99-1120Council File # 3g� ;1�1
Green Sheet # �b605k
CITY
Presented By
Referred to
Committee: Date
1
2
3
4
5
6
7
8
9
10
WHEREAS, the City's Division of Parks and Recreation is the
owner of certain property known as Jimmy Lee Recreation Center
located at 1063 Iglehart Ave., and
WHEREAS, U.S. West Wireless, L.L.C., has requested that the
Division permit placement of cellular telephone equipment on an
existing field lighting tower at the Jimmy Lee site, and
WHEREAS, the Division has reviewed this matter, along with
the Parks and Recreation Commission, and recommends approval of a
lease agreement, including compensation to the Division, for
installation and maintenance of said equipment, and
11 NOW THEREFORE BE IT RESOLVED, that the Council of the City
12 of Saint Paul hereby authorizes and directs the proper City
13 officials to enter into a lease agreement with U.S. West
14 Wireless, L.L.C., to install and maintain cellular telephone
15 equipment on an existing field lighting tower at the Jimmy Lee
16 Recreation Center.
Requested by:
of Parks
By: �� �/
Adopted by Council: Date `3 \�� 1`l \`1Y_`�
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Adoption Certified by Council Secretary
BY R \ _ c c� , � _.��—e�_ _
Approved by �N.�te: I� � [ �ZZ
By:
RESOLUTION
SAINT PAUL, MINNESOTA
�
Form Approved by CiEy At rney
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By: i°� C�vY�-��•
Approved by Mayor for Submission to
�l9-l\�.o
DEPAFfMENT/OFFICE/COUNCIL DATEINITIATED GREEN SHEET NO. 100058
Parks and Recreation November 9,
1999
CONTACT PERSON AND PHONE INffIALIDA INITIAL/DATE
Vince Gillespie 266-6408 � DEPARTMENfDIFEGTOR �' � 5 arrcourva�
ASSIGN
NUMBERWq Z CrtYATTORNEY _CfttCLERK
MUST BE ON COUNCIL AGENpA BY (DAiEI ROUTING
01iDEti .3 FINANCIALSERVICESDIR. 6 Parks
����]�99 4- MAYOR(ORASSISTANT7 �O _
TOTAL 8 OF SIGNATURE PAGES � (CLIP ALL LOCATIONS FOB SIGNANREI
ACTION REQUESTED:
Approval of Council Resolution authorizing the proper City officials to enter into a lease agreement with U.S. West
Wireless, L.L.C. to attach a cell phone antenna on an existing field light pole at Jimmy Lee Recreation Center.
RECOMMEN�ATIONS: ApProve (A) or Rejett IR� pER50NAL SERVICE CONTRACTS MUST ANSWEH'fHE FOLLOWING QUESTIONS:
_PLANNING COMMISSION _CIVIL SERVICE COMMISSION �, Has this person/ti�m ever worked untler a controc[ for this department?
CIB COMMITTEE __ YES NO
.4 STAFF 2. Has this person/£rtn ever been a ciry employeei
DISTRICT COUNQL Y� NO
— — 3. Does Ihis person/tirm possess a skill not no�mally possessetl by any current ciry employee?
SUPPORTS WHICH COUNCIL 0&IECTIVE7 YES NO
Fxplain all yes answere on separate sheet antl attach to g�aen sheet.
INITIATING PflOBLEM, ISSUE, OPPORTUNITV (Who, What, W�an, Where, Why):
U.S. West Wireless, L.L.C. has requested to place a cell phone antenna on a fieid light at Jimmy Lee Recreation Center.
A lease agreement must be executed.
ADVANTA6E5 IF APPROVED:
U.S. West Wireless, L.L.C. will improve its cell phone service to the Summit-University community. The City wiil
receive rent for the use of the tower space. pi g �
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DISADVANTAGES IF APPROVED:
None.
DISADVANTAGES IF N0T APPROVED:
U.S. West Wireless, L.L.C. would need to find another location. The City would not receive the rent.
TOTALAMOUNTOFTRANSACTION S 6,000.00/vear COSLREVENUEBUDGEfED(CIRCLEONE) YES 1�
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FUNDINGSOVRCE U.S. W2SY WI(QI2SS. L.L.C. ACTiVRYNUMBER 001-23102
FINANCIAL INFORMATION: �EXPLAINI
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OPTION AND STTE LEASE AGREEMENT
THIS OPTION AND SITE LEASE AGREEMENT ("Agreement") is entered into tivs
_ day of November, 1999 by and between the City of Samt Paul, a municipal corporation
(hereinafter "Lessor') and U S West Wireless, L.L.C., a Delawaze Lmmited Liabiliry Company
(heremafter "Lessee") whose address is 1860 L'mcoln, 14� Floor, Denver, Colorado, 80295.
WHEREAS, Lessor is the owner of certain real property including building(s) as more
pazticularly described in Esl�ibit A attached hereto and made a pazt hereof by this reference
(Property"); and
WHEREAS, Lessee desires to obtam an option on the Property for the purpose of
occupying and installing its communication Facilities as more specifically set forth below.
NOW, THEItEFORE, the parties agree as follows:
OPTION
1. Lessor, for and in consideration of Five Hundred dollazs ($500.00), this Agreement and
mutuat considerations, the receipt of which is hereby acknowledged, does hereby grant and
convey unto Lessea- an Option to lease the Property for the Permitted Use as set forth in
pazagraph four below.
2. Option. The option to lease Lessor's Properly may be exercised by Lessee at any time
within 12 months of the Date of this Agreement ("Option Period") by providing Lessor with
written notice of Lessee's intent.
3. Due Diligence. During the Option Period, Lessee, its agents, angineers, or contractors
shall have the right to enter upon Lessor's Property to inspect, e�mine, sample and conduct all
engineering tests or studies of the Site, as hereafter defined, to apply for and obtain all licenses
and permits required for the Lessee's Permitted Use from all applicable governmental or "
regulatory entities, and otherwise do those things on the Site that, m the opinion of Lessee, aze
reasonably necessary to determine the physical condition of the Site, Lessor's title to the Site and
the feasibility or suitability of the Site for Lessee's Penuitted Use, all at Lessee's eacpense. Lessee
shall not be liable to Lessor or any third party on account of any pre-e�cisting defect or condition
on or with respect to the Site, whether or not such defect ar condition is disclosed by I.essee's
inspection, although lessee shall beresponsible for any damage, loss or destruction to the Site as a
result of the actions of its employees, representatives or agents dnring the due diligence activities.
LEASE
,
The lease provisions contained in pazagraphs 4-15 of this Agreement shall become
effective upon I,essee's exercise of its option pursuant to Pazagraph 2 above.
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4. Peimitted Use. The location on Lessor's Property which Lessee is occupyuig and
installing its facilities is and shall be referred to as the "Site", which is more pazticululy described
in Extubit B attached hereto and made a part hereof by this reference.
(a) Lessee shall have the right, at its expense, to mstail, construct, reconstruct and
maintain on the Site communication fac�7ities mcluding, without limitation, radio and other
communication transmitting and receiving antennas, support mounts, cabies, equipment,
equipment storage structures and other improvements relatmg thereto (collectively the
"Communication Facilities") for the provision of wireless communications service as shown in
Exhbit B. Lessee may not use more than three panel antennae and one Global Position receive
antenna nor my it increase the size of the ground equipment more than ten percent over that
sho�m on Exhibit B without a provision for additional rent and the prior written consent of
Lessor. Lessee shall have the right to modifg replace, upgrade or relocate the Communication
Facilities on the Property az any time during the term of the lease so long as said relocation,
replacement or upgrade is made for the purpose of improving the operation of its communication
Facilities, and such relocation, rep]acement or upgrade does not result m any interference with the
eacisting use of the Properry by Lessor, its tenant, lessees or licensees.
(b) Lessee shall be entitled to reasonable access to the site 24 hours a day, seven days
per week, and shall haue all additional right of mgress and egress to and from the Site, provided
however, except in the case of an emergency, Lessee shall notify I.essor in advance of Lessee's
proposed constmction, maintenance or repair activities to be per£ormed on the Site in order to
coordinate such activities with Lessor's operations.
(c) Lessee shall pay any incremental addirional utility chazges to the Site incurred as a
result of Lessee's Permitted Use. Lessee shall have the right, at its expense, to install or improve
utilities within or on the property to service this Site.
(d) If, at the request of the Lessor, Lessee is asked to relocate the Communications
Facility to another portion of the Properly, I,essee agrees to one such relocation. Lessor agrees
that it will pay Lessee a relocarion fee of Five Thousand Dollazs ($5,000) for said relocation.
Both parties agree to e�cute any necessary amendments to E�ibit B as a result of said
relocation.
5. Term. This Lease shall be for a term of five yeazs ("Lease Term") from the Effective
Date. Lessee shali have a right to renew the Lease Term for two addiuonal terms of five (5) years
for each term (each being a"Renewal Terni'). The Lease Term and each subsequent Renewal
Term will automatically renew unless Lessee notifies Lessor in writing, of Lessee's intent not to
renew on or before the expuation of its cucrent Lease Term or Renewal Term.
6. Rent.
(a) Lessee shall pay rent in the sum of Five Hmmdred Dollars ($500.00) per month during
the first yeaz of this Agreement. At the beg'uming of each additional yeaz, the lease rate shall be
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increased by four percent (4%). Said rent sball be payable m advance to I.essor on or before the
first day of each calendaz month
(b) Payment of rent shall be made payable to and sent to Lessor's Division of Pazks &
Recreazion at the address for Notices in Section 14.
(c) Lessee shall pay, as addirional rent, any mcrease in real properry taxes levied
against the site, which are directly atttibutable to Lessee's use and improvement of the Site, and
Lessor a�urees to furnish proof of such mcrease to Lessee.
(d) If this Lease is temunated at a time other than on the ]ast day of a month, rent shall
be prorated as of the date of terminarion, and, in the event of termuiation for any reason other
than nonpayment of Rent, all prepaid Rents shall be refunded to Tenant.
7. Interference.
(a) Lessee shall not use the Site in any way that mterferes with the existing use of the
Properiy or the Ciry's ]and and buildings surrounding the Properiy by: (i) Lessor or (u) tenants or
licensees of Lessor holding rights to said Properiy or surrounding lands and building on the date
of this Agreement ("Eacisting Tenants"). In the event of any such interference, Lessee shall take all
actions necessary to nnmediately eliminate such interference m accordance with reasonable
technical standazds.
(b) Lessor warrants W I.essee the use and quiet enjoyment of the 5ite. I,essor agrees
that it shall not use, nor shall it permit its tenants, lessees, employees, mvitees or agents to use,
any portion of the properry in any way which would 'mterfere with the operation of Lessee,
provided that continued use by Lessor or Existing Tenants in the same manner as e�cisted at the
time the Lease was executed shall not consritute interference with Lessee's operauons. Lessor's
use of the entire properry takes priority over US West's operations and I,essor reserves the right
to take any action necessazy, in its reasonable discretion, to repair, maintain, aker or improve the
Properry. For all substantial improvements or repairs, Lessor agrees to provide Lessee with at
least thirty (30) days advance notice of the same and to reasonably cooperate with Lessee to cazry
out such activities with a minmium of disruption to Lessee's operations. For minor repairs or
maintenance Lessor agrees to give rivo (2) days advance notice of any such acrivities to Lessee
and to reasonably cooperate with Lessee to cazry out such activiries with a minimum amount of
interference to Lessee's operations. In the event of an emergency situation which poses an
immediate threat of substantial harm or damage to persons and/or properry on the Property,
Lessor may enter the Site and take such actions as aze required to reduce or eliminate the risk of
hann or damage.
8. Environmental Matters.
(a) Lessee will be solely responsible for and will defend, mdemuify and hold lessor, its
agents, and employees hazmless from and against any and all d'aect clamis, costs, and liabilities,
including reasonaUle attomeys' fees and cost, arising out of or in connection with the removal,
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cleanup or restoration of the properry associated with the Lessee's use of Hazardous materials.
Lessee agrees to comply with all ordinances, laws, rules and regularions enacted by any
governmental body or agency relating to the control or abatement af haTardous materiaLs and
shall beaz all costs and expenses azising from compliance with said ord'mances, laws, rules or
regulations.
(b) Lessor will defend, indemnify, and hold Lessee, its agents, and employees harmless
from and against any and all d'sect cla�s, costs and liabilities, mcluding reasonable attomey's fees
and costs, arising out of or m connection with the removal, cleanup, or restoration of the properry
with respect to Hazardous materials from any and all sources other than those Hazazdous
Materials introduced to the properly by I.essee.
(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.
(d) The obligations of ttus section eight shall survive the expiration or other
termination of this Agreement.
9. Insurance/Indemnification/Eminent Domam. Lessee shall mamtam at its expense
commercial general liability insurance covering acrions by Lessee providing for a limit of not less
than $1,000,000.00 single limits, bodily mjury and/or property damage combined, for damages
arising out of bodity injuries to or death of all persons and for damages to or destruction of
properiy, including the loss of use thereof. Coverage shall include independent contractor's
protect'son, premises-operations, producUcompleted operarions and contractual liability with
respect to the liability assumed by Lessee hereunder. Lessor and Lessee shall look solely to their
respective insurance carriers for loss due to any property damage which is covered by msurance
and neither parry's insurance company shall be subrogated to a claim agauist the other parry.
10. Assi¢nment and Subleasing.
(a) Lessee may assign tliis Agreement, in part or m whole, including its right to renew
to any third party, parent, subsidiary or affiliate ofLessee upon written consent from Lessor,
which consent shall not be unreasonably witl�held.
(b) Upon consent by Lessor to an assignment of this Agreement, Lessee shall be
relieved of all perforrnance obligations under this Option and Site Lease Agreement, except those
obligations stated in Section 8.
(c) In the event Lessor elects to pemrit anothec communications user the right to use
any of I,essor's Properry, Lessor agrees to notify Lessee th'sry (30) days prior to issuance of such
authority for the purpose of deteruim-*�g whether the third parry communications user will
interfere �vith Lessee's use or intended use of the Site. Lessor shall submit the lease proposal and
all technicat specifications reasonably requested by Lessee to them for review for noninterference.
Lessee shall have tt�ixty (30) days following receipt of said proposal to make any objections
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thereto, and failure to make any objection witl�m said thirty (30) day period shall be deemed
zvaiver of any objections.
(d) Any future lease by Lessor of the Property to additional tenanu which permits the
incT allation of communications equipment shall be condirioned upon not mterfering with Lessee's
use of the Site. Lessee acknowledges that Lessor may lease the Properly, or any part of
it, to other vendors for s�itar communicarions purposes m close pro�mity to the Leased
Premises, and Lessee agrees to work cooperatively with any such other tenants, using accepted
technical standazd in accordance with FCC standazds, to ensure that such other tenant's use and
Lessee's use will be compahble and will not cause interference with each other. Lessor agrees
that it �vill requue the same obligation of all such fuhue tenants in any lease or agreement entered
into with such future tenants.
11. Temvnation. This Agreement may be terminated as follows:
(a) By Lessor if Lessee fails to cure a default for payment of amounts due hereunder
within thiriy (30) days after Lessee's receipt of wrrtten notice of defauh from I,essor;
(b) By the non-defaultmg party if the other party defaults (other than a default
described in Section 11(a) above) and fails to cure such default within sixry (60) days after a
written notice of such default is received by the defauking pazry from the non-defaulting parry;
provided, however, that if such default is capable of bemg cured, the Lease may not be temunated
so long as the defaulting parly commences appropriate curative action within such sacty (60) day
period and thereafter diligently prosecutes such cure to completion as promptly as possible;
(c) By Lessee upon sixty (60) days prior written notice;
(d) By Lessee upon thuty (30) days written notice, if it is unable to obtain local
building and zoning permits or FCC license to operate m the Service azea.
(e) By Lessor, upon written notice to Lessee at least one yeaz prior to the effective
date of termination. Lessor may not exercise its right to terminate under this subdivision durntg
the initial Lease Term.
12. Successors and Assi¢ns. This Agreement shall run with the Properry and shall be bind�g
upon and inure to the benefit of the parties, theu respective successors, personal representatives
and assigns.
13. Renresentation and Warranties. Each pariy covenants and warrants to the other that (I) it
has full right, power and authority to execute this Agreement and has the power to grant all rights
hereunder; (ri) its execution and performance of this Agreement will not violate any laws,
ordinances, covenants, or the provisions of any mortgage, lease or other agreement binding on
said pariy; and (rii) the execution and delivery of this Agreement, and the performance of its
obligations hereunder, have been duly authorized by all necessary personnel or corporate officers
and do not violate any provision of law or the party's certificate of inwrporazion or bylaws or any
other arrangement, provision of law or court order or decree.
14. Notices. All notices, requests, demands and other communications hereunder shall be in
cvriticg and shall be deemed given �personally delivered, or ma�7ed by certtified mail, return
receipt requested, to the following addresses:
ff to Lessor: �, ��
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Division of Parks & Recreation �� =,=w� �
300CityHallAnnex .` � »
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25 Fourth Street �>
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Saint Paul, MN 55102 �""'
If to Lessee, to:
US WEST Wueless, L.L.C.
c/o US WEST Communications Group Real Estate Services
8200 East Belleview, Suite 500
Englewood, CO 80111
Attn: PSL Manager/Wffeless
with a copy to:
US WEST Wueless, L.L.C.
426 North Fairview Avenue
Saint Paul, MN 55104
Attn: Regionat Real Estate Manager
15. Surrender of Premises. At the exp'sation of the initial teim of this Agreement, or any
Renewal Term, or any eazlier tecmination of this Agreement, Lessee shall quit peacefully and
surrender possession of the Properly and shall remove its equipment and restore the Properiy to
Lessor in an order and condition as good as when it was delivered to Lessee, reasonable weaz and
teaz excepted.
16. No liabilitu for damaee. Lessor shall not be liable for any damage to Lessee's equipment
or facilities, and Lessor shall not be liable for vandalism or malicious mischief caused by third
parties, known or unknown, to Lessee's equipment or facilities.
17. Liens. The Lessee shall not permits mechanids liens or other liens to be filed or
established or to remain against the Property for labor, materials or services fiinvshed 'm
connection �vith any additions, modifications, �provements, repaus, renewals or replacements
made to the Property or Site, or for any other reason; provided that if flie I.essee shall 5rst notify
John Wirka - satellite2 Pa e 7
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the Lessor of its intention to do so and shall deposit in escrow with the Izssor a sum of money'�
a bond acceptable to the Lessor equal to the amount of the clami of lien, Lessee may,m go� faith
contest any such claims or mechanic's or other liens filed or established and `m such event m
permit the items contested to remain undischazged and unsatisfied durn}g the��e�r�od uc
contest. If m the opinion of the Lessor the nonpayment of azry such items subjects the Property to
any loss or £orfeituxe, the Lessor may requue the Lessee to use the escrow account to promptly_
pay all such unpaid items and �I.essee fails to pay from the escrow account the Lessor may pay
said unpaid items and charge the payments back to Lessee as additional rent.
18. Non-Discrimination. The Lessee does hereby covenant and agree for itself and its
employees, agents and representatives, that it shall engage in no discrimination on the ground of
race, sex, color, creed, familial status, religion, age, disability, marital status, status with respect to
public assistance, sexual oz affectional orientation, anceshy or national origin, and that it shall
fully comply with all of the requuements of Samt Paul Legislative Code Chapter 183, and shall
otherwise comply with all requirements offederal, staze and local laws and regulazions relating to
non-discrimination.
19. Miscellaneous.
(a) This Option and Site Lease Agreement shall constitute the entae agreement and
understanding of the parties with respect to the Properiy that is the subject matter thereof and
supersedes all offers, negotiations and other agreements with respect thereto. There aze no
representations or understandings of any kind not set forth herein. Any amendment to this
Agreement must be in writing and executed by both parties.
(b) Either party hereto that is represented in this transaction by a broker, agent or
commission salesperson ( a"Representative") shall be fully and exclusively responsble for the
payment of any fee, commission or other compensarion owing to such Representative, and shall
indemnify and hold the other party hamiless from and against any claim to a fee, commission or
other compensation asserted by such Representative, mcluding reasonable attomey's fees and
costs incurred in defending such claim.
(c) �f any term of this Agreement is found to be void or invalid, such mvatidiry shall
not affect the remaining terms of tlus Agreement, which shall contmue in full force and effect.
(d) By executing this Agreement, the pazties aze not establislilng any joint undertaking,
joint venture or par[nership. Each party shall be deemed an mdependent contractor and shall act
solely for its own account.
(e) This Agreement shall be govemed by the law of the state in which the property is
located.
(fj Lessor acknowledges that U S West Wireless, L.L.C., as a licensee under the rules
and regulations of the Federal Communicazions Commission, is subject to certam federal
requirements. Lessor hereby agrees to cooperate in good faith with U S West Wireless, L.L.C., in
John Wirka - satellite2 Pa e 8
F�
Council File # 3g� ;1�1
Green Sheet # �b605k
CITY
Presented By
Referred to
Committee: Date
1
2
3
4
5
6
7
8
9
10
WHEREAS, the City's Division of Parks and Recreation is the
owner of certain property known as Jimmy Lee Recreation Center
located at 1063 Iglehart Ave., and
WHEREAS, U.S. West Wireless, L.L.C., has requested that the
Division permit placement of cellular telephone equipment on an
existing field lighting tower at the Jimmy Lee site, and
WHEREAS, the Division has reviewed this matter, along with
the Parks and Recreation Commission, and recommends approval of a
lease agreement, including compensation to the Division, for
installation and maintenance of said equipment, and
11 NOW THEREFORE BE IT RESOLVED, that the Council of the City
12 of Saint Paul hereby authorizes and directs the proper City
13 officials to enter into a lease agreement with U.S. West
14 Wireless, L.L.C., to install and maintain cellular telephone
15 equipment on an existing field lighting tower at the Jimmy Lee
16 Recreation Center.
Requested by:
of Parks
By: �� �/
Adopted by Council: Date `3 \�� 1`l \`1Y_`�
�-"��_
Adoption Certified by Council Secretary
BY R \ _ c c� , � _.��—e�_ _
Approved by �N.�te: I� � [ �ZZ
By:
RESOLUTION
SAINT PAUL, MINNESOTA
�
Form Approved by CiEy At rney
� /\
By: i°� C�vY�-��•
Approved by Mayor for Submission to
�l9-l\�.o
DEPAFfMENT/OFFICE/COUNCIL DATEINITIATED GREEN SHEET NO. 100058
Parks and Recreation November 9,
1999
CONTACT PERSON AND PHONE INffIALIDA INITIAL/DATE
Vince Gillespie 266-6408 � DEPARTMENfDIFEGTOR �' � 5 arrcourva�
ASSIGN
NUMBERWq Z CrtYATTORNEY _CfttCLERK
MUST BE ON COUNCIL AGENpA BY (DAiEI ROUTING
01iDEti .3 FINANCIALSERVICESDIR. 6 Parks
����]�99 4- MAYOR(ORASSISTANT7 �O _
TOTAL 8 OF SIGNATURE PAGES � (CLIP ALL LOCATIONS FOB SIGNANREI
ACTION REQUESTED:
Approval of Council Resolution authorizing the proper City officials to enter into a lease agreement with U.S. West
Wireless, L.L.C. to attach a cell phone antenna on an existing field light pole at Jimmy Lee Recreation Center.
RECOMMEN�ATIONS: ApProve (A) or Rejett IR� pER50NAL SERVICE CONTRACTS MUST ANSWEH'fHE FOLLOWING QUESTIONS:
_PLANNING COMMISSION _CIVIL SERVICE COMMISSION �, Has this person/ti�m ever worked untler a controc[ for this department?
CIB COMMITTEE __ YES NO
.4 STAFF 2. Has this person/£rtn ever been a ciry employeei
DISTRICT COUNQL Y� NO
— — 3. Does Ihis person/tirm possess a skill not no�mally possessetl by any current ciry employee?
SUPPORTS WHICH COUNCIL 0&IECTIVE7 YES NO
Fxplain all yes answere on separate sheet antl attach to g�aen sheet.
INITIATING PflOBLEM, ISSUE, OPPORTUNITV (Who, What, W�an, Where, Why):
U.S. West Wireless, L.L.C. has requested to place a cell phone antenna on a fieid light at Jimmy Lee Recreation Center.
A lease agreement must be executed.
ADVANTA6E5 IF APPROVED:
U.S. West Wireless, L.L.C. will improve its cell phone service to the Summit-University community. The City wiil
receive rent for the use of the tower space. pi g �
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DISADVANTAGES IF APPROVED:
None.
DISADVANTAGES IF N0T APPROVED:
U.S. West Wireless, L.L.C. would need to find another location. The City would not receive the rent.
TOTALAMOUNTOFTRANSACTION S 6,000.00/vear COSLREVENUEBUDGEfED(CIRCLEONE) YES 1�
l�/
FUNDINGSOVRCE U.S. W2SY WI(QI2SS. L.L.C. ACTiVRYNUMBER 001-23102
FINANCIAL INFORMATION: �EXPLAINI
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OPTION AND STTE LEASE AGREEMENT
THIS OPTION AND SITE LEASE AGREEMENT ("Agreement") is entered into tivs
_ day of November, 1999 by and between the City of Samt Paul, a municipal corporation
(hereinafter "Lessor') and U S West Wireless, L.L.C., a Delawaze Lmmited Liabiliry Company
(heremafter "Lessee") whose address is 1860 L'mcoln, 14� Floor, Denver, Colorado, 80295.
WHEREAS, Lessor is the owner of certain real property including building(s) as more
pazticularly described in Esl�ibit A attached hereto and made a pazt hereof by this reference
(Property"); and
WHEREAS, Lessee desires to obtam an option on the Property for the purpose of
occupying and installing its communication Facilities as more specifically set forth below.
NOW, THEItEFORE, the parties agree as follows:
OPTION
1. Lessor, for and in consideration of Five Hundred dollazs ($500.00), this Agreement and
mutuat considerations, the receipt of which is hereby acknowledged, does hereby grant and
convey unto Lessea- an Option to lease the Property for the Permitted Use as set forth in
pazagraph four below.
2. Option. The option to lease Lessor's Properly may be exercised by Lessee at any time
within 12 months of the Date of this Agreement ("Option Period") by providing Lessor with
written notice of Lessee's intent.
3. Due Diligence. During the Option Period, Lessee, its agents, angineers, or contractors
shall have the right to enter upon Lessor's Property to inspect, e�mine, sample and conduct all
engineering tests or studies of the Site, as hereafter defined, to apply for and obtain all licenses
and permits required for the Lessee's Permitted Use from all applicable governmental or "
regulatory entities, and otherwise do those things on the Site that, m the opinion of Lessee, aze
reasonably necessary to determine the physical condition of the Site, Lessor's title to the Site and
the feasibility or suitability of the Site for Lessee's Penuitted Use, all at Lessee's eacpense. Lessee
shall not be liable to Lessor or any third party on account of any pre-e�cisting defect or condition
on or with respect to the Site, whether or not such defect ar condition is disclosed by I.essee's
inspection, although lessee shall beresponsible for any damage, loss or destruction to the Site as a
result of the actions of its employees, representatives or agents dnring the due diligence activities.
LEASE
,
The lease provisions contained in pazagraphs 4-15 of this Agreement shall become
effective upon I,essee's exercise of its option pursuant to Pazagraph 2 above.
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4. Peimitted Use. The location on Lessor's Property which Lessee is occupyuig and
installing its facilities is and shall be referred to as the "Site", which is more pazticululy described
in Extubit B attached hereto and made a part hereof by this reference.
(a) Lessee shall have the right, at its expense, to mstail, construct, reconstruct and
maintain on the Site communication fac�7ities mcluding, without limitation, radio and other
communication transmitting and receiving antennas, support mounts, cabies, equipment,
equipment storage structures and other improvements relatmg thereto (collectively the
"Communication Facilities") for the provision of wireless communications service as shown in
Exhbit B. Lessee may not use more than three panel antennae and one Global Position receive
antenna nor my it increase the size of the ground equipment more than ten percent over that
sho�m on Exhibit B without a provision for additional rent and the prior written consent of
Lessor. Lessee shall have the right to modifg replace, upgrade or relocate the Communication
Facilities on the Property az any time during the term of the lease so long as said relocation,
replacement or upgrade is made for the purpose of improving the operation of its communication
Facilities, and such relocation, rep]acement or upgrade does not result m any interference with the
eacisting use of the Properry by Lessor, its tenant, lessees or licensees.
(b) Lessee shall be entitled to reasonable access to the site 24 hours a day, seven days
per week, and shall haue all additional right of mgress and egress to and from the Site, provided
however, except in the case of an emergency, Lessee shall notify I.essor in advance of Lessee's
proposed constmction, maintenance or repair activities to be per£ormed on the Site in order to
coordinate such activities with Lessor's operations.
(c) Lessee shall pay any incremental addirional utility chazges to the Site incurred as a
result of Lessee's Permitted Use. Lessee shall have the right, at its expense, to install or improve
utilities within or on the property to service this Site.
(d) If, at the request of the Lessor, Lessee is asked to relocate the Communications
Facility to another portion of the Properly, I,essee agrees to one such relocation. Lessor agrees
that it will pay Lessee a relocarion fee of Five Thousand Dollazs ($5,000) for said relocation.
Both parties agree to e�cute any necessary amendments to E�ibit B as a result of said
relocation.
5. Term. This Lease shall be for a term of five yeazs ("Lease Term") from the Effective
Date. Lessee shali have a right to renew the Lease Term for two addiuonal terms of five (5) years
for each term (each being a"Renewal Terni'). The Lease Term and each subsequent Renewal
Term will automatically renew unless Lessee notifies Lessor in writing, of Lessee's intent not to
renew on or before the expuation of its cucrent Lease Term or Renewal Term.
6. Rent.
(a) Lessee shall pay rent in the sum of Five Hmmdred Dollars ($500.00) per month during
the first yeaz of this Agreement. At the beg'uming of each additional yeaz, the lease rate shall be
John Wirka - satellite2 Pa e 3
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increased by four percent (4%). Said rent sball be payable m advance to I.essor on or before the
first day of each calendaz month
(b) Payment of rent shall be made payable to and sent to Lessor's Division of Pazks &
Recreazion at the address for Notices in Section 14.
(c) Lessee shall pay, as addirional rent, any mcrease in real properry taxes levied
against the site, which are directly atttibutable to Lessee's use and improvement of the Site, and
Lessor a�urees to furnish proof of such mcrease to Lessee.
(d) If this Lease is temunated at a time other than on the ]ast day of a month, rent shall
be prorated as of the date of terminarion, and, in the event of termuiation for any reason other
than nonpayment of Rent, all prepaid Rents shall be refunded to Tenant.
7. Interference.
(a) Lessee shall not use the Site in any way that mterferes with the existing use of the
Properiy or the Ciry's ]and and buildings surrounding the Properiy by: (i) Lessor or (u) tenants or
licensees of Lessor holding rights to said Properiy or surrounding lands and building on the date
of this Agreement ("Eacisting Tenants"). In the event of any such interference, Lessee shall take all
actions necessary to nnmediately eliminate such interference m accordance with reasonable
technical standazds.
(b) Lessor warrants W I.essee the use and quiet enjoyment of the 5ite. I,essor agrees
that it shall not use, nor shall it permit its tenants, lessees, employees, mvitees or agents to use,
any portion of the properry in any way which would 'mterfere with the operation of Lessee,
provided that continued use by Lessor or Existing Tenants in the same manner as e�cisted at the
time the Lease was executed shall not consritute interference with Lessee's operauons. Lessor's
use of the entire properry takes priority over US West's operations and I,essor reserves the right
to take any action necessazy, in its reasonable discretion, to repair, maintain, aker or improve the
Properry. For all substantial improvements or repairs, Lessor agrees to provide Lessee with at
least thirty (30) days advance notice of the same and to reasonably cooperate with Lessee to cazry
out such activities with a minmium of disruption to Lessee's operations. For minor repairs or
maintenance Lessor agrees to give rivo (2) days advance notice of any such acrivities to Lessee
and to reasonably cooperate with Lessee to cazry out such activiries with a minimum amount of
interference to Lessee's operations. In the event of an emergency situation which poses an
immediate threat of substantial harm or damage to persons and/or properry on the Property,
Lessor may enter the Site and take such actions as aze required to reduce or eliminate the risk of
hann or damage.
8. Environmental Matters.
(a) Lessee will be solely responsible for and will defend, mdemuify and hold lessor, its
agents, and employees hazmless from and against any and all d'aect clamis, costs, and liabilities,
including reasonaUle attomeys' fees and cost, arising out of or in connection with the removal,
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cleanup or restoration of the properry associated with the Lessee's use of Hazardous materials.
Lessee agrees to comply with all ordinances, laws, rules and regularions enacted by any
governmental body or agency relating to the control or abatement af haTardous materiaLs and
shall beaz all costs and expenses azising from compliance with said ord'mances, laws, rules or
regulations.
(b) Lessor will defend, indemnify, and hold Lessee, its agents, and employees harmless
from and against any and all d'sect cla�s, costs and liabilities, mcluding reasonable attomey's fees
and costs, arising out of or m connection with the removal, cleanup, or restoration of the properry
with respect to Hazardous materials from any and all sources other than those Hazazdous
Materials introduced to the properly by I.essee.
(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.
(d) The obligations of ttus section eight shall survive the expiration or other
termination of this Agreement.
9. Insurance/Indemnification/Eminent Domam. Lessee shall mamtam at its expense
commercial general liability insurance covering acrions by Lessee providing for a limit of not less
than $1,000,000.00 single limits, bodily mjury and/or property damage combined, for damages
arising out of bodity injuries to or death of all persons and for damages to or destruction of
properiy, including the loss of use thereof. Coverage shall include independent contractor's
protect'son, premises-operations, producUcompleted operarions and contractual liability with
respect to the liability assumed by Lessee hereunder. Lessor and Lessee shall look solely to their
respective insurance carriers for loss due to any property damage which is covered by msurance
and neither parry's insurance company shall be subrogated to a claim agauist the other parry.
10. Assi¢nment and Subleasing.
(a) Lessee may assign tliis Agreement, in part or m whole, including its right to renew
to any third party, parent, subsidiary or affiliate ofLessee upon written consent from Lessor,
which consent shall not be unreasonably witl�held.
(b) Upon consent by Lessor to an assignment of this Agreement, Lessee shall be
relieved of all perforrnance obligations under this Option and Site Lease Agreement, except those
obligations stated in Section 8.
(c) In the event Lessor elects to pemrit anothec communications user the right to use
any of I,essor's Properry, Lessor agrees to notify Lessee th'sry (30) days prior to issuance of such
authority for the purpose of deteruim-*�g whether the third parry communications user will
interfere �vith Lessee's use or intended use of the Site. Lessor shall submit the lease proposal and
all technicat specifications reasonably requested by Lessee to them for review for noninterference.
Lessee shall have tt�ixty (30) days following receipt of said proposal to make any objections
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thereto, and failure to make any objection witl�m said thirty (30) day period shall be deemed
zvaiver of any objections.
(d) Any future lease by Lessor of the Property to additional tenanu which permits the
incT allation of communications equipment shall be condirioned upon not mterfering with Lessee's
use of the Site. Lessee acknowledges that Lessor may lease the Properly, or any part of
it, to other vendors for s�itar communicarions purposes m close pro�mity to the Leased
Premises, and Lessee agrees to work cooperatively with any such other tenants, using accepted
technical standazd in accordance with FCC standazds, to ensure that such other tenant's use and
Lessee's use will be compahble and will not cause interference with each other. Lessor agrees
that it �vill requue the same obligation of all such fuhue tenants in any lease or agreement entered
into with such future tenants.
11. Temvnation. This Agreement may be terminated as follows:
(a) By Lessor if Lessee fails to cure a default for payment of amounts due hereunder
within thiriy (30) days after Lessee's receipt of wrrtten notice of defauh from I,essor;
(b) By the non-defaultmg party if the other party defaults (other than a default
described in Section 11(a) above) and fails to cure such default within sixry (60) days after a
written notice of such default is received by the defauking pazry from the non-defaulting parry;
provided, however, that if such default is capable of bemg cured, the Lease may not be temunated
so long as the defaulting parly commences appropriate curative action within such sacty (60) day
period and thereafter diligently prosecutes such cure to completion as promptly as possible;
(c) By Lessee upon sixty (60) days prior written notice;
(d) By Lessee upon thuty (30) days written notice, if it is unable to obtain local
building and zoning permits or FCC license to operate m the Service azea.
(e) By Lessor, upon written notice to Lessee at least one yeaz prior to the effective
date of termination. Lessor may not exercise its right to terminate under this subdivision durntg
the initial Lease Term.
12. Successors and Assi¢ns. This Agreement shall run with the Properry and shall be bind�g
upon and inure to the benefit of the parties, theu respective successors, personal representatives
and assigns.
13. Renresentation and Warranties. Each pariy covenants and warrants to the other that (I) it
has full right, power and authority to execute this Agreement and has the power to grant all rights
hereunder; (ri) its execution and performance of this Agreement will not violate any laws,
ordinances, covenants, or the provisions of any mortgage, lease or other agreement binding on
said pariy; and (rii) the execution and delivery of this Agreement, and the performance of its
obligations hereunder, have been duly authorized by all necessary personnel or corporate officers
and do not violate any provision of law or the party's certificate of inwrporazion or bylaws or any
other arrangement, provision of law or court order or decree.
14. Notices. All notices, requests, demands and other communications hereunder shall be in
cvriticg and shall be deemed given �personally delivered, or ma�7ed by certtified mail, return
receipt requested, to the following addresses:
ff to Lessor: �, ��
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Division of Parks & Recreation �� =,=w� �
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25 Fourth Street �>
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Saint Paul, MN 55102 �""'
If to Lessee, to:
US WEST Wueless, L.L.C.
c/o US WEST Communications Group Real Estate Services
8200 East Belleview, Suite 500
Englewood, CO 80111
Attn: PSL Manager/Wffeless
with a copy to:
US WEST Wueless, L.L.C.
426 North Fairview Avenue
Saint Paul, MN 55104
Attn: Regionat Real Estate Manager
15. Surrender of Premises. At the exp'sation of the initial teim of this Agreement, or any
Renewal Term, or any eazlier tecmination of this Agreement, Lessee shall quit peacefully and
surrender possession of the Properly and shall remove its equipment and restore the Properiy to
Lessor in an order and condition as good as when it was delivered to Lessee, reasonable weaz and
teaz excepted.
16. No liabilitu for damaee. Lessor shall not be liable for any damage to Lessee's equipment
or facilities, and Lessor shall not be liable for vandalism or malicious mischief caused by third
parties, known or unknown, to Lessee's equipment or facilities.
17. Liens. The Lessee shall not permits mechanids liens or other liens to be filed or
established or to remain against the Property for labor, materials or services fiinvshed 'm
connection �vith any additions, modifications, �provements, repaus, renewals or replacements
made to the Property or Site, or for any other reason; provided that if flie I.essee shall 5rst notify
John Wirka - satellite2 Pa e 7
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the Lessor of its intention to do so and shall deposit in escrow with the Izssor a sum of money'�
a bond acceptable to the Lessor equal to the amount of the clami of lien, Lessee may,m go� faith
contest any such claims or mechanic's or other liens filed or established and `m such event m
permit the items contested to remain undischazged and unsatisfied durn}g the��e�r�od uc
contest. If m the opinion of the Lessor the nonpayment of azry such items subjects the Property to
any loss or £orfeituxe, the Lessor may requue the Lessee to use the escrow account to promptly_
pay all such unpaid items and �I.essee fails to pay from the escrow account the Lessor may pay
said unpaid items and charge the payments back to Lessee as additional rent.
18. Non-Discrimination. The Lessee does hereby covenant and agree for itself and its
employees, agents and representatives, that it shall engage in no discrimination on the ground of
race, sex, color, creed, familial status, religion, age, disability, marital status, status with respect to
public assistance, sexual oz affectional orientation, anceshy or national origin, and that it shall
fully comply with all of the requuements of Samt Paul Legislative Code Chapter 183, and shall
otherwise comply with all requirements offederal, staze and local laws and regulazions relating to
non-discrimination.
19. Miscellaneous.
(a) This Option and Site Lease Agreement shall constitute the entae agreement and
understanding of the parties with respect to the Properiy that is the subject matter thereof and
supersedes all offers, negotiations and other agreements with respect thereto. There aze no
representations or understandings of any kind not set forth herein. Any amendment to this
Agreement must be in writing and executed by both parties.
(b) Either party hereto that is represented in this transaction by a broker, agent or
commission salesperson ( a"Representative") shall be fully and exclusively responsble for the
payment of any fee, commission or other compensarion owing to such Representative, and shall
indemnify and hold the other party hamiless from and against any claim to a fee, commission or
other compensation asserted by such Representative, mcluding reasonable attomey's fees and
costs incurred in defending such claim.
(c) �f any term of this Agreement is found to be void or invalid, such mvatidiry shall
not affect the remaining terms of tlus Agreement, which shall contmue in full force and effect.
(d) By executing this Agreement, the pazties aze not establislilng any joint undertaking,
joint venture or par[nership. Each party shall be deemed an mdependent contractor and shall act
solely for its own account.
(e) This Agreement shall be govemed by the law of the state in which the property is
located.
(fj Lessor acknowledges that U S West Wireless, L.L.C., as a licensee under the rules
and regulations of the Federal Communicazions Commission, is subject to certam federal
requirements. Lessor hereby agrees to cooperate in good faith with U S West Wireless, L.L.C., in
John Wirka - satellite2 Pa e 8
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Council File # 3g� ;1�1
Green Sheet # �b605k
CITY
Presented By
Referred to
Committee: Date
1
2
3
4
5
6
7
8
9
10
WHEREAS, the City's Division of Parks and Recreation is the
owner of certain property known as Jimmy Lee Recreation Center
located at 1063 Iglehart Ave., and
WHEREAS, U.S. West Wireless, L.L.C., has requested that the
Division permit placement of cellular telephone equipment on an
existing field lighting tower at the Jimmy Lee site, and
WHEREAS, the Division has reviewed this matter, along with
the Parks and Recreation Commission, and recommends approval of a
lease agreement, including compensation to the Division, for
installation and maintenance of said equipment, and
11 NOW THEREFORE BE IT RESOLVED, that the Council of the City
12 of Saint Paul hereby authorizes and directs the proper City
13 officials to enter into a lease agreement with U.S. West
14 Wireless, L.L.C., to install and maintain cellular telephone
15 equipment on an existing field lighting tower at the Jimmy Lee
16 Recreation Center.
Requested by:
of Parks
By: �� �/
Adopted by Council: Date `3 \�� 1`l \`1Y_`�
�-"��_
Adoption Certified by Council Secretary
BY R \ _ c c� , � _.��—e�_ _
Approved by �N.�te: I� � [ �ZZ
By:
RESOLUTION
SAINT PAUL, MINNESOTA
�
Form Approved by CiEy At rney
� /\
By: i°� C�vY�-��•
Approved by Mayor for Submission to
�l9-l\�.o
DEPAFfMENT/OFFICE/COUNCIL DATEINITIATED GREEN SHEET NO. 100058
Parks and Recreation November 9,
1999
CONTACT PERSON AND PHONE INffIALIDA INITIAL/DATE
Vince Gillespie 266-6408 � DEPARTMENfDIFEGTOR �' � 5 arrcourva�
ASSIGN
NUMBERWq Z CrtYATTORNEY _CfttCLERK
MUST BE ON COUNCIL AGENpA BY (DAiEI ROUTING
01iDEti .3 FINANCIALSERVICESDIR. 6 Parks
����]�99 4- MAYOR(ORASSISTANT7 �O _
TOTAL 8 OF SIGNATURE PAGES � (CLIP ALL LOCATIONS FOB SIGNANREI
ACTION REQUESTED:
Approval of Council Resolution authorizing the proper City officials to enter into a lease agreement with U.S. West
Wireless, L.L.C. to attach a cell phone antenna on an existing field light pole at Jimmy Lee Recreation Center.
RECOMMEN�ATIONS: ApProve (A) or Rejett IR� pER50NAL SERVICE CONTRACTS MUST ANSWEH'fHE FOLLOWING QUESTIONS:
_PLANNING COMMISSION _CIVIL SERVICE COMMISSION �, Has this person/ti�m ever worked untler a controc[ for this department?
CIB COMMITTEE __ YES NO
.4 STAFF 2. Has this person/£rtn ever been a ciry employeei
DISTRICT COUNQL Y� NO
— — 3. Does Ihis person/tirm possess a skill not no�mally possessetl by any current ciry employee?
SUPPORTS WHICH COUNCIL 0&IECTIVE7 YES NO
Fxplain all yes answere on separate sheet antl attach to g�aen sheet.
INITIATING PflOBLEM, ISSUE, OPPORTUNITV (Who, What, W�an, Where, Why):
U.S. West Wireless, L.L.C. has requested to place a cell phone antenna on a fieid light at Jimmy Lee Recreation Center.
A lease agreement must be executed.
ADVANTA6E5 IF APPROVED:
U.S. West Wireless, L.L.C. will improve its cell phone service to the Summit-University community. The City wiil
receive rent for the use of the tower space. pi g �
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DISADVANTAGES IF APPROVED:
None.
DISADVANTAGES IF N0T APPROVED:
U.S. West Wireless, L.L.C. would need to find another location. The City would not receive the rent.
TOTALAMOUNTOFTRANSACTION S 6,000.00/vear COSLREVENUEBUDGEfED(CIRCLEONE) YES 1�
l�/
FUNDINGSOVRCE U.S. W2SY WI(QI2SS. L.L.C. ACTiVRYNUMBER 001-23102
FINANCIAL INFORMATION: �EXPLAINI
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OPTION AND STTE LEASE AGREEMENT
THIS OPTION AND SITE LEASE AGREEMENT ("Agreement") is entered into tivs
_ day of November, 1999 by and between the City of Samt Paul, a municipal corporation
(hereinafter "Lessor') and U S West Wireless, L.L.C., a Delawaze Lmmited Liabiliry Company
(heremafter "Lessee") whose address is 1860 L'mcoln, 14� Floor, Denver, Colorado, 80295.
WHEREAS, Lessor is the owner of certain real property including building(s) as more
pazticularly described in Esl�ibit A attached hereto and made a pazt hereof by this reference
(Property"); and
WHEREAS, Lessee desires to obtam an option on the Property for the purpose of
occupying and installing its communication Facilities as more specifically set forth below.
NOW, THEItEFORE, the parties agree as follows:
OPTION
1. Lessor, for and in consideration of Five Hundred dollazs ($500.00), this Agreement and
mutuat considerations, the receipt of which is hereby acknowledged, does hereby grant and
convey unto Lessea- an Option to lease the Property for the Permitted Use as set forth in
pazagraph four below.
2. Option. The option to lease Lessor's Properly may be exercised by Lessee at any time
within 12 months of the Date of this Agreement ("Option Period") by providing Lessor with
written notice of Lessee's intent.
3. Due Diligence. During the Option Period, Lessee, its agents, angineers, or contractors
shall have the right to enter upon Lessor's Property to inspect, e�mine, sample and conduct all
engineering tests or studies of the Site, as hereafter defined, to apply for and obtain all licenses
and permits required for the Lessee's Permitted Use from all applicable governmental or "
regulatory entities, and otherwise do those things on the Site that, m the opinion of Lessee, aze
reasonably necessary to determine the physical condition of the Site, Lessor's title to the Site and
the feasibility or suitability of the Site for Lessee's Penuitted Use, all at Lessee's eacpense. Lessee
shall not be liable to Lessor or any third party on account of any pre-e�cisting defect or condition
on or with respect to the Site, whether or not such defect ar condition is disclosed by I.essee's
inspection, although lessee shall beresponsible for any damage, loss or destruction to the Site as a
result of the actions of its employees, representatives or agents dnring the due diligence activities.
LEASE
,
The lease provisions contained in pazagraphs 4-15 of this Agreement shall become
effective upon I,essee's exercise of its option pursuant to Pazagraph 2 above.
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4. Peimitted Use. The location on Lessor's Property which Lessee is occupyuig and
installing its facilities is and shall be referred to as the "Site", which is more pazticululy described
in Extubit B attached hereto and made a part hereof by this reference.
(a) Lessee shall have the right, at its expense, to mstail, construct, reconstruct and
maintain on the Site communication fac�7ities mcluding, without limitation, radio and other
communication transmitting and receiving antennas, support mounts, cabies, equipment,
equipment storage structures and other improvements relatmg thereto (collectively the
"Communication Facilities") for the provision of wireless communications service as shown in
Exhbit B. Lessee may not use more than three panel antennae and one Global Position receive
antenna nor my it increase the size of the ground equipment more than ten percent over that
sho�m on Exhibit B without a provision for additional rent and the prior written consent of
Lessor. Lessee shall have the right to modifg replace, upgrade or relocate the Communication
Facilities on the Property az any time during the term of the lease so long as said relocation,
replacement or upgrade is made for the purpose of improving the operation of its communication
Facilities, and such relocation, rep]acement or upgrade does not result m any interference with the
eacisting use of the Properry by Lessor, its tenant, lessees or licensees.
(b) Lessee shall be entitled to reasonable access to the site 24 hours a day, seven days
per week, and shall haue all additional right of mgress and egress to and from the Site, provided
however, except in the case of an emergency, Lessee shall notify I.essor in advance of Lessee's
proposed constmction, maintenance or repair activities to be per£ormed on the Site in order to
coordinate such activities with Lessor's operations.
(c) Lessee shall pay any incremental addirional utility chazges to the Site incurred as a
result of Lessee's Permitted Use. Lessee shall have the right, at its expense, to install or improve
utilities within or on the property to service this Site.
(d) If, at the request of the Lessor, Lessee is asked to relocate the Communications
Facility to another portion of the Properly, I,essee agrees to one such relocation. Lessor agrees
that it will pay Lessee a relocarion fee of Five Thousand Dollazs ($5,000) for said relocation.
Both parties agree to e�cute any necessary amendments to E�ibit B as a result of said
relocation.
5. Term. This Lease shall be for a term of five yeazs ("Lease Term") from the Effective
Date. Lessee shali have a right to renew the Lease Term for two addiuonal terms of five (5) years
for each term (each being a"Renewal Terni'). The Lease Term and each subsequent Renewal
Term will automatically renew unless Lessee notifies Lessor in writing, of Lessee's intent not to
renew on or before the expuation of its cucrent Lease Term or Renewal Term.
6. Rent.
(a) Lessee shall pay rent in the sum of Five Hmmdred Dollars ($500.00) per month during
the first yeaz of this Agreement. At the beg'uming of each additional yeaz, the lease rate shall be
John Wirka - satellite2 Pa e 3
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increased by four percent (4%). Said rent sball be payable m advance to I.essor on or before the
first day of each calendaz month
(b) Payment of rent shall be made payable to and sent to Lessor's Division of Pazks &
Recreazion at the address for Notices in Section 14.
(c) Lessee shall pay, as addirional rent, any mcrease in real properry taxes levied
against the site, which are directly atttibutable to Lessee's use and improvement of the Site, and
Lessor a�urees to furnish proof of such mcrease to Lessee.
(d) If this Lease is temunated at a time other than on the ]ast day of a month, rent shall
be prorated as of the date of terminarion, and, in the event of termuiation for any reason other
than nonpayment of Rent, all prepaid Rents shall be refunded to Tenant.
7. Interference.
(a) Lessee shall not use the Site in any way that mterferes with the existing use of the
Properiy or the Ciry's ]and and buildings surrounding the Properiy by: (i) Lessor or (u) tenants or
licensees of Lessor holding rights to said Properiy or surrounding lands and building on the date
of this Agreement ("Eacisting Tenants"). In the event of any such interference, Lessee shall take all
actions necessary to nnmediately eliminate such interference m accordance with reasonable
technical standazds.
(b) Lessor warrants W I.essee the use and quiet enjoyment of the 5ite. I,essor agrees
that it shall not use, nor shall it permit its tenants, lessees, employees, mvitees or agents to use,
any portion of the properry in any way which would 'mterfere with the operation of Lessee,
provided that continued use by Lessor or Existing Tenants in the same manner as e�cisted at the
time the Lease was executed shall not consritute interference with Lessee's operauons. Lessor's
use of the entire properry takes priority over US West's operations and I,essor reserves the right
to take any action necessazy, in its reasonable discretion, to repair, maintain, aker or improve the
Properry. For all substantial improvements or repairs, Lessor agrees to provide Lessee with at
least thirty (30) days advance notice of the same and to reasonably cooperate with Lessee to cazry
out such activities with a minmium of disruption to Lessee's operations. For minor repairs or
maintenance Lessor agrees to give rivo (2) days advance notice of any such acrivities to Lessee
and to reasonably cooperate with Lessee to cazry out such activiries with a minimum amount of
interference to Lessee's operations. In the event of an emergency situation which poses an
immediate threat of substantial harm or damage to persons and/or properry on the Property,
Lessor may enter the Site and take such actions as aze required to reduce or eliminate the risk of
hann or damage.
8. Environmental Matters.
(a) Lessee will be solely responsible for and will defend, mdemuify and hold lessor, its
agents, and employees hazmless from and against any and all d'aect clamis, costs, and liabilities,
including reasonaUle attomeys' fees and cost, arising out of or in connection with the removal,
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cleanup or restoration of the properry associated with the Lessee's use of Hazardous materials.
Lessee agrees to comply with all ordinances, laws, rules and regularions enacted by any
governmental body or agency relating to the control or abatement af haTardous materiaLs and
shall beaz all costs and expenses azising from compliance with said ord'mances, laws, rules or
regulations.
(b) Lessor will defend, indemnify, and hold Lessee, its agents, and employees harmless
from and against any and all d'sect cla�s, costs and liabilities, mcluding reasonable attomey's fees
and costs, arising out of or m connection with the removal, cleanup, or restoration of the properry
with respect to Hazardous materials from any and all sources other than those Hazazdous
Materials introduced to the properly by I.essee.
(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.
(d) The obligations of ttus section eight shall survive the expiration or other
termination of this Agreement.
9. Insurance/Indemnification/Eminent Domam. Lessee shall mamtam at its expense
commercial general liability insurance covering acrions by Lessee providing for a limit of not less
than $1,000,000.00 single limits, bodily mjury and/or property damage combined, for damages
arising out of bodity injuries to or death of all persons and for damages to or destruction of
properiy, including the loss of use thereof. Coverage shall include independent contractor's
protect'son, premises-operations, producUcompleted operarions and contractual liability with
respect to the liability assumed by Lessee hereunder. Lessor and Lessee shall look solely to their
respective insurance carriers for loss due to any property damage which is covered by msurance
and neither parry's insurance company shall be subrogated to a claim agauist the other parry.
10. Assi¢nment and Subleasing.
(a) Lessee may assign tliis Agreement, in part or m whole, including its right to renew
to any third party, parent, subsidiary or affiliate ofLessee upon written consent from Lessor,
which consent shall not be unreasonably witl�held.
(b) Upon consent by Lessor to an assignment of this Agreement, Lessee shall be
relieved of all perforrnance obligations under this Option and Site Lease Agreement, except those
obligations stated in Section 8.
(c) In the event Lessor elects to pemrit anothec communications user the right to use
any of I,essor's Properry, Lessor agrees to notify Lessee th'sry (30) days prior to issuance of such
authority for the purpose of deteruim-*�g whether the third parry communications user will
interfere �vith Lessee's use or intended use of the Site. Lessor shall submit the lease proposal and
all technicat specifications reasonably requested by Lessee to them for review for noninterference.
Lessee shall have tt�ixty (30) days following receipt of said proposal to make any objections
tao
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thereto, and failure to make any objection witl�m said thirty (30) day period shall be deemed
zvaiver of any objections.
(d) Any future lease by Lessor of the Property to additional tenanu which permits the
incT allation of communications equipment shall be condirioned upon not mterfering with Lessee's
use of the Site. Lessee acknowledges that Lessor may lease the Properly, or any part of
it, to other vendors for s�itar communicarions purposes m close pro�mity to the Leased
Premises, and Lessee agrees to work cooperatively with any such other tenants, using accepted
technical standazd in accordance with FCC standazds, to ensure that such other tenant's use and
Lessee's use will be compahble and will not cause interference with each other. Lessor agrees
that it �vill requue the same obligation of all such fuhue tenants in any lease or agreement entered
into with such future tenants.
11. Temvnation. This Agreement may be terminated as follows:
(a) By Lessor if Lessee fails to cure a default for payment of amounts due hereunder
within thiriy (30) days after Lessee's receipt of wrrtten notice of defauh from I,essor;
(b) By the non-defaultmg party if the other party defaults (other than a default
described in Section 11(a) above) and fails to cure such default within sixry (60) days after a
written notice of such default is received by the defauking pazry from the non-defaulting parry;
provided, however, that if such default is capable of bemg cured, the Lease may not be temunated
so long as the defaulting parly commences appropriate curative action within such sacty (60) day
period and thereafter diligently prosecutes such cure to completion as promptly as possible;
(c) By Lessee upon sixty (60) days prior written notice;
(d) By Lessee upon thuty (30) days written notice, if it is unable to obtain local
building and zoning permits or FCC license to operate m the Service azea.
(e) By Lessor, upon written notice to Lessee at least one yeaz prior to the effective
date of termination. Lessor may not exercise its right to terminate under this subdivision durntg
the initial Lease Term.
12. Successors and Assi¢ns. This Agreement shall run with the Properry and shall be bind�g
upon and inure to the benefit of the parties, theu respective successors, personal representatives
and assigns.
13. Renresentation and Warranties. Each pariy covenants and warrants to the other that (I) it
has full right, power and authority to execute this Agreement and has the power to grant all rights
hereunder; (ri) its execution and performance of this Agreement will not violate any laws,
ordinances, covenants, or the provisions of any mortgage, lease or other agreement binding on
said pariy; and (rii) the execution and delivery of this Agreement, and the performance of its
obligations hereunder, have been duly authorized by all necessary personnel or corporate officers
and do not violate any provision of law or the party's certificate of inwrporazion or bylaws or any
other arrangement, provision of law or court order or decree.
14. Notices. All notices, requests, demands and other communications hereunder shall be in
cvriticg and shall be deemed given �personally delivered, or ma�7ed by certtified mail, return
receipt requested, to the following addresses:
ff to Lessor: �, ��
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Division of Parks & Recreation �� =,=w� �
300CityHallAnnex .` � »
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25 Fourth Street �>
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Saint Paul, MN 55102 �""'
If to Lessee, to:
US WEST Wueless, L.L.C.
c/o US WEST Communications Group Real Estate Services
8200 East Belleview, Suite 500
Englewood, CO 80111
Attn: PSL Manager/Wffeless
with a copy to:
US WEST Wueless, L.L.C.
426 North Fairview Avenue
Saint Paul, MN 55104
Attn: Regionat Real Estate Manager
15. Surrender of Premises. At the exp'sation of the initial teim of this Agreement, or any
Renewal Term, or any eazlier tecmination of this Agreement, Lessee shall quit peacefully and
surrender possession of the Properly and shall remove its equipment and restore the Properiy to
Lessor in an order and condition as good as when it was delivered to Lessee, reasonable weaz and
teaz excepted.
16. No liabilitu for damaee. Lessor shall not be liable for any damage to Lessee's equipment
or facilities, and Lessor shall not be liable for vandalism or malicious mischief caused by third
parties, known or unknown, to Lessee's equipment or facilities.
17. Liens. The Lessee shall not permits mechanids liens or other liens to be filed or
established or to remain against the Property for labor, materials or services fiinvshed 'm
connection �vith any additions, modifications, �provements, repaus, renewals or replacements
made to the Property or Site, or for any other reason; provided that if flie I.essee shall 5rst notify
John Wirka - satellite2 Pa e 7
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the Lessor of its intention to do so and shall deposit in escrow with the Izssor a sum of money'�
a bond acceptable to the Lessor equal to the amount of the clami of lien, Lessee may,m go� faith
contest any such claims or mechanic's or other liens filed or established and `m such event m
permit the items contested to remain undischazged and unsatisfied durn}g the��e�r�od uc
contest. If m the opinion of the Lessor the nonpayment of azry such items subjects the Property to
any loss or £orfeituxe, the Lessor may requue the Lessee to use the escrow account to promptly_
pay all such unpaid items and �I.essee fails to pay from the escrow account the Lessor may pay
said unpaid items and charge the payments back to Lessee as additional rent.
18. Non-Discrimination. The Lessee does hereby covenant and agree for itself and its
employees, agents and representatives, that it shall engage in no discrimination on the ground of
race, sex, color, creed, familial status, religion, age, disability, marital status, status with respect to
public assistance, sexual oz affectional orientation, anceshy or national origin, and that it shall
fully comply with all of the requuements of Samt Paul Legislative Code Chapter 183, and shall
otherwise comply with all requirements offederal, staze and local laws and regulazions relating to
non-discrimination.
19. Miscellaneous.
(a) This Option and Site Lease Agreement shall constitute the entae agreement and
understanding of the parties with respect to the Properiy that is the subject matter thereof and
supersedes all offers, negotiations and other agreements with respect thereto. There aze no
representations or understandings of any kind not set forth herein. Any amendment to this
Agreement must be in writing and executed by both parties.
(b) Either party hereto that is represented in this transaction by a broker, agent or
commission salesperson ( a"Representative") shall be fully and exclusively responsble for the
payment of any fee, commission or other compensarion owing to such Representative, and shall
indemnify and hold the other party hamiless from and against any claim to a fee, commission or
other compensation asserted by such Representative, mcluding reasonable attomey's fees and
costs incurred in defending such claim.
(c) �f any term of this Agreement is found to be void or invalid, such mvatidiry shall
not affect the remaining terms of tlus Agreement, which shall contmue in full force and effect.
(d) By executing this Agreement, the pazties aze not establislilng any joint undertaking,
joint venture or par[nership. Each party shall be deemed an mdependent contractor and shall act
solely for its own account.
(e) This Agreement shall be govemed by the law of the state in which the property is
located.
(fj Lessor acknowledges that U S West Wireless, L.L.C., as a licensee under the rules
and regulations of the Federal Communicazions Commission, is subject to certam federal
requirements. Lessor hereby agrees to cooperate in good faith with U S West Wireless, L.L.C., in
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