous Waste Control Act, Health and Safety Code Section 25100 et seq.; the California Hazardous Substance Account Act, Health and Safety Code Sections 25330 et seq.; the California Safe Drinking Water and Toxic Enforcement Act, Health and Safety Code Sections 25249.5 et seq.; California Health and Safety Code Sections 25280 et seq. (Underground Storage of Hazardous Substances); the California Hazardous Waste Management Act, Health and Safety Code Sections 25170.1 et seq.; California Health and Safety Code Sections 25501 et seq. (Hazardous Materials Response Plans and Inventory); or the Porter - Cologne Water 13 Quality Control Act, Water Code Sections 13000 of seq., all as they, from time -to -time may be amended, (the above -cited statutes are here collectively referred to as "the Hazardous Substances Laws ") or any other Federal, State or local statute, law, ordinance, resolution, code, rule, regulation, order or decree regulating, relating to, or imposing liability or standards of conduct concerning, any hazardous, toxic or dangerous waste, substance or raterial, as now or at any time hereafter in effect; (ii) any substance, product, waste or other material of any nature whatsoever which may give rise to liability under any of the above statutes or under any statutory or common law theory, including but not limited to negligence, trespass, intentional tort, nuisance, waste or strict liability or under any reported decisions of a state or federal court; (iii) petroleum or crude oil; and (iv) asbestos. C. Notwithstanding any contrary provision of this Agreement, and in addition to the indemnification duties of Company set forth in Section 25, Company agrees to indemnify, defend with counsel reasonably acceptable to City, protect, and hold harmless the City, its officials, officers, employees, agents, and assigns from and against any and all losses, fines, penalties, claims, damages, judgments, or liabilities, including, but not limited to, any repair, cleanup, detoxification, or preparation and implementation of any remedial, response, closure or other plan of any kind or nature which the City, its officials, officers, employees, agents, or assigns may sustain or incur or which may be imposed upon them in connection with the use of the Replacement Streetlight and License Area provided under this Agreement, arising from or attributable to the storage or deposit of Hazardous Substances on or under the Replacement Streetlight and License Area. This Section 26 is intended to operate as an agreement pursuant to Section 107(e) of CERCLA, 42 USC Section 9607(e), and California Health and Safety Code Section 25364, to insure, protect, hold harmless, and indemnify City for any claim pursuant to the Hazardous Substance Laws or the common law. d. City agrees that City will not, and will not authorize any third party to use, generate, store, or dispose of any Hazardous Substances on, under, about or within the Replacement Streetlight and License Area in violation of any law or regulation. City and Company each agree to defend, indemnify and hold harmless the other and the other's partners, affiliates, agents and employees against any and all losses, liabilities, claims and /or costs (including reasonable attorneys' fees and costs) arising from any breach of any representation, warranty or agreement contained in this Section 26. This Section 26 shall survive the termination of this Agreement. Upon expiration or earlier termination of this Agreement, Company shall surrender and vacate the Replacement Streetlight and License Area and deliver possession thereof to City on or before the termination date free of any Hazardous Substances released into the environment at, on or under the License Area that are directly attributable to Company, IEI 27. Compliance with Laws: Company, at its sole cost, shall observe, perform, and comply with all laws, statutes, ordinances, rules, and regulations promulgated by any governmental agency and applicable to the Replacement Streetlight and the License Area, or the use thereof, including all applicable zoning ordinances, building codes and environmental laws. Company shall not occupy or use the Replacement Streetlight and License Area or permit any portion of the Replacement Streetlight and License Area to be occupied or used for any use or purpose that is unlawful in part or in whole, or deemed by City to be disreputable in any manner or extra hazardous on account of fire. 28. Not Agent of City: Neither anything in this Agreement nor any acts of Company shall authorize Company or any of its employees, agents or contractors to act as agent, contractor, joint venturer or employee of City for any purpose. 29. No Third Party- Beneficiaries: City and Company do not intend, by a provision of this Agreement, to create in any third party, any benefit or right owed by one party, under the terms and conditions of this Agreement, to the other party. 30. Notices: All notices and other communications required or permitted to be given under this Agreement, including any notice of change of address, shall be in writing and given by personal delivery, or deposited with the United States Postal Service, postage prepaid, addressed to the parties intended to be notified. Notice shall be deemed given as of the date of personal delivery, or if mailed, upon the date of deposit with the United States Postal Service. Notice shall be given as follows: To City: City Manager City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92658 and with respect to insurance issues: City Risk Manager City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92658 To Company: Sprint Contracts & Performance Mailstop KSOPHTO101 -Z2650 6391 Sprint Parkway Overland Park, Kansas 66251 -2650 15 with a copy to: Sprint Law Department Mailstop KSOPHT0101 -Z2020 6391 Sprint Parkway Overland Party Kansas, 66251 -2020 Attn: Real Estate Attorney 31. Entire Agreement Amendments: The terms and conditions of this Agreement, all exhibits attached, and all documents expressly incorporated by reference, represent the entire Agreement of the parties with respect to the subject matter of this Agreement. b. This written Agreement shall supersede any and all prior agreements, oral or written, regarding the subject matter between the Company and the City. C. No other agreement, promise or statement, written or oral, relating to the subject matter of this Agreement, shall be valid or binding, except by way of a written amendment to this Agreement. The terms and conditions of this Agreement shall not be altered or modified except by a written amendment to this Agreement signed by the Company and City. e. If any conflicts arise between the terms and conditions of this Agreement, and the terms and conditions of the attached exhibits or the documents expressly incorporated by reference, the terms and conditions of this Agreement shall control. f. Any obligation of the parties relating to monies owed, as well as those provisions relating to limitations on liability and actions, shall survive termination or expiration of this Agreement. 32. Waivers: The waiver by either party of any breach or violation of any term, covenant or condition of this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or violation of the same or other term, covenant, condition, ordinance, law or regulation. The subsequent acceptance by either party of any fee, performance, or other consideration which may become due or owing under this Agreement, shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, condition, covenant of this Agreement or any applicable law, ordinance or regulation. M2 33. Costs And Attorneys' Fees: The prevailing party in any action brought to enforce the terms and conditions of this Agreement, or arising out of the performance of this Agreement, shall not be entitled to recover its attorneys' fees. 34. City Business License: Company shall obtain and maintain during the duration of this Agreement, a City business license as required by the Newport Beach Municipal Code. 35. Applicable Law: This Agreement shall be construed in accordance with the laws of the State of California in effect at the time of the execution of this Agreement. Any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange. 36. Time is of the Essence: Time is of the essence for this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate on the date and year first written herein. City of Newport Beach A Municipal Corporation , G -\vt-, City CIerK APPROVED AS TO FORM: '4" C Aaron C. Harp, Assistant City Attorney `VA Sprint PCS Assets, L.L.C., a Delaware Limited Liability Company By: Gynthia jolly Name: Site Delivery Manager Title: -7 / #1/os Date: r 9Ye'Bi 3iM1SOf ]]IiV tlO f0 ASNIIOJ :yi!S v] 'H]Y3H ttlOdn3R 'HO 3HONSAY9 BBei t —t6 �J %SCC'0 .xoa _nvarw su.>ws oe lIX311 n w]ats: fa tm. vur.+aanmervxn snn e•.v rcne vxn nn nn `�) cnr- tr. -oon -1 fll i I I I I t r •S`TJ: to 9 ::3a— 3ca.'Nnv t x�e.R ne. 9eNOZ . e. ^ m Opt t ad:i w tWtoa TO tl0a OIDSSc >0 /cO /lC 9Ye'Bi 3iM1SOf ]]IiV tlO f0 ASNIIOJ :yi!S v] 'H]Y3H ttlOdn3R 'HO 3HONSAY9 BBei t —t6 �J %SCC'0 .xoa _nvarw su.>ws oe lIX311 n w]ats: fa tm. vur.+aanmervxn snn e•.v rcne vxn nn nn `�) cnr- tr. -oon -1 fll �uua nne Ui l'J an... us. nnrctei m anc.o.a OO a unw] Lind :. aem.x In.ol.rr . eo - ° e�un .m �+:,z 4-rgv. • I�t G.ai • Iwsm.n mw.me w. a• -. •1- ou +...l- .n:'":e oim'.vY°'.. 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OO SSLFiJrE3B�I6 .w 9iNN auwl m (50 Cmml nM t �( anvwm. i:ae"ti v..n w.v..�.n 'vuum] ]wne vR» r>M wrnn� r:t �iiai 3e: !>»mmi m »i w'sint�mi nem.. vmnun un iw+t'm'nvntli. um i�`w .:o»LOjz iiemaiui M t]ep 4NN16W WYI:M A i.PIZr Ern fTILNI NI �i $v4O1 N Gd N N 9 STATE op CALIFORNIA ^ DEPARTMENT orTRANSPORTATION ENCROACHMENT PERMIT RIDER TR-0122 (REV 2198) Rider Fee Paid � ` � |"^" JUN. 9,2005 T0: SPR|NTPC3 C/O CABLE ENGINEERING SERVICES 10640SEP|LYED/\GLY[}` SUITE � MISSION HILLS, C/\9�345 LUKE SNYDER i 010/090'2352 |noompiian:o with ,our request received byPenm|s Office oc JUN 8,20O5 \tv'e are hereby amending the above n-,mnbered encroachrne.-,�permil as follows: ^ Date u-1co/np|etionextended ic/DEC. J1'2005. ,NO OTHER CHANGES e^nxwo. pwo/,m// 1203-t3UL'0029 12'(}RA'1'18.5 mmo. wvmum 1205-6RT- 0293 .PERk4|TTE-F =xcept @�$ amended. all other terms and provisions of:�e origina� permit shall remain ioeffect. File: 03-'S29 STATE OF CALIFORNIA • DEPARTMENT OF TRANSPORTATION ENCROACHMENT PERMIT TR -0120 (REV. 2198) In compliance with (Check one): ( SPRINT PCS 26051 MERIT CIRCLE, SUITE 105 LAGUNA HILLS, CA 92653 STEVEN CARIAS 949/582 -2213 And subject to the following, PERMISSION IS HEREBY GRANTED to: 12 -ORA- 1 —18.45 DECEMBER 30, 2003 , PERMITTEE Install 2.9m x 2.0m x 1.4m concrete vault and a meter cabinet on concrete pad, replace existing street light, and dig trench at four locations for Sch. 40 PVC pipes. All work will be done within State right of v:2,- along southbound Pacific Coast Highway (SR -1) from Babca Shore Drive in the City of Newport Beach. All work performed shall be in accordance with curent Caltrans Standard Specifications and Standard Plans; Section 600 (Utility Permits) of the Encroachment Permits Manual, the attached provisions, ane Permit Plans dated DECEMIBCR 15, 2003. Pemtitiee shall contact SHAHRYAR DERAVI, State Permit Inspector, at 9491756 -7677, iRAJ JAVID, State Permit Electrical Inspector, at 9491724 -2844, and JOHN JALALI, State SWPPP Coordinator, at 9491724 -2266 between 7 AIJ, and 9 AM a minimum of five working days prig: is the start of work. Failure to comply with this requirement will result in sus?ersion of this permit. The tollow.no attachments are also included as part of this pe.- .. (Check applicable): X Yes No General Pr v✓sions Yes X No Utility Maintenance Provisions X Yes No Special Provisicns ❑ Yes No A Cal -OSHA. permit required p-ic- io beginnin; wark: u ni aocmoD iu!ee, c_'_ Dermlaee wul oe Deiec actial cosis fo-: • Yes NC Review • Yes NC. Inspection • Yes No Field Work (if any Cafcra;s effort expended) De'_n revlewao are Is This permit is to be strictly construed and no other work other t :ec specifically mentioned is :.i=_reby authorized. No project work shall be commenced until all other necessary Da -I's and environmental clearances have been obtained. Orig.to Permittee . *PROVED: File 03 -0829 S. DERAVI, Permits I. JAVID, Permits Curdy Quoa. District Duect J. J.A' LI, Permits Mice, (2) ATE ?�tw>Cvieh :zs ?;anu. Disaict Permit SPRINT PCS 1203 -6UL -0829 DEC. 30, 2003 In addition to the attached General Provisions (TR=0045), the following Special Provisions are applicable: t • Personal vehicles of the Contractor's employees shall not be parked on paved shoulders or traveled way within the limits of this work. • All components of the traffic control system shall be removed from the traveled way and paved shoulders at the end of each working day. • Orange vests and hard hats shall be worn at all times while working within State right -of -way. • The full width of traveled way shall be open for use by public traffic on Saturdays, Sundays ancf designated legal holidays, after 3:00 PM on Fridays and on the day preceding designated legal r olidays, and when construction operations are not actively in progress. • Unless otherwise approved by the State Permit Inspector, no work that interferes with public i-affic shall be performed on weekdays between 6:00 AM and 9:00 AM, or between. 3:00 PM and 6:30 PM. • Immediately following completion of the work permitted herein, Permittee shall subnit "AS- BUILT" plan and the Work Completion Notice /Customer Service Questionnaire to close this file. ENVIRONMENTAL REQUIREMENTS: • Permittee shall keep a copy of the approved VdPCP at the job site at all times. If cultural remains are discovered during excavaicn, all earth moving activity within and aroua-c the site area must be diverted until a Caltrans Archaeoloois' can assess the find. • If human remains are discovered, State Health a-:<' Safety Code Section 7050.5 states -that disurbances and activities shall cease. The County Coroner must be notified of the find imrrediately so that he /she may ascertain the origin and disposition, pursuant to Public Resburces Code Sectior 5097.98. If me remains a. e determined to be prehistoric then the coroner will notify the Ila-Live Arne.ican Heritage Commission (NAHC) who will then notify the Most Likely Descendent (MLD). The MLD may inspect the re—,=ins with the approval of the landowner or the authorizes rexesenialive. The MILD must complete this i-spection within 24 hours after notification by the NAHC. Tha MLD may recommend scientific removal a-.d nondestructive analysis. Any runoff draining into Caltrans Right of Way f-Wri construction operations, or from the results project, must fully conform to the current discharge requirements of the Regional VVater Quality Control Bgard to avoid impacting water quality. Permittee must incorpo :aia measures to contain all vehicle toads anc avoid any tracking of materials, which may fall or blow onto Caltrans roadways or facilities during construction. ?zve? n°? STATE OF CALIFORNIA, DEPARTMENT OF TRANSPORTATION ENCROACE90FNT PERMIT GENERAL PROVISIONS TR -0045 (REV. 08/2004) 1. AUTHORITY: The Department's authority to issue encroachment permits is provided under, Div. 1, Chpt. 3, Art. 1, Sect. 660 to 734 of the Streets and Highways Code. r 2. REVOCATION: Encroachment permits are revocable orl five days notice unless otherwise stated on the permit and except as�provid:d by law for public corporations, franchise holders, and utilities. These General Provisions and the Encroachment Permit Utility Provisions are subject to modification or abrogation at any time. Pemunces' joint use agreements, franchise rights, reserved rights or any other agreements for operating purposes in State highway right of way are exceptions to this revocation. 3. DENIAL FOR NONPAYMIENF OF FEES: Failure to pay permit fees when due can result in rejection of future applications and denial of permits. 4. ASSIGtNWNT: No party other than the permittee or perrdnce's authorized agent is allowed to work under this permit. S. ACCEPTANCE OF PROVISIONS: Perminee understands and agrees to accept these General Provisions and all attachments to this permit, for any, work to be performed under this permit. 6. BEGINNLNG OF WORK: When traffic is not impacted (see Number 35), the permittee shall notify the Department's representative, two (2) days before the intent to start permitted work. Permince shall notify the Department's Representative if the work is to be interrupted for a period of five (5) days or more, unicss otherwise agreed upon. All work shall be performed on wcci:days during regular work hours, excluding holidays, unless otneavisc specified in this permit. 12. 13. 14, is. 7. STANDARDS OF'CONSTRUCTION: All work performed whin 16. highway right of way shall conform to recognized ccrstrs;ion standards and current Department Standard Specifier. ees, Department Standard Plans High and Low Risk 'Farm: Specifications, and Utility Special Provisions. Where refer_en _ is made to "Contractor and Engineer," these are amended to be rear as "Pemuttee and Department representative." S. PLAN CHANGES: Changes to plans, specifications, and oe.. U provisions are nor allowed without prior approval from the State representative. 9. INSPECTION AND APPROVAL: All work is sub ice, to monitoring and inspection. Upon completion of work, pemtince shall request a final inspection for acceptance and approval by :he Department. The local agency pemunee shall not give final construction approval to its contractor until final acceptanze and 17 approval by the Department is obtained. 10. PERVUT AT WORKSITE: Permittee shall keep the pemut package or a copy thereof, at the work site and show it upon reques ;c any Department representative or law enforcement officer. If the pemut lS package is not kept and made available at the work site, tint ork shall lie suspended. 11. CONFLICTING ENCROACHMENTS: Permit ec shall 'icic s:a of work to ongoing, prior authorized, work adjacent to or witr__ ire limits of the project site. When existing encroachments confii:: with new work, the pemtince shall bear all cost for rearrangements. te.g.. relocation, alteration, removal, etc.). PERMITS FROM OTHER AGENCIES: This permit is invalidated if the permittee has not obtained all permits necessary and required by law, from the Public Utilities Commission of the State of California (PUC), California Occupational Safety and Health Administration (Cal- OSHA), or any other public agency having jurisdiction. PEDESTRIAN AND BICYCLIST SAFETY: A safe minimum passageway of 4' (1.21 meter) shall be maintained through the work area at existing pedestrian or bicycle facilities. At no time shall pedestrians be diverted onto a portion of the street used for vehicular traffic. At locations where safe alternate passageways cannot be provided, appropriate signs and barricades shall be installed at the limits of construction and in advance of the limits of construction at the nearest crosswalk or intersection to detour pedestrians to facilities across the street. PUBLIC TRAFFIC CONTROL: As required by law, the perri shall provide traffic control protection warning signs, lights, safey devices, etc., and take all other measures necessary for traveling public's safety. Day and night time lane closures shall comply with the MUTCD and CA Supplement (Pan 6, Temporary Traffic Control), Standard Plans, and Standard Specifications for traffic condo! systems. These General Provisions are not intended to impose upon the permute, by third parties, any dun' or standard of care, greater than or different from, as required by Imv. . IINIMUM INTERFERENCE NgTH TRAFFIC: Permittee shall plan and conduct work so as to create the least possible inconvenience to the uraveling public; traffic shall not be unreasonably delayed. On convcntional highways, permittee shall place properly attired flag er(s) to stop m warn the traveling public in compliance with the ML'TCD and CA Supolement (Chapter 6E, Flagger Control). STORAGE OF EQUIPMENT AND MATERIALS: The storage of equipment a, materials is not allowed within State highway righ: -of- '.wav, unless specified within the Special Provisions of this specific encroachment petit. If Encroachment Permit Special Provisions allow for mite storage of equipment or materials within the State right Of ;%2'; the equipment and material storage shall comply with Sandard Saecificatioas, Standard Plans, Special Provisions, and the Hi4ghttiav Design Manual. The clear recovery zone widths must be followed and are the minimum desirable for the type of facility indicated below: freeways and expressways -9 m, conventional highways (no curbs) -6 R, convcntional. highways (with curbs). 0.5 m. If a fixed object cannot be eliminated, moved outside the clear recovery zone, or modified to be made yielding, it should be shielded by a guardrail or a crash cushion. CARE OF DRAINAGE: Permittee shall provide alternate drainage for any work interfering with an existing drainage facility ie compliance with the Standard Specifications. Standard Plans andro. as directed by the Department's representative. RESTORATION AND REPAIRS IN RIGHT OF WAY: Pennine: is responsible for restoration and repair of State highway right of tray resulting from permitted work (State Streets and Highways Code. Sections 670 et. seq.). 19. RIGHT OF WAY CLEAN UP: Upon completion of work, perminee shall remove and dispose of all scraps, bmsh, timber. materials, etc. off die right of way. The aesthetics of the hi_ginczy shall be as it was before work started. 20. COST OF WORK: Unless stated in the permit, or a separate written agreement, the permittee shall bear all costs incurred for work within the State right of way and waives all claims for indemnification or contribution from the State. 21. ACTUAL COST BILLING: When specified in the permit, the Department will bill the permittee actual costs at the currently set hourly rate for encroachment permits. f .f 22 AS -BUILT PLANS: When required, perminee shall submit one (1) set of as -built plans within thirty (30) days after completion and 25. approval of work in compliance with requirements listed as follows: 23. 24. 1. Upon completion of the work provided herein, the permittee shall send one vellum or paper set of As -Built plans, to the State representative. Mylar or paper sepia plans are not acceptable. 2. All changes in the work will be shown on the plans, as issued with the permit, including changes approved by Encroachment Permit Rider. 3. The plans are to be stamped or otherwise noted AS -BUILT by the permittee's representative who was responsible for overseeing the work. Any original plan that was approved with a State stamp, or Caltrans representative signature, shail b- used for producing the As -Built plans. 4. If As -Built plans include signing or sniping, the dates of signing o, striping removal, relocation, or installation shalt be shoum on the plans when required as a condition of the Dt=:. When the construction plans show signing and striping for staged construction on separate shoots, the sheet for each sage shall show the removal, relocation m installation dates of the appropriate staged swiping and signing. S. As -Built plans shall contain the Permit Number, County, Rome, Post Mile, and Kilometer Position on each sheet. 6 Disclaimer statement of any kind that differ from the obligations and protections provided by Sections 6735 though 6735.6 of the California Business and Professions Code, shall not be included on the As -Built plans. Such statements constitute non - compliance with Encroachment Permit requirements, and may result in the Department or Transportation retaining Performance Bonds or deposits until proper plans are submitted. Failure to comply may also resit: it; denial of future permits, or a provision requiring a uubiic agency to supply additional bonding. PER-NUTS FOR RECORD PURPOSES ONLY: When work i- :he right of way is within an area under a Joint Use .Aereemem (.JUA: o; a Consent to Common Use Agreement (CCUA), a fee exempt me-_: is issued to the pernittee for the purpose of providing a notice and record of work. The Pemmittee's prior rights .shall be preserved without the intention of creating new or different ;igh:; or oblieations. "Notice and Record Purposes Only" shall be stann.2ed across the face of the permit. BONDING: The pemtittee shall file bond(s), in advance, iLri t amour: set by the Department. Failure to maintain bond(s) in run1 force and effect will result in the Department smpping of all + o-1 and revoking permit(s). Bonds are not required of public corporz:i; :s or privately owned utilities, unless permittee failed to comply 'Ni:- :6t prmision and conditions under a prior permit. The swcn compar.,s responsible for any latent defects as provided in California Cot: of Civil Procedures, Section 337.15. Local agency perntiuee s:._.. comply with requirements established as follows: In recognition -zt project construction work done on State property will not be dis;:iy funded and paid by Stare, for the purpose of protecting stop ::,._- claimants and the interests of Satc relative to successfu! o -. completion, the local agency permittee agrees to require -t construction contractor furnish both a payment and perfomrzace Soa� in the local agency's name with both bonds complying with the requirements set forth in Section 3 -1.02 of State's current Standard Specifications before performing any project construction work. The local agency permittee shall defend, indemnify, and hold harmless the State, its officers and employees from all project construction related claims by contractors and all stop notice or mechanic's lien claimants. The local agency also agrees to remedy, in a timely manner and to State's satisfaction, any latent defects occurring as a result of the project construction work. FUTURE MOVING OF INSTALLATIONS: Perrnitiec understands and agrees to rearrange a pennitted installation upon request by the Department, for State construction, reconstruction, or maintenance work on the highway. The perminee at his sole expense, unless under a prior agreement, JUA, or a CCUA, shall comply with said request. 26. ARCHAEOLOGICAL/MSTORICAL: If any archaeological or historical . resources are revealed in the work vicinity, the perminee shall immediately slop work, notify the Department's representative, retain a qualified archaeologist who shall evaluate the site, and make recommendations to the Department representative regarding the continuance of work. 27. PREVAILING 'WAGES: Work performed by or under a permit may require permittee's contractors and subcontractors to pay appropriate Prevailing wages as set by the Department of Industrial Relations. Inquiries or requests for interpretations relative to enforcemen: of Prevailing wage requirements are directed to State of Caii`o=a Department of Industrial Relations, 525 Golden Gate Avenue. San Francisco, California 94 102. 28. RESPONSIBILITY FOR DAMAGE: The State of Califomia and all officers and employees thereof, including but not lirrdtcd to the Director of Transportation and the Depury, Director, shall no: be answerable or accountable in any, manner for injury to or dcztb of to, person, including but not limited to the pe mince, persons empioyod by the pennittec, persons acting in behalf of the permitter, o. fo- damage to property from any cause. The permiuce shall be responsible for any liability imposed by law and for injuries to o: -, death of any person, including but not limited to the perminec. persons employed by the permittee, persons acting in behalf of the oc. ittee, or for damage to property arising out of work` o. otrar activiry permitted and done by the perminee under a pemm, o: a:iss.c out of the failure on the peco inee's pan to perform his obligations; under any permit in respect to maintenance or any other obiir:snons. or resuldne from defects or obstructions, or from any c-_.- w'hatsoever during the progress of the work, o. other acti+in o: any subsequent time, work or other activity is being performed under `rte obligations provided by and contemplated by the permit. The perminee shall indemnify and save harmless the State of California, all officers, emplovees, and State's comint—ors. :na -eo: including but not limited to the Director of Transponation and foe Deputy Director, from all claims, suits or actions of every name, ii,: and description brought for or on account of injuries to or death of a %v rm =D10'.., oerson, includine but not limited to the permittee, persons Pioye: be the Perminec, persons acting in behalf of the permitree end ie Pablic, or damage to property resulting from the performance r, w?'. -: o.- other aetivi� under the permit, or arising out of the fails: o- :-z uemti ice's pan to perform his obligations under any permh in resoea: !o maintenance or any other obligations, or resulting from defects obsmtctions, o. from any cause whatsoever during the progress o' : e vark, or other activity or at any subsequent time, won. ", o- over a;!Miv is being performed under the oblieations uro+ided 2:.z by the permit, except as otherwise provided by s:ann: , Tne duty of tie penninec to indemnify and save hamtless i.^.ri::de; rice ,._ es to defend as set forth in Section 2778 of the Cm! Cad:_ -nt permittee waives any and all rights to any type of expressed or implied indemnity against the State, its officers, employees, and State contractors. It is the intent of the parties that the permittee will indemnify and hold harmless the State, its officers, emplovees, and State's contractors, from any and all claims, suits or actions as set forth above regardless of the existence or degree of fault or negligence, whether active or passive, primary or secondary, on the part of the State, the perntittee, persons employed by the parniuce, or acting on behalf of the permittee. ;1 For the purpose of this section, "State's contractors" shall include contractors and their subcontractors under contract to the State of California performing work within the limits of this permit. 29, NO PRECEDENT ESTABLISHED: This permit is issued with the understanding that it does not establish a precedent. 30. FEDERAL CIVIL RIGHTS REQUIREMENTS FOR PUBLIC ACCOMMODATION: A. The pemtittee, for himself, his personal representative, successors in interest, and assigns as par of the consideration hereof, does hereby covenant and agree that: L No person on the grounds of race, color, or national origin shall be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities. 2. That in connection with the construction of any improvements on said lands and the furnishings of services thereon, no discrhination shall be practiced in the selection and retention of first tier subcontractors in the selection of second -tier subcontractors. 3. That such discrimination shall not be practiced against the public in their access to and use of the facilities and services provided for public accommodations (such as eating, sleeping, rest, recreation), and operation on, over, or under the space of the right of way. 4. That the permittee shall use the premises in compliance with all other requirements imposed pursuant to Title 15, Code of Federal Regulations, Commerce and Foreign Trade; Subtitle A. Office o` w Secretary of Commerce, Part 8 (15 C.F.R. Pan 8) and as said Regulations may be amended. 5.Tnat in the event of breach of any of the above nondiscrinuna :ion covenants, the State shall have the right to terminate the permit and :o re -enter and repossess said land and the land and the facilities therca, and hold the same as if said permit had never been made or issued. 31. MAUvTENA.NCE OF HIGHWAYS: The pemnttee agrees, by acceptance of a permit, to properly maintain any encroachment. Ti's assurance requires the permittee to provide inspection and repair 2 y damage, at pernittee's expense, to State facilities resulting from, the encroachment. 32. SPECIAL EVENTS: In accordance with subdivision (a) of Sree:s and Highways Code Section 682.5, the Depanmcut of Transporation shall not be responsible for the conduct or operation of the permined activity, and the applicant agrees to defend, indemnify, and 'hold hamiless the State and the city or county against any and all claims arising out of any activity for which the permit is issued. Pemtittee understands and agrees that it will comply with ae obligations of Titles lI and III of the Americans with Disabilities Ac: of 1990 in the conduct of the event, and forth— agrees to indcr =. ' and save harmless the State of California, all officers and cmpioy: ei thereof.* including but not lintited to the Director of Tmnspora:vr. from any claims or liability arising out of or by vitae of said Ac:, 33.. PRIVATE USE OF RIGHT OF WAY: Highway right of way not be used for private purposes without compensation to the S:_: The gifting of public property use and therefore public fund: s prohibited under the California Constitution, Anicle 16. 34. FIELD WORK REDIBURSEMEN'T: Petmittce, shall reimburse State for field work performed on perminee's behalf to correct or remedy hazards or damaged facilities, or clear debris not attended to by the permittee. 35. NOTIFICATION OF DEPARTMENT AND TMC: The pemdnee shall notify the Department's representative and the Transportation Management Center (TMC) at least 7 days before initiating a lane closure or conducting an activity that may cause a traffic impact. A confirmation notification should occur 3 days before closure or other potential traffic impacts. In emergency situations when the corrective work or the emergency itself may af-icct traffic, TMC and die Department's representative shall be notified as soon as possible. 36. SUSPENSION OF TRAFFIC CONTROL OPERATION: The permittee, upon notification by the Depa:�cm's representative, shall immediately suspend all lane closure operations and any operation that impedes the Flow of traffic. All -costs associated with this suspension shall be home by the ptraducc. 37. UNDERGROUND SERVICE ALERT (USA) NOTIFICATION: Any excavation requires compliance with the provisions of Government Code Section 4216 et. seq., including , but not limited to notice to a regional notification center, such as Underground Service Alen (USA). The pennittee shall provide notification at least 48 hours before performing am excavation work whin the right of way. ro (1 E2) P01➢ ® � d [yf£H➢1 QP( JVIY 1. i0oe [ 3 •� I Orin .13Y1�° \' IJ no.nr,ee _ \ fQR.31TJR.Mo1p9Nnn le sipnz. 00 "gym -' 1 S<e fe ) uln BO -.{E. Vln Jnn.m rgo•r m_ / Min _. )00 m O�e! uin ITO Hin 150 m .,.••s..w.n.w„y,.r, sro 1:1 Ile 701. _II ti,e, <a mxp. / /r,w.rly[oyr .-- __ _ -_.y_ 3, - - ^ —_e pOr 10118 CIOSOC Sp0 NDIO I$ p!1' IIen _ -_ —__ —•- CII,"d 7 taper 30 m MO% ap,<ing , I:0° e5o m-- �•t 1Y --EOneS ^_ — See NO,C t f$Pe IlOfe I1 , I see note u— V • '^ a IN!e 11 N 0 f �.y� s F- 1.8 m Ho% L .....Y Id., U. arrr Opr l0, v1 LANE CLOSURE WITH PARTIAL SHOULDER USE .. -..— .. ......... EHE _ r- 101 E; en,n T•^ N -I .er xnla 1 °F' A . c T WO S "• un1p ° UxF ttO5E0 e rlo e 6 C]�11> r ttOSEO - see Note 6 p� Fi0.05E0 LSE ""a OxE i, ^] n \ m \ c aR D 1 .`.- ,]n0 1 5 u <p_ac in9 Min Mln BO S S4G ; P - e u„ "61$'{ l M p TRR p an i o i s o Y +' 'loon ci'oeea / !� — \ °I $ee xele n See xoI< 3 E +• _ /I ma^n c, � O cs pm nl /\1q1., LEGEND I, go L;mul I. urJip e l \110 I ^ ITV, COMPLETE CLOSURE o-m na canB \'e NOTES " L Pon,me San ^, r;pn, ,:n• 1" n,. 1. a „� na .,.y n Iv _ I¢.I nln•nu ,p< ro•r •sun, �.�l.n ".r I Bwncv,e . .r, .., n, 1r..., >n li, rn vu,.,^ "n, e. .al.. Yr ..'° Inlaonrui In 1 P 11 ...n r...... ,. dEl. ..., en m, .eel, cln,,. r .roi'i.c vnv. ® nasr,lnp nrre. Tlon ,us " "�acs.0 'Iff'IC•I °.5 Iv p•n+ie, • 'ef mere ^+ \r< n151 ^'vOCni ^0 a tars, li.n m cl ha Tin II unr„I <•1Jefi s II De OIOCea QRO (45 SVpparl ar 1,.11 r e..” Oflk on rot ^•orfe, rin:nlnp nr • ae9;n n S crW;e. close, nntl eIn O;n o r<'I ,n„ c.r:u s. [rp 01 [r. -I ver. Cal cnr,_ Or vn v Mf�E, ar ,f:n ,na IrniI :e )r ,nN a ery 600 m .i vmplcle Oiree110n "1 Travel nn,DiP +e an I I OO�,On rOr lao'. "awn, 8eac On (' l4 rv,SrM„e '-,. - Ti ^I[Or cvonN^ 1.. .I ,e 1: �, 1 C,1' v[r,niwxr or mnxmnmalox r V 'Y rr5 1 ' a r sl r ., r r, Irrr rrr :. 1„nr..l nr n - ; M I n TRAFFIC CONTROL SYSTEM SIGN [WELL SIDE GA110 ;•• r1. -., rn ,1.. ,.,.1 ,1, u,.. x „.. .:x ,��.. „ne.r. lo.. .. u,e..:.. q ^...: r.n 1., Il,r , + ^ -c:a1 l..vdziare., FOR LANE AND a o :;:�r ",.• COMPLETE CLOSURES ON ncInv eo,, 0 e, a [wwaar ^I e.rn rocmleg,11. ^�n'ene ,rm " °' ° "< ° "'° , ^ L7 " ^m '' " "m FREEWAYS AND EXPRESSWAYS E.n m an' C..ry S. m ,i n^:', ! •1.nnp nn <pf: r � V<f E7) n, fll "•rn0 ",;,e IIET", Ile o _ ^�s.,n Ixr :ne rirs. ^c. •1 -n:rq si,n. n ft, I Sr '[a I, V1)e I,o Ilpe II oor oars I.v, aC vse. :. a1 o1 me 3 nme. In ^r rJns"erie ,1 s r Ovrr icveei ",e0 1`J 1e3 mm . ]6} mm O R9 mm n )6F mm NO SCALE olpc^ E C'J ) n evarl' fM m .nr a w ,rnQrn of V,nvenrn. !, , c1^:ni1 ),v a_ moYle ! I:e, m,^e ILL OIUFrIS 10'o ^PE SE o i,nm.n, 1 v C Rd m 957 m uILL INE 1EnT VnLETT OlpfnwlSE TIIOeN T1DA � 1 1 IJ J ��!E6oDlo-a;wrl - I I! TYPICAL LANE CLOSURE r— t— _ r.o..vmv .wninp siJ_ —s - IV.In lI _ 9ee'I �_ Sec one 1 -e o e s — • ISO a f. 7:5 n IBD m l.: s m PIS m l0 225 m . ° • �� —ppEA ;�� -P' 11 n T ABLE. 2 BOAB ..._- . —�___ as - x( {�f. Iqn lu !pn lu 1 Al1:Aq rl0tln r]a{iU I p....n..I I.... . Im..w..wn MLnn11m' br sne xn UJ I, If I �r�,l ea '.. I I - . 1 r VIII IF Ilrr �.... u. L.., : ,,.r l �.... u..1.. m u•1nr .. �.� 11, SIGN I`ANGL SIL@ fMlnl J[• ?]1 _ •, nS n'. __ I] aP mnl 9u mIn L4_ J _ ri 911 mm . 457 nm _ _. SJ _ � F _ _ nU •••,.. i16 .,... -2i- F— I` I IF) mm It> mn . LEGEND • 11.111. con. F Forrode sign -t- Ol -Ilmn nr Ir. +ol ® rbelnr.o F".. sign Irnsl fns suoog'I or Ir VIIer *Por14MIf mii,l O B.ocon 11� roICS TABLE I__ YN 1 f.. l'V. 11 1 1 IMI 1 +1 _ _ , 1 ^VI .1 1 1 I Y n. n:l)rrern, nl rl1 Crl n IIE n ..... 9C ten.. I Y Y `r'nr u 9 nl F 11 -: u. r)Ilmr� ! Lu.r -.o.J n-to [Igr m n. Fill- Irm nr Ir u n o l rnr I t Irn ,� 1.•a'Ilr Irn9 tn, hm /n f'•tl!IL n. Alit r: Ili 91rn .up F1V11 ] in, I.11.ft. n 1OFF1.1 Unln�.n f. Wona , rVnpnnl JD FIle�sp`1f)r :rn.MV' In On ".. flv }'tiny n ens sILA F• 11Y -, VI o<.Ii T, 1' mon V? 15 m {Yle aono n r; ewo un n11 o.lmnlnly .:, s.l.- in I." L InE1CO1M'.f I.n! 01,1. 0.1113 no., slot el.rknnsz. 50__ °9_ 9. fT, n:nr ov r M r:n vn. vx: w9 _ 409B' _ _N_ l "r:r(1 xn.1U !IIL1:'S:.M1 na nf.�rr.; ri,t F. "IrVlf.n (nnlr'Cl iy.ir nm Inr' Innr, OG.ur l! Cn C -1 Il 5". —76-- 17�.... .. 1,1.mgl . :1a .d In.1.. -L. .• !' .or. n1a Lr. •...:.. I: +'1x.1 I:u Im,r ne _n,. _ • ...... . e•.r 1. ..I •• :m s I i slnlE Lµmamnn neI In uv. .prrl. I Sa•dnn:.n in1 OF nrr.mvim Br mnxsrnB lnlrox .n mn o1 9.1f Ilm j)t ♦..x. ...... ...II :.. rrlll m MII 'I Alrrc (Ill :'�' :. /nW.l ]IVrr 19 In rn .FIFA ur r Ir. _..0 ..a 14 o-.,, r :I,. r1 .xlx.4 CO, x ml Lm,..r.l IIll . All -I.nIl lnm rlovllro .4 ::l.r.. Intuit M ..rtl u TRAFFIC CONTROL SYSTEM mL,..,...I,I.. rl...x'.1 FOR LANE CLOSURE ON s..,fir,r,e, 4B.. lrr l.nr Fl.,1:-rr ... l..r, u., MULTILANE CONVENTIONAL D.vrs a rl e.na ne rll... r uor.la =u.. sr..a In ii. ah[Il1..11.nn•. HIGHWAYS NO SCALE I5x DU x5 SA"` S I NP- E Sn1f m Tj I LEGEND D bolfip one F UDneme 51pn Oiroclion DI Ifavel ® Flcl"nlp A.... 90n nPA51 105 SII.... 0r o-quer Ibrtaple F1mn:n0 a ...n see IIOIC 4 "I TABLE I Annrpwn :pceC • u:n1. -un L - nernuw deep ion" km /M1 sle.N'1 son om u J0 1B 6 40 _ 38 B 50 90 10 60 —nom —J 10 L3 19 Pte— '8J Is MBr ND See ND+e 11 .. Use L Nor one -ml.,, less man nr m.. m ).a All 'rY See we 10 TABLE 2 mn•grlcl� soq NC r m ^mB..m Oo.rlgrapn mnlmum B' sle.N'1 son om u km /h m m m 50 45 45 15 a5 45 so 50 53 50 n5 66 10 rn 60 45 81 92 91 No 65 110 I16 120 00 _ ES 136 014 IS4 + One on suY meal Do.M1nUe slecner None or emNd n P'nnnn n nM longer Ilan L& 'n. TYPICAL CLOSING OF HALF ROADWAY Snn IlD le B�4 -fO sle.N'1 son om u 1 i�C'O"I�IEOtl9) b V See No lex J no 5 L I, Is0 22Y ; ~iso m-+O 225 Not l5o m In�'m y -'�- St_. L U See uo le In .{- .__.__.. m Iq I se. ieoio i'iee_ .1F _2en 1= oieT'�3n "irii,i� i� e _ r..3ee pool i - ° e ° I I O o . e ° . O 5qv prcO .ol nIno aIr. S'. Nom 1 n•.,.rnAn ..., „uw Algo ...... 1..:1.. r i I wN nA AREA . ~_ .... .._. ... _. _.. r ' nano Ib A ll AO il S EO I NOtO n N� / 'A� ” '' %% SIGN PANEL SIZE IMlnl Noma . I'll On "ill ,I In,, UL� ^ „eA t +0105 : 01.11 5 S0e .0'. 13 See I101q 3 lJ 91, mm r ILK mm 162 If9 mm U G� mm x m [ Y �� Sw mm + 451 ,m,+ 56e We 9 NOTE` Anor:;'A ocgens D no A, a O �tll olx eo•11 n 1-1 .. p10onD .' sp m apocinp nnn5M11 be oel:9n,. Io nfn.:CO mgin, enon[A o/ Ir Dfl is Co of rol oev if is (ulll Vnl .s a, Dlnef.,.r gifre:rq nY nmmnre . ;n, z;,e « A Ale, D /mlq o' 11 I l l ln n .nn" D o n ^qn �11 fl:m rr if sn �r'rC •Or nnnni nl,y n u• nl nr •',1 n ,ry in !';:n:.•q n.. r1.:: ,n: +M1,r, 1 I Ilr 1•.fnl' •. I ,rl, 1 ,nn n •'I`n••Hm i� nr n1,. al a "?:1, ni rrn0 I"' o 10o yr is, O eons 5.11 r e C23 s:On m 14 Irmo,• . e 600 m Dr o ory [zJ n ell 'PU49 knnF t+f xl IuL.W. axe p C20 fign In' fM lilal DOvan<n - orninp sign. 6.n11 e n 5 111t,n 'or c [!;!-,I n•ai inp Ih^ ol nol Y. net'. o a 11'A rr0 - .rereneuFe honr to' el ewes) ael anecllira xl In. �,IAnci l:[ol ions. IOJnn maximum sngcinq 0 i-een co loop D angenE Sr,nll Oc m c'n along r a A no.n n or= na L inner so N1 be annrc =:mD+mr ox II.s Or pn[rnn,h e ve r m/n use Ine. 'Irnf l.0 E9nlrnl 5re:em "I Loll C....1. On F*n -.5 a And Fnnsx• -arz' nine ror lone elosm'n an Non ono r,RuI m,n;1. 1.Mrsoore .11meDron, nK' -n o me rs•prc is O a cn I:.) In ;n oI son me iv 9onN n mniaoleo m! +rol rn ie lone onso le nw•ra smN no a:L n. u seo In 91, y1 OI r.nrs !Or rn /r unr rl,..ne e. nnl1. 1•. ... I..,.. rn`• Ire o- a ,•Ln, 51q', I,n Ili. y E Ufa rw un,r. u'i •no °r:n nr n.. +•,,,,m EP'R 1,m,r. \.mine :ner:ll.n In r l . p•r i.11 n. n.,:3 nNre, n ell 1 : 9 I l,r , I i, I•irr nl 11 ,.. r :•1 'I1I1r;x lrf�llll I It 11 ArN IIr1',I 11 nlll Ail i' Isi r„ STATE Or CALFOflMA OEnAn INENT of TRANSPORTATION TRAFFIC CONTROL SYSTEM FOR LANE CLOSURE ON MULTILANE CONVENTIONAL HIGHWAYS NO SCALE ALL Dr-Ex510ns ARE Ix � VILLIUE1E05 UNLESS online, SE SN.R. i 1i iI II IJ I.) TYPICAL LANE CLOSURE WITH REVERSIBLE CONTROL _— s,•n 1 lion 1 rin..s n nr hm r if'•'Ir:A .... • e s • e e a e e e • a n e o I i .. I.. .rl rlr. n, N. .I .yr .. I.. r1I J', a •Crr ,y� � TAI] Alfa See lisle 3 FOILON OA PILOS CAR I I arson. app. a. no 1 alflc a .,a s. arf"noolln, vanirlrl ILI A ]. tux, a rally :Ian iC I. air nCl nr aI 1 a( „`Irnnq]v C I!n, i „o'm anon pno no'1oar11enm an aF b?rewlcneo +tm F1 n 11 IF, ar. /,Ilmo] mLA N _— s,•n 1 lion 1 rin..s n nr hm r if'•'Ir:A .... • e s • e e a e e e • a n e o I i .. I.. .rl rlr. n, N. .I .yr .. I.. r1I J', a •Crr ,y� � soe pole 3 I. snore apnraau :p;nas ere m•. nq„an:o .arntnv lion: 1. AgqulpMl pa,•nnoe npp;ers moy o re!Niret. ringper my be pineeE .1 90 sve :ins. sne o`cW In li,an slgWq lio n In o pnaplcoovs Ma [e. Qa 0il0le : arson. app. a. no 1 alflc a .,a s. arf"noolln, vanirlrl U It urn • 1061 mm .11a s nrar vnnl Ale nos. e F,p F. U,Ina I e i,nwe ]. tux, a rally :Ian iC I. air nCl nr aI 1 a( „`Irnnq]v C I!n, i „o'm anon pno no'1oar11enm an aF b?rewlcneo +tm F1 n 11 IF, ar. /,Ilmo] mLA N Each fill J11A DO a AM m a'J pen Cnaeute r jl. n I.nln ] mel srv.pi be Franco arinlhrgrf•Cnnl rCa-Orry.•ja Fl,ret e oe lees. 6 m In p Cma lef. Puree 0 of e FLOW:,, Uer<FF5 s"OS I :. gncn0 u xnPt n / /I Ivinl. a.,lr'A5. �,AN C 05�[,U . � 9a I. PMCC ON 'I IfE CLCKO' elan ! 190 1a SOU As In, F.•,Ie J. n CIA "(r.^. RUD Aoll emn. O af`n.Op.m1•, 5 eApe rl ,alf / CI FLJ lllx .eth area 1.5 visible from Ine flagl•1r'oala T01, a .ants nnv.)ns. or onq: vllmin C Inrr)r•F nrojecl': 11mI:s. _ —u_._. 11 •, a I „.r1., li,l 1. p 1. r: f . :.�, ./n fee'. n:rnr n Italian ps rat rnr 1., rw rn•, 11a1.: pan.l 1 am a n1 per hmr NOTES soe pole 3 I. snore apnraau :p;nas ere m•. nq„an:o .arntnv lion: 1. AgqulpMl pa,•nnoe npp;ers moy o re!Niret. ringper my be pineeE .1 90 sve :ins. sne o`cW In li,an slgWq lio n In o pnaplcoovs Ma [e. Qa 0il0le : arson. app. a. no 1 alflc a .,a s. arf"noolln, vanirlrl U It urn • 1061 mm .11a s nrar vnnl Ale nos. e F,p F. U,Ina I e i,nwe ]. tux, a rally :Ian iC I. air nCl nr aI 1 a( „`Irnnq]v C I!n, i „o'm anon pno no'1oar11enm an aF b?rewlcneo +tm F1 n 11 IF, ar. /,Ilmo] muminorea Cra clear” vls.1n Is snaranci”" "at", Each fill J11A DO a AM m a'J pen Cnaeute Ill. iNlmina:iort :ellft'inl of Ina epliina a Ire O unq mel srv.pi be Franco arinlhrgrf•Cnnl rCa-Orry.•ja Fl,ret e oe lees. 6 m In p Cma lef. Puree 0 of e FLOW:,, Uer<FF5 s"OS I :. gncn0 u ns I IS Fe Irner.11 b, scvyae o1 (bU4ue fa, rnxe'. :r�p•u e. :tt for Ia.1• c ,tA,, ay.nl na,,I Of vn.un sM1p•'n. a.,lr'A5. IRn 9a I. PMCC ON 'I IfE CLCKO' elan ! 190 1a SOU As In, F.•,Ie J. n CIA "(r.^. RUD Aoll emn. O af`n.Op.m1•, 5 eApe rl ,alf lmrayymli • mono Fork n s. IF" p agefor.M !I I nl end of IFe rare C ral Vnr,t, 111C nq ar �Orh lllx .eth area 1.5 visible from Ine flagl•1r'oala T01, a .ants nnv.)ns. or onq: vllmin C Inrr)r•F nrojecl': 11mI:s. _ —u_._. — zoo _ 9. Amen pinl c a A ay, b C4 J r t MrTlf C9xmn1, xnlT 1. p 1. r: f . :.�, ./n fee'. n:rnr n Italian ps rat rnr 1., rw 1A1 .,, 1. nIule .1..I ..0 am a n1 per hmr me r 1,..:n .... . 5. 1 lo. :.nn .'. nl 1Fl 1p. n„ Anal.., LID sill. ,,.'ry b^ nrm r,I Am. 111. CIA all be lillnq vim rile, Ane mFrf le. gInF-11 +sn• 51 -r.rsl n. ^ln?a :n me .. ^= lrflCnrmns,v I. trorne n, n ?L br. MebF, C II 1" Is rpnm.0 r.Arrr n, mn.r, lul..I. ,n,,,. n1,ml Fa isrmi +. L, P.. �11...111 nr-.. LlnyrI , ,nI r,. F1. 1.1.1;x.1. I.rll:.11.11 1 nlrl.: r vr/ 1.1 ...r.l In..l nrnl nl I, Irb e o • o • e -' s "" a X11115 A111.A I• ilai 'I % see I,.fee 2 ana a C36 C9A C16 C23 RCPARE Qx to — BE 1p1 to Sp, LL1 ole 1 �� C29 StF 9pee0 less 70 kn 1.150 rn M ]OO ,N,RO c m l04 giJSO.w SO,o_t :JD]-r(• 1 A0rrco •emirs liars. Tm polo I • I:n,n more SIGN PANEL SIZE (MINIMUM) CIA U 12" m a II13 mm - spear of 10km /n or mare soe pole 3 m• mm . 914 mm - Soften lap, 1 ` an 30 AmAm la�eem 0231 he!n +I F62 m .. 762 mm m iJ n e- , n91 n„1 LEGEND U It urn • 1061 mm • Sratllc Cone DG�� E 91+ m 229 Ann 0 Traffic Cane matloml toper) TABLE I Mprelorl MInImmm I O..noraae Sneer 0 MmMMm 0 he!n m - -10 _m 60 r2 10 in 60 90 b 90 146 Pn I'.n IRn 9a 1•.'9 1nO FYI 1:0 _ 190_ __ 1io _ —u_._. — zoo _ 1FAa ar.nm -anA mLF am a n1 per hmr F Pa.salle sly, s— DlrealFn of traAel Portol Ta FMSnlna Beacon Hle,cer STATE OF CALTORNIA OEeARIMENT OF ]nANSPOIIIATION TRAFFIC CONTROL SYSTEM FOR LANE CLOSURE ON TWO LANE CONVENTIONAL HIGHWAYS NO SCALE ALL DIMENSIONS ATE IN MILLIME!ERS oeILESS OTNERATSE SIIOet 1 ' , 1.1 TYPICAL RAMP CLOSURES LEGEND . rronla can. —r sea Mal. } 0 AA9P m6 I Slan ANE/,11 4 I.e4 • {. CJO ,{ [19 — ._9a m m 150= .L..90 m I 1,, m . d 1 OerrIWdt, — - -- • ►— ulrnerlon er iraaal — r lurn Area, y r -20 m 1. 300 m 20 is JM m - -y l cent al 4 m 11w A...., —� mm"lodr •_ J •� •�•— ..7?! —� s SIrGr�NN PANEL SIZE (Min) ❑o Ell =for rg� ,rnD a o UIII9 mm •1 }19 mm AAW W AAgp CX QO R19 mm i6i AAEAO C1a See Moro E CLOSED OomircOes, vin 1 Der Inns. © 160 n.m x 76t as ©USE WXT C30 See 1+019 I � 914 ns 9w an EXIT RAMP OR CONNECTOR EXIT IE.I nl^ gym^ = 610 ..m _ _._ ............. .. _._...... ....... Ii I Mr1 m... , •Ira ..... ._-- Ian ,,. >w d, r,. ton m .1 ,...., .. ....tor —�_ . M .0 • 1- CI OtiO nnlw Cai °Ciu Ile 101 trot tz 1e In Jr, ., u,r na 9g 11.1 Ira 0 EXIT RAMP OR CONNECTOR WITH ADDITIONAL LANE r,n sd- 1- A ... uAlu ACLOSrO I� fiI:a,.rlc.md:.wl.. 4 1 11- 1...- I\ zee pole I lfl LVi AwP I01 AAW CAiIEhO ® Q pA4? i�ANE40r QO [!OSED ®IJ a uosm �A'6 �SO flare i CLOSED CIt AlIEAO Ci CLOSED I9 A Ct 4 % 4 \ - - -mi� w 5qe tlol. 2 —�• �_ {{ 1— 1=,Con, 0r 1.! m us, o.crd. — • _• 3 • a •' 4 -90 150 D canoe a1 Ls _ vc. maolnvJ� •_ J ENTRANCE RAMP 0�" all 0 ENTRANCE RAMP WITH TURNING POCKETS ((Cdlbmlp , II . NOTES , 00rrica'Jes shell oe Type 1, II, or III for C10]w.. IDS ling on. week or lesa and Type III far CI ... res ...,In, longer t.a and veak. i.lmle.na 01 placing lee CI9 "MMP CLOSED HIEAO" Ann C30 TAW ROSr D" u.gnf, mach on hIonl, nrerinr Dmc, +Im Inn wD,a ILnSFD" mar be mo.nled D., alydc lnU Of nn Glglneer, as on glJll,; flgns unl to ter �a lne clef e0 Inc, Ine lei or A11..a IN Ore(ley .Mn be +ne some of the guide sign. bt, Mach I'D .11V real' 1-. flogs C %or L... AHEAD- me clo9ure. E c flag Loll ee .s least 400 mm n ADD m si.e ana .tall ne .,an,. or fluorescent red - orange In color. used for romp m ,V,,, Wrung, Ine noun or ao; ne» IMl a- ttle..ltn r rron rly(f ire ., mr f --1 tr.d.lrla I. I.. a n.w..+:an.. e.rn. ann, ,.Ilnrnl.r, hide.. al lr.�n 1, In. .^Doll,, ln0lealed let Ironic cane A, ay .e ae.a i-1 -1 n e, a rnr day. lm. S.A. aol ones ...... Ad'.aeerol ae ieef CV lop o +her relee ,n,,Ied by tip E-1 er n D tn9 0.o sign In n d nr ea mnv be carare. .-P a re 5 erlcpa... On J a., Ian a.. See ..Is 2 ® sea Mal. } 0 AA9P m6 Am ANE/,11 4 I.e4 • {. CJO ,{ [19 — ._9a m m 150= .L..90 m I 1,, m . d 51AIE Or CAIdMmA OSFADIMEMI OF IDAIISPORIA[Kni TRAFFIC CONTROL SYSTEM FOR RAMP CLOSURE NO SCALE ALL OluExslax9 AD r— uIU.IMErEMS IN x IE55 Osx 1E E ill SMOex I ' , �g City of Newport Beach 3300 Newport Blvd, Newport Beach, CA 92663 Public Works Department Public Works '& Inspection Requests (949) 644 -3311 Job Address: 101 [CS] W COAST HWY NB Descrlpllon : TRENCH AND INSTALL 238'2" X i' SHCED 40 PVC, CONUUI'I'f'-,fJl��'t NEW TELCOM FACILITY TO BE PLACED IN MYERS ELEC. PED,,PLAYE�� 4`t (11 t LSEB, TESCO CABINET PER ATTACHED PLAWNO SRP04032 REV 1 tiy, 1; R&R STREETLIGHT IN KIND PER CITY STANDARDS 200- L'AND?26 - L:':'1-` Parcel #: 049 - 191 -30 fk, Legal Desc Owner: Phone: Address Applicant Phone: Address U E NSpecial Cond. 9 IRVINE SUB LOT 171 BLK:54 Poftb - LOT IN MY x CALTRANS f �• hk7 f r F i 949 - 724 -2418 DANIEL HING, ROW MA M�R,1 Ffisxr',t8 .- 3345 MICHELSON -,, IRVINE CABLE ENGINEERINr7 SERVICES tf 818 -898 -2352, 10640 SEPULUEDAbILV MISSION HILLS l� a Will require E Mainl. Agmlr signature on See additom of approval f, Processed By: Wo l l e.('vrm -rL r) l likes pproval Sewer,( onnectioq,: nr" "Box Cover . Ier Melers(Meler 4: Cons(. Water Meter: Water P, 4eteitB'ox.:_, Adjusimeitl'."h• a� Dalp rlg1 Date:6C /�ll':0�. Traffic Approval: _ncat�_6pw_ e, ` - Date General Services Approval : -2ar)CU `urns Dale Note: Light fixture to be mdintained by City, pole by SPRINT. Separate conduit in streetlight pole for 240 -volt r" 1 Permit No: N2004 -0394 Utilities Inspection Requests (849) 644 -3011 Thomas Guide.: 00987 '_mv.$d21.00 Permit Processing Fee: Agreement Fee : $0.00 S[repUAlleyfWalk/Closure : $0.00 'ublic Works Field Insp.: $196.40 ,ililies Field Insp.: $245.50 Refundable Deposit: $0.00 r Processed By: Wo l l e.('vrm -rL r) l likes pproval Sewer,( onnectioq,: nr" "Box Cover . Ier Melers(Meler 4: Cons(. Water Meter: Water P, 4eteitB'ox.:_, Adjusimeitl'."h• a� Dalp rlg1 Date:6C /�ll':0�. Traffic Approval: _ncat�_6pw_ e, ` - Date General Services Approval : -2ar)CU `urns Dale Note: Light fixture to be mdintained by City, pole by SPRINT. Separate conduit in streetlight pole for 240 -volt r" 1 Permit No: N2004 -0394 Utilities Inspection Requests (849) 644 -3011 Thomas Guide.: 00987 4 —• Y Contra or : BEMIS DEVELOPMENT INC Phone 714- 286 -0606 a, ;Address ; 1 7-37 W 3RD ,67 ); SAN DI.MAS r Contractor Slate Lic.d 837372 'License Expire '• 04/30/2006 Class-Code Business License: fsr3Oo I oZ�)-O r p BAiness Expire : �'f�l. ,l r„ Workers` - Compensation lnsimance - - _ Carrier: STATECOMP Policy No: 1724314 W. C. Expire : 0'1/01 /2obn' 4 —• Balance YO UU Receipt No : O.ZC(V $0.00 �G6�_90 PC)( 10 tt67 2` /U (J/241� Other pel'tarlmenl . Date Permit Denied Date ! / ISSUed I-ermil Dale . _ ..._. _ power. akL Ce'>�ckc PERMS I1NU CONDI'flU_NS Or ENCROACHNIENl _PERMIj _ 'L Erlcroacomenl Pei lfls shall be taken out fn I[ie ilaule of Tae owner of loo heneIilall properly at signed by the owner --ulLmIzetl agent ( "Lauer of Authorization" iequlred). An approved copy of tire permit and cunsivielibn plan Shall be kept at the Jul) site at all limes. Work, Willett has been done prior lit issuance of a pemlfl, Is spljeel to rejecllon /fine. 2. Hie Permillee agrees Io defend, indemnify a"d huld the City, its oulhodzed mgeul, officers, represell alives and employees harmless hour any responsibilily, IIabllily, suit of acllu" of any desmil4mi ardor out of any accidenli loss or damage to persons or propel ly uccuning as a result of work undertaken under Ihfs pa"nit. 3. All work shall he duns In ,cco"lanca whir the upp"IVud pl:uls, and the Sland; of Spociml /bow /,s Inns mod Shmulonl 010whly of the 011y of I'lewpull Reach, ant] In compliance Willi all applicable Slat( laws rind (;flyunllusuces. 4. Penmillee gualamloes all work pelioltned under this perch to be bee of hidden, and Wool defect's. Ally laikues sfi211 Ito co retied wilhiil two weeks 'afler nullfica hum to IIIe salislacliun of the Public. Works Diiecloi. - 5. A valid Slate licensed c-unlraldor most perform all cunsbucllon wilhfo the public righl -of-Way, Mess Waived by Ire Public. Works Depsdmenl. A valid Slate Comlraclui License Class A (:an perform may mode 1" the puhllc light of -way. For cmnstumlfon or corm idlor to water Ines a valid Stale Cmilraclui 1- 1cense Class L' -114 Is; li!yuied. For consllicliun or connection to sewer lines a valid Slate Comlractur Ilgoso Onss 1 }42. is re loiret]. ,r CUnlmoluls shall Orion, l o illi, lit pellol n oxravmliun Or band, wed, hurl It,(! ( %dih"ulio I)fwisiun of Ind"sldnl sNely plies I, rumm11aicioy III del gl our consllucriun as iequfrad by Slate law. irenr:i excavalinh old lineldill shall culilpluu lit Se "11111 306 -1 ml tire City's Slandanl Special Vrovisforls. Y4111s and laces of all excaveffulrs uvei 5 leel to depot shall be afflictively pioler-led by a chollog syslenl, sloping of the ground, o Ural rquivod)nl uoaus, 'I leaches less Ito" 6 feel in depth %hall Ile (yarded when loo ,(hours (hullod fooveme-nl may to extracted. 1. '1 he Public Walks Helculm o ll must Inspect all Welk 19wns foul suhgrade most Ire inspeoted quit nppluved before cumaete is uuhmod /poured. Sower. pipelines ant] suhtpade cuusau:liuu mull he ills1weled and al'Im id bufula harldllliml `;op:ualu I Willies I h:padoleol Ihmperaons nay be logehed, 11. I he 111111the; I h:lrutul:ul must I"sper,l ell ulllllles counacliule; pl fur lit baddlll All aeuch rre ;h call On nalst he hwirveled by Ill; Polhill: Works Ih:p:n hoer d. No olfllly fnsinllallnu(s) shall he ollowral oval ur wilhf, S ieel of ;toy Ufly utilities. unless oppumed by Ihn Public Wolks I )elraltnrenl. 11 11... pelly lighled I'volc,LL us most be I'loA led bull 11wholilued motold all Punches. (muriv;diolle and Ulishuc(lblls. All sitars, Iings, lights :nul Ulher welufnu and solely dovices shall ruuloon lit the mquimnlanls or Thu cuhool 'NIm unl or W:uufull Sidon. Sitlhls :sal Other Oevieus hii Ito list! In Pellu"nouci) of Wurh Ilpolr I highways", hem ed by the (;alilnmin Nepndumul or Public Walks. 11 leaded, barricades cal be ubtaluad hum Iho (.:ily of a chore of $1000 per Implicate per day. Willi a Ininlnuan charge of $36,00. II Is the responsibilily of the applica"I to plai:e bank:adess Io protect Ile geueml public. Access to fire hydrants shall be msimtainetl at all Ihnes 10. Work within or near beach sonsilive arias will iml he allowed dainll I ?gsler vacaliun, Mamulial Doy weel, sort , summer between ,little 161' and Sepleurbel' '15s' al lit Clufslmds vacaliun hour I)eeelnbar W" to .lalloay I"r, unless, approved by the Public Works Department. 11. Any work that extmrds bile the Indic or poking lames and ingredes'lle neu"nrnow ul traffic, mo appthcanl must if,!;, 0r:(hllm a lalllhlll'ary Street GI,S11(B Pmlllllhi)III IIIe I'Uhllo: W1111U: Ilopar hllar,l. AI:CCea to Ili m,-hllliel!'rV lit elllUlllelll:y veldcles null he lnabilalned of all (hoes. Ilallic. Cunhul; of a nlinhoom, mull he per Well Area 'Irullie. COnliol I lamdbuuk (WAI'(;I I). Nu ufghllhme logic lase closures, unless pilot appiuval has hoer granted. Any ae(s) desire o" a major street will only be allowed between 0:00 a.m. and :1:00 p.m., volit appruved.by the �'nbliu Woda 17eparlment. Any work affecting the Slate I Highway 's ballic or wilhfn the Stale I liglnvay righhul -way will Iegulre a Calhaus Permit. All vehicles shall ba lawfully leol od, 12. Applicald umsl nuliry DIG ALERT at '1- 010.227 -2600 2 days battle, darling any undertp'!iund co"slrucliuu to nolify the gas, electric„ lelephro a and cable coapmihes. AI)ldieao must nulify all altered fasidents 24 hours it, advance of resideled access dud any -inconvenleuces. 13. Refuse or 1e11lSed ocUmials shall Ito removed within 24 liouls allel cumpieliun of the work II nnl Iemuvbd, ilir! Iflfy may loolove and hill the applicant. Cou"linate alley dusmes will City's lehise pick up days liy c;dling U40 (I'll U1.113 101' [lie collection schildidu s, selvice I% lilt I„lerlopied, to ploce it dolojoler It lop. public liyob uf-wuy, A I anllthiary S l i' cal Clostre I en n1 [trust a obt ied hour the Public Works lc raduenl H. Any above grmmd facilities will require Public Works Uepaihl enl approval and documenlet] Igljrroval bolo the adjacent affected rotary owner(s). 16 . ' l lumaowile" r.OWrgclom:, and Solis may eal:h to Ilable Inl viulaliuus of Wahl Llunlify I n•ss Ili sl M1l:maueun:ul Ihacllues will be eulul ed by the Public Wudu Ueluullmoll and Ito I I[Asiuu of Cud" nod : lnlm Owdity 14d,imciurbd It Is againsl Iho law lit dlschargs cu"sl, uclf"" dobris nine Ito gutter old :no"u dolin. I mlu,y viololimis ul Wminr Oualily Laws are purrlfshat le by lines up lO $211.0011 and /m up lit Ihue yeal s in Slats pdsun pile: Iho lull cost lit clean mgr au Illeflal dischanle or spill. WORICERrS COMPENSATION INSURANCE (Se lira) 3000 Labor Code) I eel (try Ihal I have a croU leale of cmisenl to self -In, rte, or Cerllflcale of Worker's Gohipelis Minn Irfsdranca (as staled on the frond sill u( pennil) ur a Cerlifled Copy thereof. ' - Nafa: 1 i= 2-t'Of_ 16 ignalura:_ CEll"I IFIUAI'F ill-- f_xrminION (Section 30(1(1 Labor Cud,) I cerlify Thal In lire performance of tire work for which this perm(( is Issued, 1 shall not emi)Ioy any person Ill airy manner so as Io become subject to tire Workei's Cumjensatiilu Laws of Callfuniili. If, alter sfynlug Ihfs rerlilicmle I become skilijecl Lo life Workers Crimpeusallon provisions of file Stale Labor Corte, I most eomrpty Willi Ilia provisions of Soc.(lum 3700 or this parmit shall be deemed revoked. Dole.:...._..- _....,_ -... .. .._ Signature:'._._ ._. ._. I IOLU I IARMLESS S1 Al r_MEN'I' I underslaud Ilia( I and lac -aling minor encroachments within the ('.fly Rfghl -of- Way /Fasenleul. II Is my responsibility as the rupa'ty wnor t inlulaiu the oils. a esprsibl for rap arlp I In)nuo uls If the City Ioonoaclu v removes Ihrtrn for maialeunnce of Willll,s or olhar pit is aced; mud I, Ilse properly uwnul, shall hmlanu,iry nod Ifold Ilm (,'fly Iln",laps h any IIabllliy assn clmlad Willi Ill mll./01 n"m'o:ichlnords. ' L•de: _ {y' Zy —OS _ Signature:.._ —_ .__.__. _.- .,_...._ -_ .__- .....____.._ ( (ON'I'RAC'1611 LICENSE EXEMPTION - I :u r anelupl hour hbfi!tl a U... ilrac.lur as 1 our the OWNFR of 11.0 pnepmly and ale personally poi lur"drry all work within the Public Ilfuhl -of -Way. Hate: Slgni(ma:. Lucile and pn1110le existiny City -owned ulillNes (le: water, sewer, or street lighling condilits) to verify locations. Mairtai, a one -fool clearance rival' of Colder oxlslNq C - owner( llllll(Ies. SP.wnf oleallools re(Illho V��C.P. or, I'.V.C;. SURI5 lie lid Willi a 4I h box over Ilia rise,!. Nlillals of Appli0anl _ REFUNDABLE DEPOSIT: Ali PLICAN -h MLIST SUEMrr A SOILS CUMPAC-IION CER: I'IFICATION OR EVIDENCE, OF A SLURRIED 13ACKPII_I_ AND CALL. P ADLIC WORKS DEPARTMENT FOR A FINAL INSPECTION RFI:ORF NIC Ir_S WII_I_ BE RELEASI_U. Vials of Applli:tull:. /yN}I�_.__ NO TREES Oil IANDSCAPING WITHIN ITIE CITY'S RIGI-I'I -OF -WAY SHALL BE PLANTED; R 71m OVF_D; OR REI_OCATFD WflilOU'1' PRIOR )PROVAL FROM THE IT'Y'S GENERAL. SERVICES UEPAR'IMEfJ'l. r s l \ ) in - rill d- r f / ) II -JIII: I I'lllll_I: WORKS UEPARimm'i INSPECIIO r0plling 949- 644 - 33'1'1. Initials of Applicant: -, 211 -hour notice by CITY OF NEWPORT T B EACH PUBLIC WORKS DEPARTMENT 3300'NEWPORT BOULEVARD P.O.•OOX 1768, NEWPORT BEACH, CA 92659 -1768 (949) 644 -3311 CONDITIONS OF APPROVAL TO: Sprint PCS /Cable Engineering Services FROM: Iris Lee, P.E. per' DATE: June 23. 2005 SUBJECT: EPN2004 -0394 101 W. Coast H The following is the Encroachment Permit N2004 -0394 conditions of approval for the cell site proposed at 101 West Coast Highway by Sprint PCS: C Sprint PCS shall enter into a Telecommunications License Agreement with the City of Newport Beach. Light fixtures shall be maintained by the City, where the streetlight pole shall be maintained by Sprint PCS. A separate conduit in streetlight pole for 240 volt light power shall be provided. C The replacement of streetlight shall match the existing streetlight and comply with City standards. • An approved /valid Caltrans permit shall be maintained at all times. • All work shall be performed on site or in a turn -out area. All work in travel lanes shall comply with traffic control plans pre- approved by Caltrans and City's Traffic Department. • Sprint PCS shall restore any affected and /or damaged irrigation and /or planting as directed by the City. Said irrigation and planting shall be guaranteed for one (1) year. Sprint PCS shall work in a fashion that minimizes damage to the irrigation and plantings. If irrigation is required to be turned off, Sprint PCS is responsible for any subsequent plant damage. Additional inspections fees may be required. EKRIBIT "D" CITY OF NEWPORT BEACH PLANNING DEPARTMENT 3300 NEWPORT BOULEVARD NEWPORT BEACH, CA 92658 (949) 644 -3200; FAX (949) 644 -3229 Sprint PCS 1111 Town & Country, Suite 38 Orange, CA 92868 -4667 TELrCOM PERMIT NO. TP2004 -001 (PA2004 -023) Staff Person: Janet Johnson Brown (949) 644 -3236 r .t N -1 r204 -z1 Application: Telecom Permit O. � TP2 nnn 00 toA0 02 vv� � n ..� Applicant: Sprint PCS Address of Property Involved: 101 (CS) W. Coast Highway Legal Description: CalTrans Public Right -of -Way Approved as Requested: The Planning Director has approved the applicant's request to install a new telecom facility on a street light standard located on the Back Bay Bridge near the southeast corner of Bay Shore Drive.and West Coast Highway. The site is located within the public right -of -way owned by'CalTrans, and the light standard is owned by the City of Newport Beach. The existing street light standard will be replaced with a new light standard of the same design and height in order to accommodate cables, two antennas and a small GPS unit. The support equipment will be located in an underground vault within the CalTrans' right -of -way. Section 15.70.070 D of the Newport Beach Municipal Code provides that the Planning Director may review plans, applications or ether information to determine conformance with the Wireless Telecommunications Facilities Ordinance (Chapter 15.70), and approve the application with or without conditions of approval. In conjunction with this telecom permit, the applicant is required to enter into a Telecommunications License Agreement with the City of Newport Beach. The Agreement will authorize Sprint PCS to use the city -owned street light standard under certain conditions, and will describe the site rent, rent increases, the term, bonding and insurance, co- location requirements, restrictions on transfers and other obligations of Sprint PCS and the City. i' Director's Action: Approved May 27, 2004 In approving this application, the Planning Director analyzed issues regarding compliance with Chapter 15.70 of the Newport Beach Municipal Code, and determined in this case that the proposed wireless telecommunication facility ( "telecom facility ") meets the intent of this chapter based on the following findings and subject to the following conditions: Telecom Permit No. Tr2004 -001 (PA2004 -023) May 27, 2004 Page -2 Findings: 1. The telecommunications facility as proposed meets the intent of Chapter 15.70 of the Newport Beach Municipal Code, ensuring public safety, and reducing the visual effects of telecom equipment on public streetscapes, scenic, ocean and coastal views for the following reasons: e The proposed telecom facility will comply with the applicable rules, regulations and standards of the Federal Communications Commission (FCC) and the California Public Utilities Commission (CPUC), thus ensuring public safety. C The telecom facility is replacing an existing street light standard with a new light standard of the same design and height. Due to the location and design of the facility, there is no perceptible impact to public views. e The telecom facility antennas will be mounted on the exterior of a street light standard and will project approximately 1 inch beyond the exterior face of the light standard. The GPS Unit is approximately 3 inches in diameter and will be affixed at the top of the light standard. Both components would have negligible visual effects on public streetscapes, scenic, ocean and coastal views. The support equipment for the telecom facility will be located in a below - grade vault within a landscaped area adjacent to the intersection of Bay Shore Drive and West Coast Highway, and will not have any impact on public streetscapes, scenic, ocean and coastal views. 2. The telecommunications facility as proposed conforms to the technology, height, location and design standards for the following reasons: O The telecom facility approved under this permit utilizes the most efficient and diminutive available technology in order to minimize the number of facilities and reduce the visual impact on public views. e The replacement street light standard on which the telecom facility will be located does not exceed the height of the existing street light standard, or 35 feet maximum in height as provided for in Section 15.70.050 A. G The antennas for the telecom facility approved by this permit will be mounted on the exterior of the street light standard and will be painted to match the color of the existing light standards. O The support equipment for the telecom facility will be located in a below - grade vault within a landscaped area that is CalTrans right -of -way and will comply with provisions of Title 13 of the Newport Beach Municipal Code, as well as all requirements of the Americans with Disabilities Act (ADA). 3. This project has been reviewed, and it has been determined that it is categorically exempt from the requirements of the California Environmental Quality Act under Class 1 (Existing Facilities) because the project is replacing an existing street light standard with a new street light standard in the same location. Telecom Permit No. TP2004 -001 (PA2004 -023) May 27, 2004 Page - 3 Conditions: The development shall be ip substantial conformance with the site plan, detail equipment plans and elevation plans dated January 9, 2004, except as noted in the following conditions. 2. Anything not specifically approved by this Telecom Permit is not permitted and must be addressed in a separate and subsequent Telecom Permit review. 3. The applicant shall enter into a Telecommunications License Agreement with the City prior to issuance of any building permits. 4. Prior to issuance of building permits, the applicant shall provide the Planning Department with a copy of a current and valid CalTrans Encroachment Permit. 5. An encroachment permit issued by the Public Works Department for the replacement of the city -owned street light standard shall be obtained prior to the issuance of building permits. 6. Traffic control plans shall be prepared for the removal of the existing street light standard and installation of the new light standard and all components. The traffic control plans shall be reviewed and approved by both CalTrans and the City Traffic Engineer prior to the issuance of building permits. 7. The replacement street light standard shall match the design, style, color, height and location of the existing light standard to be removed. In no case shall any portion of the light standard exceed 35 feet above existing grade. 8. The telecom facility's two antennas shall be mounted to the exterior of the replacement light standard and shall measure 51 inches high, 7 inches wide and 3 inches deep. A single GPS unit shall be mounted on top of the light standard. Both components shall be located on the light standard as depicted on the approved plans. 9. The support equipment cabinet (1) shall be mounted in a below -grade vault located within a landscaped area in CalTrans right -of -way adjacent to the intersection of Bay Shore Drive and West Coast Highway. The vault shall be 4- feet-6- inches deep and shall measure 9- feet -6- inches long by 6- feet -6- inches wide, as depicted on the approved plans. 10. The applicant shall install a dedicated electric cabinet, meter and other necessary components to service the telecom facility. These components shall be located within a landscaped area in the CalTrans right -of -way as depicted on the approved plans. 11. The existing street light standard shall be salvaged and delivered to the City of Newport Beach Utilities Yard. Telecom Permit No. TP2004 -001 (PA2004 -023) May 27, 2004 Page - 4 12. The telecom facility shall comply with regulations and requirements of the Uniform Building Code, Uniform Fire Code, Uniform Mechanical Code and National Electrical Code. -Prior to the issuance of any building, mechanical or electrical permits, drawings and structural design plans shall be submitted to the City for review and approval by the Public Works, City Traffic Engineer, Utilities, Planning and Building Departments. All required permits shall be obtained prior to commencement of the construction. 13. Any future facilities proposed by other carriers to be located within 1,000 feet from the subject property shall be required to co- locate at the same site, unless otherwise approved by the Planning Director. 14. Prior to the issuance of any permits to install the facility, the applicant shall meet in good 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 be given to any other existing or proposed wireless communications facility that may be located on the subject property. The applicant recognizes that the frequencies used by the cellular facility located at 101 (CS) W. Coast Highway are extremely close to the frequencies used by the City of Newport Beach 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 Public- Safety Communications Officials- International, Inc. (APCO), and as endorsed by the Federal Communica- tions Commission (FCC). 15. The applicant shall not prevent the City of Newport Beach from having adequate spectrum capacity on the City's 800 MHz radio frequencies at any time. 16. The facility shall transmit at a frequency range of 1900 MHz. Any change or alteration to the frequency range shall require the prior review and approval of the Planning Director. 17. Prior to activation of its facility, the applicant shall submit to a post - installation test to confirm that "advanced planning and frequency coordination" of the facility was successful in not interfering with the City's 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 the 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. Telecom Permit No. TP2004 -001 (PA2004 -023) May 27, 2004 Page - 5 18. The applicant shall provide a telephone number that shall be monitored 24 hours per day to which interference problems may be reported. This telephone number shall be included ontithe approved construction plans. 19. The applicant shall 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 -mail address of that person shall be provided to the Newport Beach Police Department's Support Services Commander upon activation of the facility. 20. Should interference with the City's Public Safety radio equipment occur, use of the facility shall be suspended until the radio frequency is corrected and verification of the compliance is reported. 21. The 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 the applicant to comply. 22. Should the property be sold or otherwise come under different ownership, any future owners or assignees shall be notified of the conditions of this'approval by either the applicant, current property owner or leasing agent. 23. The telecom facility approved by this permit shall comply with any easements, covenants, conditions or restrictions on the underlying real property upon which the facility is located. 24. The telecom facility shall not be lighted except as deemed necessary by the Newport Beach Police Department for security lighting. The night lighting shall be at the lowest intensity necessary for that purpose and such lighting shall be shielded so that direct rays do not shine on nearby properties. Prior to the final of building permits, the applicant shall schedule an evening inspection by the Code Enforcement Division to confirm compliance with this condition. 25. No advertising signage or identifying logos shall be displayed on the telecom facility except for small identification, address, warning and similar information plates. Such information plates shall be identified in the plans submitted for issuance of building permits. 26. Within 30 days after installation of the telecom facility, a radio frequency (RF) compliance and radiation report prepared by a qualified RF engineer acceptable to the City shall be submitted in order to demonstrate that the facility is operating at the approved frequency and complies with FCC standards for radiation. If the report shows that the facility does not so comply, the use of the facility be suspended until the facility is modified to comply and a new report has been submitted confirming such compliance. Telecom Permit No. x2004 -001 (PA2004 -023) May 27, 2004 Page -6 27. The operator of the telecom facility shall maintain the facility in a manner consistent with the original approval of the facility. 28. The City reserves the right and jurisdiction to review and modify any telecom permit approved pursuant to Chapter 15.70 of the Newport Beach Municipal Code, including the conditions of approval, based on changed circumstances. The operator shall notify the Planning Department of any proposal to change the height or size of the facility; increase the size, shape or number of antennas; change the facility's color or materials or location on the site; or increase the signal output above the maximum permissible exposure (MPE) limits imposed by the radio frequency emissions guidelines of the FCC. Any changed circumstance shall require the operator to apply for a modification of the original telecom permit and obtain the modified telecom permit prior to implementing any change. 29. This telecom permit may be modified or revoked by the City Council should they determine that the facility or operator has violated any law regulating the telecom facility or has failed to comply with the requirements of Chapter 15.70 of the NBMC, or this telecom permit. 30. Any operator who intends to abandon or discontinue use of a telecom facility must notify the Planning Director by certified mail no less than 30 days prior to such action. The operator or property owner shall have 90 days from the date of abandonment or discontinuance to reactivate use of the facility, transfer the rights to use the facility to another operator, or remove the telecom facility and restore the site. The applicant may appeal any denial of the application or any conditions of approval to the City Council within 14 days of the date of written notification of action by the Planning Director. The City Council's action on appeals shall be final. Any appeal filed shall be accompanied by a filing fee of $455.00. PATRICIA L. TEMPLE, Planning Director anef'nson gown Assistant Planner Attachments: Vicinity Map cc: State of California, Department Site Plan & Elevations of Transportation (CalTrans) 3345 Michelson Drive Irvine, CA 92612 F:\ USERS \PLN \Shared \PA's \t - Telecom Permits \Telecom Permit Approvl Ltr- Private.doc LEGAL DESCRIPTION W VICINITY MAP rt nws .w. wo- ww� 1vw+[t eau.�1 muu:+u. "' ^c+r o-. :.n n1�ai :: i °w': r�'io•w• DRIVING DIRECTIONS p APPROVED mBY: ' a��n�n; ing D Z onrinn g Administrator I D Commission D City Council As Submitted D As Modified 51,1 Sprint PCS Assets Refer lo: 0 Resolution Al of Pgs Approved:_ Approval Leger Date: 5'1, 7?l Qq Ili 1111 �IWWIWI120yillll I N�l 2333 BAYSHORE DR. NEWPORT BEACH, CA 92663 ORANGE COUNTY . K •uR[ wn_ro_..._ en.( " ¢, w.rtn , ;nl u w PROJECT DESCRIPTION APP`ICANTILESSEE •W.n le �� m -m. r1`uw, iiS m -ssu vwH, le�pl asa -seep �iiulawNruos9i CODE COMPLIANCE n a ARCHITECT: ZONING: .1 `i.'.n. ,. 17F 1, PROJECT TEAM INDEX 00 NOT SCALE DRAWINGS n Qy; r°�"w"G�:':.� a N oa •artn.e m. n .w+ n _GENERAL CONTRACTOR NOTES sNwra- i vb wx N.I— :Na rrom C. d 9051] LE[r iNfpRWiNx, CALTRANS Raw OG35XC197-J Rt.. 0.1TSNOPE OR. NEWPO.R RdCH- b 0311] C011NW Of OMNGE POSTXRE I0.441 IRCNI MWE WC! 01/09/0? As Im: ZONING J�� Telemm SDhA�I-Is lfOfl MVrII CUVIa. SVnv 105 TITLE SHEET W I oca 1. 101 (CS) W. Coast Highway n /� /� DATE OF MEETING: -O Q0.' L- J 1"�w0wc me n, row"rt u:h ]Ywv .nrttxd I'. CODE COMPLIANCE n a ARCHITECT: ZONING: .1 `i.'.n. ,. 17F 1, PROJECT TEAM INDEX 00 NOT SCALE DRAWINGS n Qy; r°�"w"G�:':.� a N oa •artn.e m. n .w+ n _GENERAL CONTRACTOR NOTES sNwra- i vb wx N.I— :Na rrom C. d 9051] LE[r iNfpRWiNx, CALTRANS Raw OG35XC197-J Rt.. 0.1TSNOPE OR. 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Pc. �CUaann ,ssu[ a)c: Lr wlo ro 11 -24 -03 I DESIGN o ;� -x. -oJ aw�R4 EA .IM'S Pa[PMEO 4Y' uo u�u,.eBp.M„ A �- uunuwnr.Lwnr smEEw cosrn i,(ES.�wnoanu nve w+em.u.oaso Telecom Design I RIGHT OF WAY IL SURVEY sRCn i+uueEn•— Rn+mo +: LS1 wEwE[L) tK sR_[rz A�� 6 �10ft 8 of Sprin t. SnpiM wL, /SSL)e LS[ I['PRmla i.roruunx - -- I BPRIM IIIL OG35 %Ct9]J coRMR v oa2a aa.. Pc. �CUaann ,ssu[ a)c: Lr wlo ro 11 -24 -03 I DESIGN o ;� -x. -oJ aw�R4 EA .IM'S Pa[PMEO 4Y' uo u�u,.eBp.M„ A �- uunuwnr.Lwnr smEEw cosrn i,(ES.�wnoanu nve w+em.u.oaso Telecom Design I RIGHT OF WAY IL SURVEY sRCn i+uueEn•— Rn+mo +: LS1 wEwE[L) tK sR_[rz A�� 6 �10ft