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HomeMy WebLinkAbout6.a. Lease Agreement for Antennas with APT CITY OF ROSEMOUNT EXECUTIVE SUMMARY FOR ACTION CITY COUNCIL MEETING DATE: March 19, 1996 AGENDA ITEM: APT Antenna Lease Agreement AGENDA SECTION: New Business PREPARED BY: Bud O nA Osmundson AGENDA C # 6 A ity Engineer/Public Works Director IV! ATTACHMENTS: Lease Agreement, Utility Commission APPROVED BY: Packet At the March 11th meeting, the Utility Commission recommended that City Council approve the attached Tower Lease Agreement with American Portable Telecom for the purposes of placing communication equipment and antenna space at the Connemara Water Tower site. Attached is information describing APT and the new type of wireless personal communication service which they are providing. The proposed lease is for a fifteen (15) year period plus a part of 1996. The City Attorney drafted the lease and it is also being reviewed by our Risk Manager. Mr. Glenn Wolff is representing APT and will be available to answer any questions you may have. The site plans show the location of the antenna and the proposed equipment com ound area on the site. Staff is recommending that the income derived from the rental be put into the Water Core Fund or a separate water tower fund which will pay for perpetual maintenance for the water towers. Staff will present a brief overview of the project and be available for questions at the Council meeting. RECOMMENDED ACTION: MOTION TO APPROVE THE APT LEASE FOR THE RENTAL OF SPACE ON THE CONNEMARA WATER TOWER, AUTHORIZE NECESSARY SIGNATURES AND APPROVE THAT THE INCOME FROM THE LEASE BE UTILIZED ONLY FOR WATER TOWER CONSTRUCTION AND/OR MAINTENANCE. COUNCIL ACTION: 7 CITY OF ROSEMOUNT EXECUTIVE SUMMARY FOR ACTION UTILITY COMMISSION MEETING DATE: March 11, 1996 AGENDA ITEM: Antenna Lease AGENDA SECTION: Old Business PREPARED BY: Bud Osmundson AGENDA NO. City Engineer/Public Works Director 5b. ATTACHMENTS: Lease Agreement APPROVED BY: Attached is a Lease proposed by American Potable Telecom for communication equipment and antenna space at the Connemara Tower site. The antenna will be used for a new type of wireless telephone called Personal Communication Service (PCS). There is information attached about the company and the communication service. Mr. Glenn Wolff is representing APT and will be at the meeting to answer any questions you may have. Also, attached is a site plan conceptual drawing for the Connemara Tower site which shows the antenna and the equipment which would be located on the site. We may have some final revisions of the Lease which will be presented at the meeting. Please familiarize yourself with the attached lease as any modifications would be minor and may be added as a supplement. We are proposing a 15-year lease for APT with an annual rent of $12,000.00 per year, escalating each 5 year period. Staff is recommending that the income derived from such rental be put into the Water Core fund or to set up a separate Tower Maintenance fund which will pay for the perpetual maintenance of the water towers. Staff recommends that the Utility Commission recommend approval by the City Council of the Lease Agreement and that the income be utilized for perpetual Tower Maintenance. RECOMMENDED ACTION: RECOMMEND APPROVAL OF THE APT LEASE FOR RENTAL OF SPACE ON THE CONNEMARA TOWER BY THE CITY COUNCIL AND THAT THE INCOME BE UTILIZED ONLY FOR TOWER MAINTENANCE. COMMISSION ACTION: 2 • First there was the telephone. ,. - ► •Then came cellular. ,.c':• A lb 7A 4 ,'N A ( 1 Now there's APT �. APT is a new kind of company for a new era of communication. Chicago-based American Portable Telecom (APT) is at the forefront of the communications revolution as a provider of a new type of wireless Personal Communication Service(PCS). For the first time,wireless communications will be affordable and available for everyday use by ordinary people with services designed for the way people live their lives. As the successful bidder for six major broadband PCS licenses. APT will provide this exciting new generation of wireless communications in the major trading areas of Minneapolis-Sr. Paul. Tampa-St. Petersburg-Orlando,Houston,Pittsburgh,Kansas City and Columbus. Service is planned to he offered by early 1997. The APT team is committed to being a winner in the N competitive PCS market by providing customers with • vo innovative and reliable personal communication services. - • APT is an entrepreneurial company at the leading edge of t a fast-paced industry APT's people move with lightning speed, l ; 1 total enthusiasm and commitment in building a new business �- that will help change the way Americans communicate. , Although APT is a new company, it is backed up by more • : — than 25 years of experience in the telecommunications and y j wireless industry. APT is a subsidiary of Telephone and • Data Systems,Inc. (TDS),a$1 billion diversified telecom- munications company. TDS provides local telephone,cellular and paging services to more than 1.8 million customers in 37 states and the District of Columbia. TDS has APT is a new grown its revenue at an annual rate of 26 percent since 1990. APT is strengthened by its association with TDS and its affiliated companies: United States Cellular, a top 10 cellular company serving over 600,000 customers in 138 kind of company markets;TDS Telecom,which operates 100 telephone companies in 2') states: and American Paging,Inc.,with more than 770,000 customers. for a new era of communication. • W H A T I S PCS ? PCS is an advanced personal phone service that combines the freedom and convenience of wireless commu- nications with the value and reliability of traditional telephone service. PCS offers subscribers the ability to communicate while on the run...from home,in the car and around town...all from the same portable telephone. Initially, Or' for most customers a PCS phone will supplement �i� �4 � .' Illi their traditional home or office phone service,allow- ,,,r, E 461,!,:t �' �(�,Cy • it � - • in them to make and receive calls whenever they ' • �. want,wherever they are.Over time,industry experts - ' predict that PCS increasingly will become the corn- ` ± r ,' , te _ municacion method of choice for millions of people in �'i1 APT fu your lifesryk, North America,as they realize they no longer need their making staying in touch easy and affordable. fixed-location wired phones. While often called"the next generation of cellular,"PCS offers subscribers many advantages over traditional cellular communications, including: Industry experts • An affordable,reliable phone service with fully integrated voice and text messaging that works just about anywhere you are. predict that PCS • A truly personal phone service,combining lightweight phones and advanced features that can be tailored for each individual customer. will become the • A greater capacity for future growth based on the broad spectrum g P tY �° allocation for PCS and the use of efficient digital technology primary means of • An advanced digital radio network which uses smaller cell sites that communication for are less obtrusive than traditional cellular. • State of the art billing and operational support systems designed to millions of people provide responsive customer service. in North America. I Businesses will appreciate `' Ngt the value,quality and advanced services erred L J by APT. TECHNOLOGY F O R T O D A Y • PCS-1900 is a mature technology. Benefiting from the experience of more than 130 GSM operators around the world,APT and other North American PCS-1900 system Indust?),experts predict that PCS will generate bil- operators will be the first PCS service providers to market, creating a distinct competitive advantage in a highly corn- lions of doll=in local investment and thousands of petitive industry. jobs in the United States, and one day could • PCS-1900 is a value-added system. APT subscribers will benefit from a system that offers calling features that rival account for 1 percent of the gross national product. many traditional telephone networks. Caller I.D.,call for- warding,call waiting and call screening are just a few of the To bring PCS to market,APT has chosen a features offered,and dozens more are being developed today. PCS-1900 operators can offer integrated voice,high digital wireless communications standard called speed mobile data,fax and messaging services from one network. GSM(Global System for Mobile communications) A key feature of PCS-1900 technology is the Smarr Card, which stores personal subscriber preferences,features and for its PCS service. ocher information separate from the handset. GSM is a proven standard that has been used • PCS-1900 is secure. PCS-1900 provides authentication to verify a user's identity,which eliminates cloning. PCS-1900 commercially throughout the world since 1992. also uses encryption so calls can't be overheard. • Today approximately 10 million subscribers in 75 • PCS-1900 makes roaming easy. The PCS-1900 standard • enables seamless roaming between PCS-1900 systems countries use GSM systems for their wireless com- throughout North America and the world. What's more, with the Smarr Card,subscribers can make calls from any munications, making it the most widespread digital PCS-1900/GSM phone in any location(including interna- tionally)and have the calls charged to their account. wireless technology in use. • • PCS-1900 equipment is available. PCS-1900 operators North American GSM, or PCS-1900, is have a wide choice of infrastructure suppliers and handset manufacturers. In fact,more than six equipment manufac- unique among rival PCS technologies. curers already produce a robust line of handsets. • AMERICAN PORTABLE 1 TELECOMMThICATIONS ,.,: ,i ,., ... -,te- , . „,r., i'X. #A1 Q021/RO SEMOUNT MN. CELL SITE SITE ADDRESS: CONNEMARA TRAIL r .-; EA, \IMO t wAY3UI18 X00 Adam Omsk 3ons (77O)411.2100 ux(770)481-2170 • OPTION 1 1 I yROPOS 13'X20' 1 EQUIPM T AREA i PROPOSED ACCESS 350' Nu,juN0 OUIPMENT AM 1 PROPOSED UNDER- WATER TOWER GROUND TELECO I Iop.Opp.TT1I��s SO' • i PROPOSE 10'X16' EQUIPMENT AREA I F.8., 12" RCP OVERFLOW PROPOSED UNDRGROUNO i ELECRICAL 1 !i • ■ O''' I N t • I°. \� I 18" D.I.P. WATERMAIN ' MAGNETIC NORTH I ,. 225' , 2 n IS 3• EAST CV • 0 b S0 75 100 t is uo ::i'e-::f I ORAPHRC SCME S :1 THEW OYwNGS AU PROPN[TARr IN NATURE S�pEO In 3 e. }PRODUCED CULT UN OF OUR Ali NE►R' 01 I FORM alO1M[o our�Nnn REPRODUCED PNON NNrANY SO 1 POGNAION FROM RA. 1 THESE ORAL NGS ARC AMUSING AS•CON- VINCE FOR 114 PURPOSES Of ASSISTING PM . ... .......... ... .._ ..:::: : : : : : : i................:............ ..' I CL ICKS N THE E COMPLETION OF T HEN COM- SRUCIION N AN ORGAIgp AND TIMELY SD [RAsC T uoun tE130C AW RE TR E ttG AN W w WAR S DEPICTED ON NW U DRAWINGS ...............................4......EXISTIR¢..GRA.VEL.ACES..ROAD..:.i.:..:.i.:..::..i:.:..i....?..:.:.''.:.:..:.:.:.:..: .:::::.:.:.:.:.:.:.i..:i.{.i..v.:.i`i.?.:ii::.: 1 O a rR CONSULTANT'S AD o HER V nI IOeHa wI°MN SONIC HH[5l0OISIEIE ..•...•....... •. ION HIDE[OMENS 1IEIKN.HIKE AS(NOT W!- ••.•••• .•...•...•..._ SEA II LE[NGA UCD ED PROF SIONA SIGNED AND ... .... ONECTL7 FROM SAID vOcoR5 AND NOT RA .... ....•....... IOR(Ti CLCR5 M11N REGARD TO 11108 °SAGACIOUS UNDER 111E COIORACT OOCYMORS. CONERMARA TRAIL FOR CONTRACTOR 1 ACCEPTS*0(RESPONSISLITT FOR RAC NTORWIION N[NM GMCAINEO. EXISTING 16' GATE AMERICAN PORTABLE TELECOMMUNICATIONS ROSENONT■CWNEMA•TW4 WI. CELL SITE \ / h TEA .. PAM=11 IM seer:1 CE .... ...�r E51FT�sear:1 ` PLOT PLAN SCALED COORDINATES: ow F cm x V.P. a • gig GROUP INCORPORATED LATITUDE: 4€44' 54" N SEE TECHNICAL DOCUMENTS FOR SCOPE OF WORK too CROWN roam PARKWAY/SUFIS SOO LONGITUDE: 9S 08' 33.5' W AD.mS O 01 ilA 10330 ELEV. (ANSI.): 995 0 5 �, (770)414100 FA1C(?T0)441U0 f l ` •MIMS �l I OPTION # 1 PROPOSED EQUIPMENT ",•���l�� '^•��1-/' AREA WITH l(F:) Fe7) • PROPOSED ACCESS ROAD TO EQUIPMNET �1S` ! COMPOUND TX X X { PROPOSED UNDRE- N '::.:'-*::r:::i/:::•: GROUND ELECTRICAL PROPOSED ANTENNA ARRAY :•i3,:„ . (TYPICAL 3 PLACES) •• •• ' ..............,..,.. OPTION I 2 PROPOSED 10'X16' - �EQUIPMENT AREA \ r/ t Cr \ 12' OVERHEAD DOOR fNM— iiLADDER �` ` ELECRICAL PANELS MAGNETIC NORTH IS 3' EAST ^'•O:}z•ri: 3' ACCESS DOOR WATER TOWER {•}: i;c::•: e w m >o p I.D. 50' :•::::::.K.::"':::•;' T r sr..„, ■i!`!!::1,..„.. . I MC SOWN MI roman Or KA-MCI Allt ....�:..':.'::.. PROW=SOU:LT 1011 TIC OR a OLIR EXISTING 12' . l':-• i:—.7::::.:.:.:....::::".-::::'....c1::•::::.::::: I TOW M iouWiTm out wrtMOUr� ►iYOe N RCP OVERFLOW 0 I .-...y...-...Y.'..:-'2•:.:.:.:.:•:•:.. rO0.RS0w room 1CA. L` d ri; .`:::: `:.:.. NMI a Talc ar. :b : EXISTING 16' D.I.P. 240' :�i:• :.Y.. NMI w INC PURPOT10w a Then Nt CA WATRMAIN ,, 120' •:::.x::::•::: moot tK AN LAMOILLOARTNIC caw- (\ ...:.:::::::::...i7 1 r NW=1T O KS)NS AM a, ORALS OCNCT[o on MSC WANINGS RARE KU INCINIZINO Er INTOSSSOONAL CONSULTANTS MO MNR T COM 111.K STILT of No lst .... LOO M COMMA 1NOO:w.IMiSt AOS 1101 CG- 111 0 s ONCOTI S MuORIW OTRjSS sago we I /' SCALD n•LICENSED$ V rlWN ATID N moo a m s wm4 Kum.LL Them 1SSR L g4CRT 100..3W MOWN Alp NOT»u common well INt CONTRACT OCocuNDITS. ►�INC t.rOW.l1a.IC NAT OOT.Mgp I \ I r ,� AMERICAN PORTABLE I TELECOMMUNICATIONS 10 t, \\ ROSCmomi-co1wIL1.S.T1Wl,MN. ec .s1TC 1 ‘ \. COMPOUND PLAN \ / mows 1KIw[R OueTEN a TEA . SIT[rR:' COMPOUND AREA PLAN SCALED COORDINATES: OROW DICORPORATED LATITUDE: 44'st' 54' N SEE TECHNICAL DOCUMENTS FOR SCOPE or WORK 10.0 CROWN rOO+1E MUM/AY/SUM tao LONGITUDE: 83'OS' 33.5' W wtt.w. o.o.w TOM ELEV. (AMSL): 995 = 5 (� ,�+ \ ram PA1e[1701.SI•s1f0 1'\ \� J VON' —______,—J e 1 P �� qg €gt a dal10401Pg 0 - l V t ;$g gv L 11l ! ti i 2 va MI 1%1441041.541§1 ^ : I 11111 1 8111a 1 /11 W 0 1 4 ft o • ord off. s _ 6t G ,on O W4 N ~ 2 O I\ \ \ . . il -••1.9 h- . 3 NN, � �� ? 4fpN s .. . N '.. Q S W, v o< i//\\\:#\-1: ' 4): ` I- *If .LL Qov 0 gcz"0r ' •?., v ZOOZ O{ ,SB NSW m o = P at i. ,! n l 1 0 O $r V W < i j ;, H1 112 a g d z3 8, i ; .: {, a c = f-n a Z i Hd W t 3M, KO LL< Wnl' a 5 O ,. c\\\\\„ c \ 2 O 4 0 O T, t r J'a' n Z a 1 VI a o r a w ot..J W Y w 1- 7 7 U in a .LL Z o Q z .tO 0Z—+1101, All F u O N O W O Ill Z N C ^5 _ - H 1 ° la N got? 500 A. - . I OBSTRUCTION UGHTS • � 1 1 EXISTING HANDRAIL OBSTRUCTION UGHTS EXISTING HANDRAIL i ----</.1 I 1 ijjjj� / 7 ' DOVERHEAD TANK jU1M. OVERHEAD TANK ,---- ` 76' DIAM. IN PROPOSED ANTENNA 7 PROPOSED ANTENNA j / ARRAY (TYP. 3 PLACES) I ARRAY(TYP.3 PLACES) 1 r Si s Zn ( III III o +s m m a GRUM ■ r - j • WATER TOWER n* oMwwas Aft FROPRIOTANT w NATNSE 0.0. a 33' WATER TOWER nr► W AVE rat me use Of owe Y. O.D. s 53' CUM AND MAY NOT SE REPOINSUCUI IN ANT n LD. a SO' 1.0. N 50' LOANED U VNHOUT MOOR WRITTEN n t F DIM ORAWw00 MC PURA/tp AS A C0N- 12' 0.H. DOOR MINTS s 111 no coN °Foe out CON- STRUCTION w ATE ORGANIZED AND NNEAN PROPOSED 114E 9TC )A O5((l AND SCIONS[p FSATOR II T o CEDRAWI n 7 KIN DETARS worm ON 711[5[Mutton MARC+I TS ND • 4 MINED=A MMo siolo CONSULTAIRS ANN 0MG mous WNO at s0LELT NNOTeC GROUND ELEV. s 990' a - FOR TUC CONTENT TNERETK THESE AVE M[NOT co_ X/,30 XX/ T , G GROUND ELEV. a 990' woo aowuaNC muwwos to=soap uq SGNED if A UCEIJLO ►ROFCALL PIl. CONTRACTORS SNOU D VERIFY ALL 1NFORWTION 12' O.H. DOOR RS LIENTSWM I QUID AND 71NOT11'TEA MOO OPTION / 1 OPTION t 1 • ONIIDTIONS WOO ENE FACT SCCUMONS. PROPOSED 15'X20' PROPOSED 15'X20' oau TTON E MSS/NFguNw- ourt EQUIPMENT AREA EQUIPMENT AREA - Fear n FYATION WEST El FVATION - AMERICAN A 1,T PORTAB TELECOMMUNICATIONS i `` :"a- - • y fDb£YONT-CONNENAIG 1EAp„ NN. CELL SITE. - ' FA71R0(QRfACN ORARE!!CO : =TEAS CI dW, O I o"C 2/27/e1 S ET:A ' ! I ST AND WEST ELEVATIONS SCALED COORDINATES_ o00 ' °° ' �• _ .. -v00!II70LtiWtAiBD_r LA \` SEE TECHNICAL DOCUMENTS FOR SCOPE OF WORK r -. '• NW molt ram so>ow.tro DSl 1oR LATITUDE: u u' Sa N y - - ,r_. ,� ,ADAM, U7NGITUDE 93 OB' 33 3 W __ ,..t • (7111)41sW1.Vat FAnIpml1142131. ELEV.. (AMSL '993 a 5° y � . TOWER LEASE AGREEMENT This Lease Agreement ("Agreement") is made and entered into as of , 1996, by and between CITY OF ROSEMOUNT, 2875 145th Street West, Rosemount, Minnesota, 55068-0510 ("Lessor") and APT MINNEAPOLIS, INC. ("APT"), a Delaware Corporation, 8410 West Bryn Mawr, Suite 1100, Chicago, Illinois, 60631 ("Lessee") its successor and assigns, for the leasing of certain property interest at the Connemara Water Tower site (Tower No. 2), 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 an antenna system and ground space (approximately 300 square feet) for an equipment compound (the "Premises"), as well as right of ways 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 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: (612) 423-4411 D) Lessor's Rent Payee: City of Rosemount 2875 145th Street West Rosemount, Minnesota 55068-0510 Telephone: (612) 423-4411 E) Lessee: APT Minneapolis, Inc., a Delaware Corporation F) Lessee's Address: APT Minneapolis, Inc. 8410 West Bryn Mawr, Suite 1100 Chicago, Illinois 60631 G) Commencement Date: The initial term of this Agreement shalt begin on the "Commencement Date" (as hereafter defined) and subject to the terms of Paragraph 3.07 following, shall end on December 31, 2001 (the Expiration Date). The Commencement Date shall be the date on which all conditions precedent detailed in Exhibit "C" have been met, but in no event later than June 1, 1996. H) Rent: Twelve Thousand and no/100 Dollars ($12,000.00) annually in the first year and as a minimum, further described in Section 3.02. APT shall pay the Owner rent annually in advance beginning ten (10) days after the Commencement Date for the first year and thereafter on the First (1st) day of January. Any initial partial year will be prorated. I) Extension Periods: Two (2) periods of five (5) years, beginning at midnight on the Expiration Date of the initial term. J) The antenna system will include mounting of nine (9) panel antennas, mounting supports and appurtenances on the outer shell, three each at 0°, 120°, and 240° degrees. 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, at Lessee's cost, 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 term of this Lease shall begin on the Commencement Date and shall expire on the Expiration Date. Beginning on the Commencement Date, Lessor shall deliver possession of the Premises to Lessee, together with nonexclusive right for ingress and egress, seven (7) days a week, 2 twenty-four (24) hours a day, and for the installation and maintenance of utility wires, cables, conduits, and pipes over, under, or along a twenty-foot wide right-of-way and easement extending from the nearest public right-of-way, Connemara Trail, to the at a location to be approved by the Lessor's City Engineer. Premises, t pp Y tY 9 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. This Agreement shall be for an initial term of five (5) years (plus a partial first year), commencing on the Commencement Date, at an annual rental of Twelve Thousand Dollars ($12,000.00), increased annually by an amount the percent change in CPI plus one-half of one percent (0.5%) as set forth equal tot p 9 P P I rent shall be paid on or before the first day of each year immediately All e P Y Y Y following the Commencement Date of the initial term and any Renewal Terms of this Agreement, except that for the initial term, Lessee shall pay one (1) years rent, in advance, (partial year will be prorated) on the Commencement Date and resume payment of the rent on the second year of the initial terms which will start on January 1st following the Commencement Date. The rent shall be increased on January 1st of each subsequent year, by an amount equal to the increase in the Consumer Price Index ("CPI") plus one-half of one percent (0.5%), as provided herein. The first year of the increase will be 1997. 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, 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. To determine the annual rental increase to be paid by Lessee, the rental for the previous year shall be multiplied by a percentage figure, computed from a fraction, the numerator of which shall be the CPI for the third quarter of the preceding year of the Lease, and the denominator of which shall be the CPI for the corresponding quarter of one year earlier. Such fraction shall be converted to a percentage equivalent, and one-half of one percent (0.5%) shall be added thereto. The resulting percentage figure shall be multiplied by the previous year's rent. Lessor shall be responsible for communicating all rental increases to the Lessee. 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. Lessee shall have the right to extend this Lease for two (2) additional five (5) year terms by giving Lessor written notice of its intention to do so at least six (6) prior months rior to the end of the then current term. 3.04 RENEWAL RENTAL. The annual rental for each year of the five 3 (5) year extension term shall continue to be increased by the annual percentage change in CPI, plus one-half of one percent (0.5%) as set forth herein. 3.05 LESSEE'S USE. Lessee shall use the Premises for the purpose of constructing, maintaining, and operating a PCS Communications Facility and uses incidental thereto (the "Facility"), consisting of one (1) equipment pad of not to exceed 300 square feet (15' x 20'), a number of directional, PCS antennas not to exceed nine (9), and all necessary connecting wave guide and appurtenances attached to Lessor's existing water tank. PCS antennas or their supports, shall be mounted on the column of the water tower at an elevation below the water reservoir, unless prior approval from the Lessor is obtained. 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. 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 notice to Lessee of the erection of such facility, together with facility specifications for Lessee's approval, which approval shall not be unreasonable withheld, b) the erection, maintenance and operations of such transmission facility shall not result in any impairment or diminution in the quality of the communications service rendered by Lessee to or from the Property, and c) no changes shall be made to the antenna structure of such other provider without thirty (30) days prior written notice to Lessee. If Lessee deems, in its sole discretion, that the provisions of this section have been violated by Lessor or such other provider, Lessee shall provide Lessor with notice of such violation. If such violation is not cured or mitigated (at no expense to Lessee) within 24 hours of receipt of such notice, Lessor shall cause such other provider to immediately cease use of its radio system, or portion thereof causing such interference, until such time as the interference is cured. 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. 4 3.06 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, 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. 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, which shall not exceed 180 frequencies at the time of such request. Lessor may then have a registered professional engineer of Lessor's choice perform 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 receivers, or transmitters that produce second, third or fifth order intermodulation products within twenty (20) KHz of existing receivers on the Premises. Lessee shall pay to Lessor a one-time charge for the portion of such studies reasonably related to Lessee's frequencies in an amount not to exceed four thousand dollars ($4,000). Lessor agrees that it will require any other occupants of the Property subsequent to Lessee to provide to Lessee these same assurances against interference. Should subsequent occupants increase, decrease, alter or otherwise change their current method of operation, Lessor shall have the obligation to eliminate any interference with the operations of Lessee caused by such subsequent occupants. If such interference is not eliminated, Lessee shall have the right to terminate this Agreement or seek injunctive relief enjoining such interfering use generated by any other subsequent occupant of the Property. 3.07 TERMINATION. This Agreement may be terminated, without any penalty or further liability, on sixty (60) day written notice as follows: a) by either 5 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); 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 ' business; or c) by Lessee if Premises the Facility or Lessee's bu ss, ) y e the remises 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. No later than sixty (60) 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 Effective 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 prior to said termination date shall be retained by Lessor. Upon such termination, this Agreement shall become null and void and all the parties shall have no further obligations, including the payment of money, to each other, except established rental payments to the Lessor shall be continued for the remainder or the current five (5) year lease period at a reduced rate of 50% of the then current rate at the time of the Agreement termination, which amount shall not exceed 150% of the annual rent. This clause shall not be effective if a government agency cancels a permit or license which prevents Lessee form using the property for its intended purpose. ARTICLE 4 4.01 LESSEE'S INSURANCE. At all times during the term, Lessee, at its own expense, shall maintain: a) general liability insurance for claims for bodily injury or death and property damage with combined single limits of not less than $1,000,000 per occurrence; b) insurance coverage on a broad form basis insuring "all risks of direct physical loss" on all of Lessee's personal property located in the Premises in an amount not less than their full replacement value (subject to reasonable deductibles); c) worker's compensation insurance insuring against and satisfying Lessee's obligations and liabilities under the worker's compensation laws of the State in which the Premises are located; and d) if Lessee operates owned, hired or non-owned vehicles on or about the Property, comprehensive automobile liability insurance with a limit of not less than $500,000 combined bodily injury and property damage. Each such policy shall list Lessor as an additional insured, and shall provide that it will not be terminated or substantially amended during the term to affect the coverage required except after thirty (30) days prior notice thereof to Lessor. 6 Lessee shall, within thirty (30) days following Lessee's's occupancy and annually thereafter within twenty (20) days following renewal of each such policy, furnish to Lessor certificates of insurance listing Lessor as an additional insured. 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, but not less than Six Hundred Thousand and no/100 Dollars ($600,000.00). 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 form 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 during any period in 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 Lessor's and Lessee's reasonable judgment, more than thirty (30) days to repair, then either Lessor or Lessee may terminate this 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 APT's use of the Property, this Agreement shall terminate as of the date of the casualty if APT gives written notice of the same within thirty (30) days after APT receives notice of such casualty. 4.06 INDEMNIFICATION. During the term of this Lease, the Lessee shall indemnify and hold Lessor harmless against any claim of liability or loss from personal injury or property damage caused by the negligence or willful misconduct of the Lessee, its servants or agents except to the extent that such claims or damages may be due to or caused by the acts or omissions of the Lessor, its servants, agents, or any other party for whom Lessor may be responsible. 7 ARTICLE 5 5.01 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. 5.02 LESSEE COMPLIANCE. Lessee will promptly comply with all 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 Laws to the extent that such compliance is required solely as a result of Lessee's use or occupancy of the Premises. 5.03 ENVIRONMENTAL MATTERS. a) Lessee will be solely responsible for and will 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 solely 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. Lessee shall state the nature of hazardous materials at the facility including, asbestos, batteries and fuel supply. The obligations of this section shall survive the expiration or other termination of this Agreement. ARTICLE 6 6.01 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. 8 Lessee will pay any increase in real estate taxes, or any governmental charge or assessment (other than such charges levied by the City) arising by reason Of Lessee's occupancy, use or operations on the premises. In the event that ti a roD% 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. 6.02 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 of public record 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 of 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. 6.03 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. 6.04 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. 6.05 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. 6.06 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, 9 III 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. 6.07 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. 6.08 DUTIES. Any claim, controversy or dispute arising out of this Agreement shall be settled by arbitration in accordance with the applicable rules of the American Arbitration Association and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The arbitrations shall be conducted in the county where the Property is located. 6.09 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. 6.10 ADDITIONAL MAINTENANCE EXPENSES. All additional expenses of maintaining the Property, including painting or other maintenance of the water 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 notice to Lessee of such additional costs. 6.11 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. 6.12 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 is jeopardized because of antenna tower for water service s �e p to a usage on the tower, the City may require reasonable changes in the terms and conditions of this Agreement in order to correct said deficiencies. 6.13 CONDEMNATION. If a condemning authority takes any portion of the Owner's Property and such taking adversely affects APT's use of the Owner's Property, this Agreement shall terminate as of the date of taking, if APT gives written notice of the same within thirty (30) days after APT receives notice of such taking. APT shall be entitled to no portion of any condemnation 10 • 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. Lessor may make claims against the condemning authority for any relocation benefits 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. 6.14 MISCELLANEOUS. A) This Agreement may be signed in counterparts by the parties hereto. B) Each party agrees to furnish to the other, within ten (10) days after request, such truthful estoppel information as the other may reasonably request. C) APT represents that they have not been represented by a real estate broker or other listing agent in this transaction for purposes of commission, fee or other payment to such broker or any other leasing agent claiming to have represented APT. If Owner is represented by broker or listing agent, Owner is responsible for all commission, fee or other payment to such agent. 11 EXHIBIT "A" SKETCH AND DESCRIPTION OF PROPERTY: See attached Exhibit (site drawings) LEGAL DESCRIPTION OF OWNER'S PROPERTY: Address: 13831 Connemara Trail Rosemount, Minnesota 55068 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. o .g g It is agreed by Owner and APT that the precise legal description for the Owners Property will be corrected, if necessary, and that the correct legal description may be placed on this Exhibit "A" by APT. 12 EXHIBIT "B" TO SITE AGREEMENT MEMORANDUM OF AGREEMENT THIS MEMORANDUM evidences that a Site Agreement was made and is hereby entered into by written Site Agreement effective the day of , 1996, between the City of Rosemount ("Owner") whose address is as set forth below and APT Minneapolis, Inc., a Delaware Corporation ("APT"), whose address is 8410 West Bryn Mawr, Suite 1100, Chicago, Illinois, 60631, the terms and conditions of which are incorporated herein by reference. Such Site Agreement provides, in part, that Owner, for valuable consideration, leases to APT a part of that certain property owned by Owner which is described in Exhibit "A" attached hereto and incorporated herein for a term of five (5+) years commencing on , 1996, which term is subject to two (2) additional five (5) year extension terms. 13 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. 5) APT will pay for a review of the proposed structural addition on to the Tower by a registered professional Engineer of the City's choosing. 6) Accurate as-built or record drawings as approved by the City Engineer shall be provided to the City within 30 days after installation of APT's facilities. 14 IN WITNESS WHEREOF, the parties hereto have set their hand and affixed their respective seals the day and year first above written. LESSOR: CITY OF ROSEMOUNT By: Cathy Busho, Mayor By: Tom Burt, City Administrator LESSEE: APT MINNEAPOLIS, INC. By: Its: Date 15 MUNICIPAL CORPORATE ACKNOWLEDGMENT STATE OF MINNESOTA ) ) SS COUNTY OF DAKOTA ) The foregoing instrument was acknowledged before me this day of , 1996, by Cathy Busho, as Mayor, and Tom Burt, as City Administrator, both of the City of Rosemount, a Minnesota municipal corporation, on behalf of the corporation. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written. VIII Notary Public in and for the State of Minnesota residing at My appointment expires PARTNERSHIP ACKNOWLEDGMENT STATE OF ) ) SS COUNTY OF ) The foregoing instrument was acknowledged before me this day of , 1996, by as as of American Portable Telecommunications. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written. 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