HomeMy WebLinkAbout6.c. Tower Lease Agreement 14 ROSEMOUNT EXECUTIVE SUMMARY
CITY COUNCIL
City Council Meeting: December 3, 2013
AGENDA ITEM: Tower Lease Agreement AGENDA SECTION:
Consent
PREPARED BY: Andrew J. Brotzler, PE, Director of ublic AGENDA NO. (9. C.
Works/City Engineer
ATTACHMENTS: Lease Agreement APPROVED BY:
RECOMMENDED ACTION: Motion to Approve the Tower Lease Agreement with Verizon
Wireless, LLC for the Cellular Equipment on the Connemara Water Tower and Authorize
Necessary Signatures
BACKGROUND:
Attached is the Tower Lease Agreement between the City and Verizon Wireless,LLC that has been
reviewed by Verizon Wireless, City staff and the City Attorney,as well as the Utility Commission members
at the November 18,2013 Utility Commission meeting. The Utility Commission has made a
recommendation for City Council approval of the Tower Lease Agreement.
Below is an outline of the terms of the Lease Agreement:
• Includes six(6) tower-mounted antennas and 200 square feet of ground space
• $25,250 annual rent with a 3% annual increase
• Initial term- 5 years
• Automatic extensions - 3 extension periods of 5 years each
• Total of 20 years
The rent is calculated based on the rates approved by the City Council on August 20,2013,with the
exception of the annual renewal increase of 3% instead of 5%,which both parties have agreed to.
SUMMARY:
Staff is requesting Council approval and execution of the Tower Lease Agreement with Verizon Wireless,
LLC for the cellular equipment on Connemara Tower. A signed agreement from Verizon Wireless,LLC is
expected to be received soon and will be distributed for City signatures.
G:\ANTENNAS\Verizon\20131203 CC Approve Lease Agreement-02VER2013N.docx
TOWER LEASE AGREEMENT
This Lease Agreement ("Lease" or "Agreement") is made and entered into this day
of , 2013 ("Effective Date"), by and between the CITY OF ROSEMOUNT, a
Minnesota municipal corporation,with an office at 2875 145th Street West, Rosemount,Minnesota,
55068-0510 ("Lessor") and VERIZON WIRELESS (VAW) LLC / VERIZON WIRELESS, a
Delaware limited liability company, ("Lessee") its successor and assigns, for the leasing of certain
property interest at the Connemara Water Tower site at 13831 Connemara Trail, Rosemount,
Minnesota pursuant to the following terms:
A) Lessor is the owner of certain real property located in the County of Dakota, State of
Minnesota, described in EXHIBIT A, attached hereto and made a part hereof by this reference (the
"Property").
B) Lessee desires to obtain a lease on a portion of the Property consisting of tower space for six
(6) antennas and ground space (approximately 200 square feet) for an equipment compound (the
"Premises"), as well as right-of-way for ingress and egress and utilities thereto. The Premises are
described in EXHIBIT A, attached hereto and made a part hereof by this reference. The Premises
may be more specifically described following a survey which may be obtained at a later time.
For valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
Lessor and Lessee agree as follows:
Article 1
In addition to the terms that are defined elsewhere in this Agreement, the following terms
are used in this Agreement:
A) Tower: The Water Tower located at 13831 Connemara Trail on
which a portion of the Premises are located.
B) Lessor: City of Rosemount
C) Lessor's Address: 2875 145th Street West
Rosemount,Minnesota 55068-0510
Telephone: (651) 423-4411
D) Lessor's Rent Payee: City of Rosemount
2875 145th Street West
Rosemount,Minnesota 55068-0510
Telephone: (651) 423-4411
E) Lessee: Verizon Wireless (VAW) LLC
d/b/a Verizon Wireless
F) Lessee's Address: 180 Washington Valley Road
Bedminster,NJ 07921
Attn: Network Real Estate
Page 1 G:WNTENNAS\Verizon\LEASE AGREEMENT-02VER2013N.docx
2363624v2 MINC Skittles
G) Commencement Date: See Article 3.02.
H) Rent: See Article 3.02.
I) Extension Periods: Three (3) automatic renewal periods of five (5) years, each
beginning at midnight on the expiration date of the prior term.
J) The antenna system will include mounting of up to six (6) antennas, mounting
supports and appurtenances on the Tower as described on attached EXHIBIT A, and
the site drawings.
Article 2
2.01 RIGHT OF ENTRY. Lessor shall permit Lessee, prior to the
Commencement Date, free access to the Property and the Premises, at Lessee's cost, to conduct
surveys, subsurface boring tests, feasibility and final configuration assessments, environmental
assessments,and other inspections of the Property and Premises,as Lessee may deem necessary.
2.02 LEGAL DESCRIPTION. Lessor grants Lessee the right, but not the
obligation, at any time during the term of this Agreement, to obtain a survey of the Premises at
Lessee's expense. The legal description that may be derived from the survey will, upon approval
thereof by Lessor, become part of EXHIBIT A which will be attached hereto and made a part hereof,
and shall control in the event of any inconsistency between it and the original legal description
included in EXHIBIT A.
Article 3
3.01 LEASE TERM. The initial five (5) year term of this Lease shall begin on the
Commencement Date as hereinafter defined. Beginning on the Commencement Date, the Lessor
shall deliver possession of the Premises to Lessee, together with nonexclusive right for ingress and
egress, seven (7) days a week, twenty-four (24) hours a day, and for the installation and maintenance
of utility wires, cables, conduits, and pipes under or along a twenty-foot wide right-of-way and
easement extending from the nearest public right-of-way to the Premises, at the location shown on
EXHIBIT A.
Lessor agrees to execute without delay any easement documents covering the then current
lease term as may be required by any utility company in connection with Lessee's use of the
Premises.
3.02 RENT. The initial five (5) year term of this Agreement shall begin on the
Commencement Date (as hereinafter defined) at which time rental payments shall commence at an
annual rental of Twenty-Five Thousand, Two Hundred Fifty Dollars ($25,250.00), increased
annually each January 1 starting January 1, 2015, by an amount equal to the percent change in the
Consumer Price Index ("CPI") or 3%whichever is greater,as set forth herein. The annual rent shall
be paid on or before the first day of January, except that for the first calendar year, the annual rent
shall be prorated and paid as described below. The initial term shall commence on the first day of
the month in which Lessee commences installation of the equipment on the Premises, or on the first
day of March, 2014, whichever occurs first (either of the foregoing being the "Commencement
Date"). Lessor and Lessee agree that they shall acknowledge in writing the Commencement Date in
Page 2 G:\ANTENNAS\Verizon\LEASE AGREEMENT-02VER2013N.docx
2363624v2 MINC Skittles
the event the Commencement Date is based upon the date Lessee commences installation of the
equipment on the Premises. In the event the Commencement Date is the fixed date set forth above,
there shall be no written acknowledgement required. Lessor and Lessee acknowledge and agree that
initial prorated annual rental payment may not actually be sent by Lessee until thirty (30) days after
the Commencement Date or after a written acknowledgement confirming the Commencement
Date,if such an acknowledgement is required.
The rent shall be increased on January 1st of each subsequent year by an amount equal to
the increase in the CPI or 3%, whichever is greater, as provided herein. The first year of the
increase will be 2015. The CPI shall mean the "Consumer Price Index for all Urban Consumers, all
Cities, all Items (1967=100)" as published by the United States Department of Labor Statistics for
the month of September of the preceding year, or if such index shall be discontinued, the successor
index thereto, or if there shall be no successor index, such comparable index as shall be mutually
agreed upon by the parties hereto. Lessor shall be responsible for communicating all rental increases
to the Lessee.
Until such time as Lessor makes such computation and provides Lessee with documentation
of any rental adjustment,Lessee shall pay to Lessor the Rent in the identical annual amounts paid by
Lessee in the preceding lease year preceding the rental adjustment and, in the event the rental
adjustment computation provided by Lessor requires an increase in the amount of the annual Rent,
Lessee shall, within thirty (30) days following Lessor giving notice to Lessee of the computation of
any such increase, pay to Lessor the amount of such increase. If the CPI is discontinued or revised,
such other government index or computation with which it is replaced shall be used in order to
obtain substantially the same result as if the CPI had not been discontinued or revised. In the event
Lessee disagrees with Lessor on the CPI calculation, the parties shall submit this matter to binding
arbitration in accordance with the rules of the American Arbitration Association. Each party shall be
responsible for their own costs and fees.
Such rent shall be paid to the City of Rosemount or to such other person, firm, or place as
the Lessor may, from time to time, designate in writing at least thirty (30) days in advance of any
rental payment date.
3.03 RIGHT TO EXTEND. The Lease shall automatically renew for three (3)
additional five (5) year terms unless Lessee provides written notice of termination 60 days prior to
the end of the current term.
3.04 RENEWAL RENTAL. The annual rental for each year of the five (5) year
extension terms shall increase as described in Article 3.02.
3.05 LESSEE'S USE. Lessee shall use the Premises for the purpose of
constructing, maintaining, and operating a wireless communication facility and uses incidental
thereto (the "Facility"), consisting of ground space not to exceed 200 square feet, six (6) panel and
dish antennas, and all necessary connecting wave guide and appurtenances attached to Lessor's
existing water tank. Up to six (6) antennas and/or their supports shall be mounted as described on
EXHIBIT A and the site drawings, unless prior approval from the Lessor is obtained. Lessee shall
have the right to replace, repair, or otherwise modify its utilities, equipment, antennas and/or
conduits or any portion thereof, and the frequencies over which the equipment operates, whether
the equipment, antennas, conduits or frequencies are specified or not on any attachment hereto,
subject to City review and approval.
Page 3 G:ANTENNAS\Verizon\LEASE AGREEMENT-02VER2013N.docx
2363624v2 MINC Skittles
3.06 The Facility consists of a tower-mounted antenna system and ground space
for an equipment pad as shown on EXHIBIT A, including all necessary connecting appurtenances
sufficient to be a fully-operable communications facility for its intended licensed communications
coverage areas. This may include, radio transmission and computer equipment, batteries and
generator equipment. All improvements shall be at Lessee's expense. Lessee shall maintain the
Premises in reasonable condition. All private utilities such as electrical power, natural gas,
telephone, or other cables required by the Lessee shall be installed underground at the Lessee's
expense, and in the locations shown on EXHIBIT A.
In addition, in the event of a natural or man-made disaster, in order to protect the health,
welfare, and safety of the community, Lessee may erect additional telecommunications facilities and
install additional equipment on a temporary basis on the Property to assure continuation of service.
Such temporary operation shall not exceed ninety(90) days unless written approval is obtained from
the Lessor.
Lessee hereby consents to the use of Lessor's Property by one or more additional
communication providers for the erection, operation, and maintenance of transmission facilities
(including antenna structures) so long as, to each such additional provider; a) Lessor provides not
less than thirty (30) days prior written notice to Lessee of the erection of such facility,together with
facility specifications, and such facility will not interfere with Lessee's then current equipment, b) no
changes shall be made to the antenna structure of such other provider without thirty (30) days prior
written notice to Lessee. Lessor shall require that any agreement with such other provider shall
include a provision requiring compliance by such other provider with the provisions of this section.
3.07 INTERFERENCE. Lessor will require all occupants at this location to
adhere to the same technical standards as set forth herein.
In its use of the Premises, Lessee will not interfere with the operations of Lessor, the
communications of public safety or service agencies including public schools, fire departments,
police departments, sheriff departments, or the communications conducted by public services
provided by Lessor such as water and sewer services. In the event of any such interference, Lessee
shall take all actions necessary to eliminate such interference in accordance with reasonable technical
standards. If any such interference inhibits Lessor's operations on the Property, and Lessee does
not correct or commence to correct such interference within 24 hours, or if there are intermediate
levels of interference and Lessee does not correct or commence to correct such interference within
thirty (30) days following written notice, Lessee shall discontinue operating such equipment, on
Lessor's demand, unless and until it can be operated without interference, or shall replace the
interfering equipment with alternative equipment that does not cause such interference. All efforts
to commence to correct interference shall proceed to completion with reasonable diligence. Lessee
shall additionally have the option to terminate this Agreement,without a termination fee.
Upon written notice by Lessor that Lessor has a bona fide request from any other party to
lease or otherwise occupy the Premises, Lessee agrees to provide the Lessor within sixty (60) days
the radio frequencies currently in operation or to be operated in the future of each transmitter and
receiver installed and operational on the Premise. Lessor may then have a registered professional
engineer of Lessor's choice perform, at no cost to Lessee, the necessary interference studies to
insure that Lessee's frequencies will not cause harmful radio interference to other tenants. For the
purpose of this Agreement, harmful interference shall be defined as transmitters that produce
receiver desensing because of inadequate frequency spacing between new transmitters and existing
Page 4 G:\ANTENNAS\Verizon\LEASE AGREEMENT-02VER2013N.docx
2363624v2 MINC Skittles
receivers, or transmitters that produce second, third or fifth order intermodulation products within
twenty (20) KHz of existing receivers on the Premises.
Should subsequent occupants cause any interference with the operations of Lessee, and if
such interference is not eliminated, Lessee shall have the right to terminate this Agreement without
any penalty or further liability or seek injunctive relief enjoining such interfering use generated by
any other subsequent occupant of the Property.
3.08 TERMINATION. This Agreement may be terminated,without any penalty
or further liability unless described herein, on sixty (60) day written notice as follows: a) by either
party on default of any covenant or term hereof by the other party,which default is not cured within
sixty (60) days following receipt of notice of default (without, however, limiting any other rights
available to the parties pursuant to any other provisions hereof) except in the case of Lessor default,
Lessee may exercise termination rights without fee or charge, provided each party shall have such
extended period as may be required beyond the sixty(60) days if the nature of the cure is such that it
reasonably requires more than sixty (60) days and the party commences the cure within the sixty (60)
day period and thereafter continuously and diligently pursues the cure to completion; or b) by Lessee
if it is unable to obtain or maintain any license, permit or other governmental approval necessary to
the construction or operations of the Facility or Lessee's business; or c) by Lessee if the Premises are
or become unacceptable to Lessee under the Lessee's design or engineering specifications for its
Facility or for the communications systems to which the Facility belongs; or d) by Lessee,in its sole
discretion,if it determines that the use of the Premises is obsolete or unnecessary.
No later than ninety (90) days after the termination of this Agreement, by expiration of the
term or otherwise,Lessee will remove its personal property and fixtures and restore the Premises to
their condition on the Commencement Date,reasonable wear and tear and casualty loss excepted.
Notice of the Lessee's exercise of its right to terminate shall be given to Lessor in writing by
certified mail, return receipt requested, and shall be effective upon receipt of such notice by the
Lessor as evidenced by the return receipt. All rentals paid for the lease of the Property up to said
termination date shall be retained by Lessor; any prepaid annual rent for periods after said
termination date shall be refunded. Upon such termination, this Agreement shall become null and
void and all the parties shall have no further obligations,including the payment of money, except to
the extent of the representations, warranties and indemnities made by each party to the other
hereunder.
Article 4
4.01 LESSEE'S INSURANCE. At all times during the term, Lessee, at its own
expense, shall maintain: I) "All Risk" property insurance for its property's replacement cost; (II)
commercial general liability insurance for bodily injury, death or property damage arising out of any
occurrence. The minimum limit of liability, combined single limit coverage, shall be Three Million
and 00/100 Dollars ($3,000,000) for any number of claims arising out of the same occurrence; and
(III) worker's compensation insurance as required by law.
Lessee will name the Lessor as an additional insured under its commercial general liability
policy. Lessee will require its insurance company to give at least thirty (30) days prior written notice
of termination or cancellation of the policy to the additional insured.
Page 5 G:WNTENNAS\Verizon\LEASE AGREEMENT-02VER2013N.docx
2363624v2 MINC Skittles
4.02 LESSOR'S INSURANCE. At all times during the term of this Agreement,
Lessor will carry and maintain fire and extended coverage insurance covering the Tower, its
equipment and common area furnishings in amounts not less than their full replacement costs.
Lessor shall also carry commercial general liability insurance in amounts reasonably determined by
Lessor. The minimum limit of liability coverage shall continuously be maintained at the then current
limit of Lessor's liability under Minnesota Statutes,Section 466.04
4.03 WAIVER OF SUBROGATION. Lessor and Lessee each waive any and all
rights to recover against the other, or against the officers, directors, shareholders, partners, joint
ventures, employees,agents, customers,invitees or business visitors of such other party, for any loss
or damage to such waiving party arising from any cause covered by any property insurance required
to be carried pursuant to this section or any other property insurance actually carried by such party.
Lessor and Lessee, from time to time,will cause their respective insurers to issue appropriate waiver
of subrogation rights endorsements to all property insurance policies carried in connection with the
Tower or the Premises or the contents of either.
4.04 DAMAGE. If the Premises or a portion of the Tower necessary for Lessee's
occupancy is damaged during the term of this Lease by any casualty which is insured under standard
fire and extended coverage insurance policies, Lessor will repair or rebuild the Premises to
substantially the condition in which the Premises were immediately prior to such destruction. The
Rent or Renewal Rent,as applicable,will be abated proportionately du rin g any period i n
which there
is substantial interference with the operation of Lessee's business. If the Premises are damaged to
the extent that it would take, in Lessee's reasonable judgment, more than thirty (30) days to repair,
then Lessee may terminate this Lease. If the Tower is damaged to the extent that it would take, in
Lessor's reasonable judgment, more than thirty days d s to repair, then Lessor may terminate this
� Y p Y
Lease.
4.05 CASUALTY. If any portion of the Owner's Property or Communications
Facility is damaged by any casualty and such damage adversely affects Lessee's use of the Property,
this Agreement shall terminate as of the date of the casualty if Lessee gives written notice of the
same within thirty (30) days after Lessee receives notice of such casualty.
4.06 LESSOR COMPLIANCE. Lessor represents and warrants that, as of the
date of this Lease, the Premises and the Property comply with all applicable laws, statutes,
ordinances, rules, codes, regulations, orders, and interpretations of all Federal, State and other
governmental or quasi-governmental authorities having jurisdiction over the Property (collectively,
"Laws"). At its sole cost and expense, Lessor will promptly comply with all Laws, and will cause the
Premises and the Property to comply with all Laws, except to the extent that such compliance is
required solely as a result of Lessee's use or occupancy of the Premises. If any modifications are
required to be made to the Property after the date hereof as a result of any Laws, Lessee shall have
no liability for any costs therefor,whether as a pass-through of operating expenses or otherwise.
4.07 LESSEE COMPLIANCE. Lessee will promptly comply with all applicable
Laws relating to Lessee's use or occupancy of the Premises. At its sole cost and expense,Lessee will
promptly cause the Premises to comply with all applicable Laws to the extent that such compliance
is required solely as a result of Lessee's use or occupancy of the Premises.
4.08 ENVIRONMENTAL MATTERS. a) Lessee will be responsible for and will
Page 6 G:\ANTENNAS\Verizon\LEASE AGREEMENT-02VER2013N.docx
2363624v2 MINC Skittles
defend,indemnify,and hold Lessor,its agents, and employees harmless from and against any and all
direct claims, costs, and liabilities,including attorney's fees and costs, arising out of or in connection
with the cleanup or restoration of the Premises associated with the Lessee's use of Hazardous
Materials; b) Lessor will be responsible for and will defend, indemnify, and hold Lessee, its agents,
and employees harmless from and against any and all direct claims, costs, and liabilities, including
attorney's fees and costs, arising out of or in connection with the clean-up or restoration of the
Premises associated with the Lessor's use of Hazardous Materials. Nothing herein shall be deemed
waiver by the Lessor of the limitations on liability set forth in Minnesota Statutes, Chapter 466.
Lessor hereby states that, to the best of Lessor's knowledge, prior to Lessee's use of the property
there are no "Hazardous Materials" present on the Property; c) "Hazardous Materials" means
asbestos or any hazardous substance, waste, or materials as defined in any Federal, State, or local
environmental or safety law or regulation including, but not limited to, CERCLA. Lessor
acknowledges that Lessee may be utilizing and maintaining on the Property sealed batteries,
propane/diesel/gasoline,HVAC system, and a halon/FM200 fire suppression system.
The obligations of this section shall survive the expiration or other termination of this
Agreement.
Article 5
5.01 UTILITIES AND TAXES. Lessee will be responsible for all utilities
required by its use of the Premises. Lessee will pay its proportionate share of utilities furnished by
Lessor,or will arrange to have its utilities separately metered.
Lessee will pay any increase in real estate taxes, or any governmental charge or assessment
that Lessor demonstrates arises by reason of Lessee's occupancy,use or operations on the Premises.
In the event that the real estate tax assessment on Lessor's property reflects Lessee's improvements,
Lessor agrees to provide to Lessee in a timely manner, a copy of the assessment. Lessee may
contest, at its expense,any assessment imposed on the Premises or Lessee's activities.
5.02 TITLE AND QUIET ENJOYMENT. Lessor represents and warrants to
Lessee that a) Lessor has full right, power and authority to execute this Agreement, and will provide
Lessee with evidence of such authority;b) Lessor has good and marketable title to the Premises free
and clear of any liens or mortgages except those matters which are recorded with the County
Recorder as of the Effective Date; and c) there is direct legal ingress and egress to the Premises for
Lessee's use for vehicles and pedestrians from a public right-of-way. Lessor further covenants that
Lessee shall have quiet enjoyment of the Premises during the term of this Agreement and any
renewal thereof. For any encumbrance which is a matter of public record, Lessor will promptly
obtain from such encumbering entity a non-disturbance agreement stating that so long as Lessee is
not in default hereunder, this Agreement will continue in full force and effect.
Lessor agrees to notify Lessee immediately if at any time during the term of this Agreement,
Lessor decides to subdivide, sell or change the status of the Premises or the Property, or if Lessor
learns of any pending or threatened or contemplated actions, litigation, claims, condemnations or
other proceedings which would affect the Premises or any part of the Premises, or any land use or
development proposals affecting property in the vicinity of the Property of which Lessor receives
actual notice.
Page 7 G:\ANTENNAS\Verizon\LEASE AGREEMENT-02VER2013N.docx
2363624v2 MINC Skittles
5.03 SUCCESSORS AND ASSIGNS. This Agreement shall run with the
Property and shall be binding on and inure to the benefit of the parties, their respective successors,
personal representatives and assigns.
5.04 COMPLETE AGREEMENT. It is hereby mutually agreed and understood
that this Agreement contains all agreements, promises and understandings between Lessor and
Lessee and that no other agreements, promises, or understandings shall or will be binding on either
Lessor or Lessee in any dispute, controversy or proceeding at law and any addition, variation or
modification to this Agreement shall be void and ineffective unless in writing and signed by parties
hereto.
5.05 APPLICABLE LAW. This Agreement and the performance thereof shall be
governed, interpreted, construed and regulated by the laws of the State in which the Premises are
located.
5.06 NOTICES. All notices and other communications including changes in
Lessor's Rent Payee, required or permitted under this Agreement shall be in writing and shall be
given by United States first class mail, postage prepaid, registered or certified, return receipt
requested, or by hand delivery (including by means of a professional messenger service) addressed to
the party for whom it is intended at its address set forth in Article 1. Any such notice or other
communication shall be deemed to be effective when actually received or refused. Either party may
by similar notice given change of address to which future notices or other communications shall be
sent.
5.07 AUTHORITY. Each of the individuals executing this Agreement on behalf
of the Lessee or the Lessor represents to the other party that such individual is authorized to do so
by requisite action of the other party to this Agreement by requisite action of the party to this
Agreement on behalf of which it is executed.
5.08 DUTIES. This section intentionally left blank.
5.09 RECORDING. Lessor shall execute and Lessee shall be permitted to
record, at any time, a memorandum of this Agreement. If this Lease Agreement is terminated prior
to the expiration of its term, Lessee shall record an appropriate instrument to clear the
memorandum from the title to the Property.
5.10 ADDITIONAL MAINTENANCE EXPENSES. All additional expenses of
maintaining the Property, including painting or other maintenance of the Tower on which Lessee's
antennas are to be mounted, which result from Lessee's occupancy of the Property, shall be paid
promptly to Lessor by Lessee upon Lessor's delivery of an itemized bill to Lessee of such additional
costs.
5.11 APPROVAL. Lessee may not erect the Facility or other improvements on
the Property until Lessee receives all approvals from the Rosemount City Council pursuant to
applicable city ordinances.
5.12 PRIMARY USE. The primary purpose of the Tower is to provide water
service to residents of Rosemount. In the event that the use of the Tower for water service is
jeopardized because of Lessee's antenna usage on the Tower,the Lessor may require Lessee to make
Page 8 G:\ANTENNAS\Verizon\LEASE AGREEMENT-02VER2013N.docx
2363624v2 MINC Skittles
such adjustments to its facilities or operations as are necessary to ensure that Lessor's use is no
longer jeopardized.
5.13 CONDEMNATION. If a condemning authority takes any portion of the
Lessor's Property and such taking adversely affects Lessee's use of the Lessor's Property, this
Agreement shall terminate as of the date of taking, if Lessee gives written notice of the same within
thirty (30) days after Lessee receives notice of such taking. Lessee shall be entitled to no portion of
any condemnation award except the value of its physical improvements on the Property. Upon
termination of this Lease by reason of condemnation,Lessor shall return to Lessee any prepaid rent,
prorated to the date of taking. Lessee may make claims against the condemning authority for any
relocation benefits or other damages to which it may be entitled by law. Sale of all or part of the
Property to a purchaser which has the power of eminent domain in the face of the exercise of the
power shall be treated as a taking by condemnation, and the date of such conveyance shall be
deemed the date of taking.
5.14 MISCELLANEOUS.
A) This Agreement may be signed in counterparts by the parties hereto.
B) Each party shall from time to time, within twenty (20) days after written request from the
other party, execute, acknowledge and deliver an estoppel certificate indicating that the Agreement
and any amendments thereto are in full force and effect, setting out the current monthly rental
amount, date rent is paid through, expiration date of the then current term, and acknowledge that
there are not, to such party's knowledge, any uncured defaults, or specifying such defaults if any are
claimed.
C) If either party is represented by broker or listing agent, each party is responsible for all
commission, fee or other payment to such agent.
D) Accurate as-built or record drawings as approved by the City Engineer shall be provided to
the City within 30 days after installation of Lessee's facilities.
E) The rights of Lessee under this Agreement are subject and subordinate to the rights of the
following lessees:
o T-Mobile USA under that certain Tower Lease Agreement by and between the City
of Rosemount and T-Mobile USA dated March 1, 1997 and amended December 29,
2011.
o Clear Wireless LLC under that certain Tower Lease Agreement by and between the
City of Rosemount and Clear Wireless LLC dated January 19,2010.
Lessee acknowledges receipt of a copy of said Tower Lease Agreements.
F) Lessee shall place no advertising on the site or on any structure on the site.
G) All antenna panels will be painted to match the Tower.
H) All landscaping and turf which is damaged by Lessee shall be restored to a condition
Page 9 G:ANTENNAS\Verizon\LEASE AGREEMENT-02VER2013N.docx
2363624v2 MINC Skittles
reasonably acceptable to Lessor.
I) Lessee shall not use any process or method in the installation, maintenance or removal of
any improvement on the Tower by means of welding, cutting tool, or other device, which could
damage the Tower, including its interior and exterior paint or any equipment attached thereto,
without the Lessor's prior written consent,which shall not be unreasonably withheld.
J) Lessee must keep its leased area free of debris and in compliance with all applicable Laws.
K) Lessee shall remove its Facility at Lessee's cost, upon reasonable notice to allow
maintenance, repair, repainting, or restoration to other activity as reasonably required by Lessor.
There may be scheduled interruptions in use of the Facility. Except in the case of an emergency
Lessor shall give Lessee thirty (30) days' notice of repair, repainting or restoration. In case of an
emergency, Lessor may require Lessee to immediately remove Lessee's Facility upon notification to
Lessee by telephone. An "emergency" shall be deemed to exist only in those situations which
constitute an immediate threat to the health or safety of the public or immediate danger to the
Property. In the event the use of Lessee's Facility is interrupted, Lessee shall have the right to
maintain mobile cellular sites on wheels on the Property or after approved by Lessor, on any land
owned or controlled by Lessor in the immediate area of the Property.
L) Lessee may assign this Agreement without any approval or consent of the Lessor to the
Lessee's principal, affiliates, subsidiaries of its principal, or to any entity which acquires all or
substantially all of Lessee's assets in the market defined by the Federal Communications
Commission in which the Property is located by reason of merger, acquisition or other business
reorganization. As to other parties, this Agreement may not be sold, assigned or transferred without
the written consent of the Lessor, which such consent will not be reasonably withheld, delayed or
conditioned. No change of stock ownership, partner interest or control of Lessee or transfer upon
partnership or corporate dissolution of Lessee shall constitute an assignment hereunder.
M) Lessee will pay the Lessor for expenses incurred when Lessor is required to lock or unlock
facilities to provide access to Lessee for routine maintenance scheduled during non-business hours.
Business hours are Monday through Friday 7:00 a.m. to 3:00 p.m. Lessee will be invoiced for staff
time at their overtime rate plus benefits. The number of hours charged will be determined by the
Teamsters contract in place with the City at the time of the service request (currently 2.5 hours for
each call out). Lessee will pay charges within 30 days of receipt of the invoice.
N) Lessee will provide 24-hour notice to Lessor of any on-site routine maintenance that will
involve Lessee's personnel or equipment on the Property.. Notice must be given by phone to the
Rosemount Public Works Department at 651-322-2022.
0) If Lessor elects during the term to sell, otherwise transfer or grant to a third party by
easement or other legal instrument, an interest in and to any portion of the Tower and/or Property
occupied by Lessee for the purpose of operating and maintaining communications facilities or the
management thereof, with or without an assignment of this Agreement to such third party, Lessee
shall have the right of first refusal to meet any bona fide offer of sale or transfer on the same terms
and conditions of such offer. If Lessee fails to meet such bona fide offer within thirty (30) days
after written notice thereof from Lessor, Lessor may sell or grant the easement or interest in the
Property or portion thereof to such third person in accordance with the terms and conditions of
Page 10 G:\ANTENNAS\Verizon\LEASE AGREEMENT-02VER2013N.docx
2363624v2 MINC Skittles
such third party offer.
IN WITNESS WHEREOF,the parties hereto have set their hand and affixed their respective
seals the day and year written below.
LESSOR: CITY OF ROSEMOUNT
By:
William H. Droste,Mayor
By:
Amy Domeier,City Clerk
LESSEE: VERIZON WIRELESS (VAW) LLC
d/b/a Verizon Wireless
By:
Lynn Ramsey
Its:Area Vice President Network
Date
Page 11 G:WNTENNAS\Verizon\LEASE AGREEMENT-02VER2013N.docx
2363624v2 MINC Skittles
EXHIBIT A
SKETCH AND DESCRIPTION OF PROPERTY, LEASE AREA AND
ACCESS/UTILITY EASEMENT:
See attached Exhibit (site drawings)
LEGAL DESCRIPTION OF OWNER'S PROPERTY:
Address: 13831 Connemara Trail
Rosemount,Minnesota
Legal: That part of the Southeast 1/4 of Section 19,T115,R19,Dakota
County,Minnesota, described as follows: Commencing at the
northeast corner of Lot 1,Block 3, Country Hills Third Addition;
thence N 1 deg. 12'41"W along the east line of said plat 80 feet to
the point of beginning; thence continuing N 1 deg. 12'41"W a
distance of 250 feet; thence N 89 deg. 28'03" E a distance of 300
feet; thence S 1 deg, 12'41"E a distance of 250 feet; thence S 89
deg. 28'03"W a distance of 300 feet, to the point of beginning.
It is agreed by Lessor and Lessee that the precise legal description for the Lessor's Property will be
corrected,if necessary, and that the correct legal description may be placed on this EXHIBIT A by
Lessee.
Page 12 G:\ANTENNAS\Verizon\LEASE AGREEMENT-02VER2013N.docx
2363624v2 MINC Skittles
EXHIBIT B
TO SITE AGREEMENT
FORM OF MEMORANDUM OF AGREEMENT
THIS MEMORANDUM evidences that an Agreement was made and is hereby entered into by
written agreement effective this day of , 2013, between the City of
Rosemount, a Minnesota Municipal Corporation ("Lessor"), and VERIZON WINLESS (VAW) LLC
D/B/A VERIZON WIRELESS, a Delaware limited liability company, the terms and conditions of which
are incorporated herein by reference.
Such Agreement provides,in part, that Lessor, for valuable consideration,leases to Verizon Wireless
a part of that certain property owned by Lessor which is described in EXHIBIT A attached hereto
and incorporated herein for a term of five (5) years commencing no later than
, 2013, which term is subject to three (3) additional five (5) year
extension terms.
Page 13 G:\ANTENNAS\Verizon\LEASE AGREEMENT-02VER2013N.docx
2363624v2 MINC Skittles
EXHIBIT C
TO SITE AGREEMENT
CONDITIONS PRECEDENT
1) All permits from all local or federal land use jurisdictions for the intended use.
2) All local airspace authorities and FAA determination of no hazard to airspace.
3) FCC authorization to utilize this location for the intended use.
4) Review and approval of site plan and landscape (plantings) plan by the City,paid for
by Lessee.
5) Lessee will pay for a review of the proposed structural addition to the Tower by a
registered professional Engineer of the Lessee's choosing.
6) Lessee's technical reports must establish to its exclusive satisfaction that the property is
capable of being suitably engineered to accomplish Lessee's intended use of the property.
Page 14 G:\ANTENNAS1Verizon\LEASE AGREEMENT-02VER2013N.docx
2363624v2 MINC Skittles
EXHIBIT A'-
GENERATOR TYPE:
DIESEL
U R UGE—UGE—UGE 21--UGE .2------Or� FR UGC FY-Z-7
''.. UGE UGE
I l `r`— AV \ yTP I )(SEEE
/ WW FUTURE CARRIER `t,'t _ "
e I I EOINPMEM SHELTER SPME t`I ,
\ J.. , n,.•,.r PROPOSED 10'A 1C
LAND SNCE
I FUTURE TREE a ' _ *,�r NOT FOR '
I e (TYPICAL) r-_ + rEtmgm PROPOSED EOIIPIENT CONSTRUCTION SHELTER(SEE A-4)
I �.,' o C L----J ■j_ i1
eima m
IUD 0 I ma WONG(SEE A-e)
...:.',...,ILkd'd..........Z.L'.:.4 e.i .
L"�'E UGE USE UGE—UGE—UGE—UGE—UGE—UGE�_WE DESIGN
2 UGE IN EXISTING WATER
I I l I TOWER DRIP EDGE(ABOVE)
C ��.— XB � �/ / EXISTNG WATER 89]3 VALLEY VIFW RO.
e� TOWER(SEE A-3) 'DZ'�RNRIF,MN 55314
ArA
/(4'
I� EXISTING BITUMINOUS
�„ DRIVE/PARKING AREA
IQ ( I
I I Ij /' I ilk V a 4 '1 D VERIZON
,�■ �� // WIRELESS
,OBE,BUSH LAKE ROAO
I p °L P � BLOOM NGTON MN 65638
1611)]10.8030
/ I
n PRCI'OSFD MUM
PER
I e I \ I 1 (SEE A-��"SECTOR)
a
,I� PROJECT
I g �W o 20130877423 Ill
EXISTING UNDERGROUND 1 I t J "
MR // rI� >''''
<.... MINC
�I I kW `,t *** \ EXISTING
EXISTING UNDERGROUND IRUN �' / °d I PROPERTY LINE SKITTLES
IXR'RUN em -.Jr. �xg •. N \ I I
PRDPERIY UNE� i
em ' 1,11 / F/ PROPOSED 70-0 WOE CONNEMARA TRAIL
AP '/,� ACCESS/MIT raw OP my ROSEMOUNT,MN 55068
/N "/\' EXISTING UNDERGROUND S I
EXISTNG UNDERGROUND FIBER 1
EXISTING FIBER
TRANSFORMER \y I SHEET CONTENTS:
I RISING CONCRETE XW COSTING UNDERGROUND
SIDEWAU( ELECTRIC RUN SITE PLAN lik
EXISTING rl
TELCO PEDESTALS� -n-�� `E _—E E _E __E —E —E �C
E- 'E —E —E E —E E —E C �
RAW BY CDB
1 .,`
DATE:N 10-01 43
•'t
'• CHECKED BY: CUB
L________ NORTH PRELIM REV.A 11-12-13
I OSITE PLAN ceale WIZ
SCALE:t"=30'-0" E°31L' Ir A-1
Memorandum of Lease
THIS MEMORANDUM evidences that an Agreement was made and is hereby entered into by
written agreement effective this day of , 201 , between the City of
Rosemount, a Minnesota municipal corporation ("Lessor"), and VERIZON WIRELESS (VAW)
LLC D/B/A VERIZON WIRELESS ("Lessee"), a Delaware limited liability company, the terms
and conditions of which are incorporated herein by reference.
Such Agreement provides, in part, that Lessor, for valuable consideration, leases to Lessee a part
of that certain property owned by Lessor which is described in EXHIBIT A attached hereto and
incorporated herein for a term of five (5) years commencing no later than March 1, 2014, which
term is subject to three(3) additional five (5) year extension terms.
Lessor: Lessee:
City of Rosemount VERIZON WIRELESS (VAW)LLC
d/b/a Verizon Wireless
By
Its Mayor By
Lynn Ramsey
By Its Area Vice President Network
Its City Clerk
Date:
Date:
MIN Skittles Memorandum
433146v2 CBR RS220-179 G:\ANTENNAS\Verizon\Memorandum of Lease-02VER2013N.DOCX
STATE OF MINNESOTA )
) SS.
COUNTY OF DAKOTA )
The foregoing instrument was acknowledged before me this day of
, 201 , by William H. Droste and Amy Domeier, the mayor and city
clerk of the City of Rosemount, a municipal corporation under the laws of the State of
Minnesota, Lessor.
Notary Public
NOTARY STAMP OR SEAL
STATE OF ILLINOIS )
) SS.
COUNTY OF COOK )
The foregoing instrument was acknowledged before me this day of
, 201 , by Lynn Ramsey, the Area Vice President Network of VERIZON
WIRELESS (VAW) LLC d/b/a Verizon Wireless, a limited liability company under the laws of
the State of Delaware, Lessee.
Notary Public
NOTARY STAMP OR SEAL
THIS INSTRUMENT DRAFTED BY:
Kennedy&Graven, Chartered
470 U.S. Bank Plaza
200 South Sixth Street
Minneapolis, MN 55402
MIN Skittles Memorandum
433146v2 CBR RS220-179 G:\ANTENNAS\Verizon\Memorandum of Lease-02VER2013N.DOCX
EXHIBIT A
LEGAL DESCRIPTION OF OWNER'S PROPERTY:
Address: 13831 Connemara Trail
Rosemount,Minnesota
Legal: That part of the Southeast 1/4 of Section 19,T115,R19,Dakota
County, Minnesota, described as follows: Commencing at the
northeast corner of Lot 1,Block 3,Country Hills Third Addition;
thence N 1 deg. 12'41"W along the east line of said plat 80 feet to
the point of beginning; thence continuing N 1 deg. 12'41"W a
distance of 250 feet; thence N 89 deg. 28'03"E a distance of 300
feet; thence S 1 deg, 12'41" E a distance of 250 feet; thence S 89
deg. 28'03" W a distance of 300 feet, to the point of beginning.
433146v2 CBR RS220-179 G:\ANTENNAS\Verizon\Memorandum of Lease-02VER2013N.DOCX