96-1179 Counal File � �� �
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RESOLUTION
CiTY OF SA1NT PAUL, MINNESOTA ' �9
Presented B
Y OL/�vrn-' ,���=L-- (
Referred To Committee: Date
1 WHEREAS, Sprint Spectrum L.P. desires to lease space at the Mississippi River Pumping
2 Station site on Alden Way in Fridley, Minnesota to install and operate a wireless communication
3 system, said site owned and operated by the Board of Water Commissioners of the City of Saint
4 Paul, hereinafter referred to as the "Board"; and
5
6 WHEREAS, Board staff has prepared the attached Lease Agreement which provides for a five
7 year lease which automatically renews for three additional five year terms, starting at an annual
8 lease rate of$15,000 and increasing each subsequent year; and
9
10 WHEREAS, The Board did adopt Board Resolution No. 4451 which approved said Lease
11 Agreement; now, therefore, be it
12
13 RESOLVED, That the attached Lease Agreement between the City of Saint Paul, the Board of
14 Water Commissioners of the City of Saint Paul and Sprint Spectrum L.P. is hereby approved and
15 that the proper officers are hereby authorized to execute said Lease Agreement on behalf of the
16 City of Saint Paul.
✓
✓ Requested by Department of:
✓
✓ Water Utiiity
�Y �!J.�� �'
Adopted by Council: Date S ,`� � ` General Manager
Adoption Ccrt�ed by Council Seaetary Form Approved by City Attorney
BY By: �D• ��..s..,.►.—
Approved by Mayor: Date � �i i'���-�?�
Approved by Mayor for Submission to Council
$y: �'✓�.� ��t,�t�/ ,pj � � ` �
�y: ,l'� Y�- ��C'�
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.
L INITIATED �REEN SHE,ET _N°_ _ _3.�7 0 3
water utility
� u��ruu���
Q DEPARTMENT D{RE �CITY COINICIL
Bernie R. Bullert - 66274 �" (Z�)ciTVnrro�Ner _ � �cmc�aK
M IL BY(DA ) �� BUDGET DIRECTOR �RIN.8 M13T.8EH1IK�8 DIR.
MAY�i(OR A$BISTAN'�.
Se tember 25 1996 °�" �
TOTAL#t OF SKiNATUqE fMGE8 ' 1 (CLIP ALL LOCATIONS FOR SI�iNATURE)
A�CTION RECIUEBTED:,
City Council approval of resolution concurring with action taken by the.Board of Water
Commissioners in executing the attached agreement� which leases space at the Board's
Missiseippi River Pumping Station site to Sprint Spectrum L.P. for the insCallation an�
o eration of wireless commuxrication e ui ment.
REOOMMEIrW1TI0tr8:Appow(A)a Rysd(A) pgqgpNAL SERVICE CONTRACTS MUST ANBWER TN!ROLLOWIlcK�#-GIJEd7fON8:
_PLANNI�K3 CO�IIS810N _CIVIL SERVICE COAAAAI8810N 1. Has this pwson/fkm enner worked under a�for tM��i�i+ -
_CIB COMMITTEE _ YES NO
2. "ns"'b p�n/I`""°ver bs�n 8 dry,°"�p'°yes' S EP 1 3 199�
—� — YES NO
_���� A Board of Water 3. Doss this peroonRfrm posseas�skfli not normally pos�w�ed by arry curt�nt dly employN9
������?Commiasioners Yes No MAYOR'S 4FFIC'�
Explsin all yn a�swen on�sp�rab sl�t and atE�ch to pr�sMst
Nd1T1ATI11Q PROBLEM.188UE.OPPORfUMITY MIlw.what.WMn.Whsn�WhY):
The Board of Water Commissioners has the opportunity to receive revenue by ieasing space
at its pumping station and surge tower site on Alden Way in Fridley.
ADVANlYK9Ea IF APPROVEO:
Board of Water Commissioners will receive a ���r1y revenue of $15,000.
DISADVANTAOE8IF APPFiOVEO:
. CAUfiCi) R8S8n1'G'�i C811tQf
SEP 17 1996
D18ADVAMAOEB�NO?APPROMED:
TOTAL AMOUNT OF TRANSACTION $ N�A C08T/REVENUE BtlDQETHD(CIRCIE ONB) YES NO
FUNDING 30URCE N�'4 ACTIVITY NUMlER
FINANCIAL MIFORMATION:(EXPLAIN)
� CITY OF ST. PAUL � l _ ,`n �
OFFICE OF THE BOARD OF WATER COMMISSIONERS b � '
` =
' RESOLUTION—GENERAL FORM No 4451
PRESENTED BY Harris September 9 1996
COMMISSIONER DATE �
WHEREAS, Sprint Spectrum L.P. desires to lease space from the Board of Water Commissioners
on its Mississippi River Pumping Station site on Alden VVay in Fridley, Minnesota to install and
operate a wireless communication system; and
WHEREAS, The Board did adopt a Water Tower Site Leasing Policy on July 10, 199�, �vhich
allo�r•s such space leasing and imposes certain conditions on such leasing; and
WHEREAS, Staff has prepared the attached lease agreement which complies with all conditions
of the Water Tower Site Leasing Policy and provides for a five-year lease, which automatically
rene��-s for three additional five-year terms, starting at an annual lease rate of$1�,000 and increasing
each subsequent yeaz; and
WHEREAS, The General 1�lanager of the Water Utility, vlr. Bernie R. Bullert,recommends Board
approval of the said lease agreement; now, therefore, be it
RESOLVED, That the attached lease agreement between the Board of Water Commissioners and
Sprint Spectrum L.P. is hereby approved and that the proper officers are hereby authorized to
esecute said lease agreement on behalf of the Board.
Water Commissioners
Adopted by the Board of Water Commissioners
Yeas Nays
Arcand
Harris September 9, ig96
Haselmann
President Guerin
In favor 4 Oppos� � IMPORTANT �
RETURN TO BOARD SECY.
MINUTES FILE
ORIGINAL
. °I` • 1��°I
SA1 NT
PAUL
�%'•
. ,
WATER
UTILITY
SAINT PA UL WATER UTILITY
WATER TOWER SITE LEASE AGREEMENT
Between
Board of Water Commissioners
and
Sprint Spectrum L.P.
Mississippi River Surge Tower Site
September 1996
q � • ��� °�
SITE LEASE AGREEMENT
Between St. Paul Board of Water Commissioners and Sprint Spectrum L.P.
This Lease Agreement("Lease")is entered into this day of , by and between the
BOARD OF WATER CONIlVIISSIONERS OF THE CITY OF SAINT PAUL ("Lessor") and SPRINT
SPECTRLTM L.P.("SSLP") a Delaware Limited Partnership.
In consideration of the terms and conditions of this agreement, the parties agree as follows:
1. LeasedPremises. Lessor hereby leases to SSLP certain space located at and on the Lessor's Mississippi
River Surge Tower, and legally described as shown on E�ibit"A". The tower and the Lessor's land
upon which the tower is situated aze collectively called"the Property". The property interest leased and
granted by the Lessor are the following(hereinafter"Leased Premises"):
• Ground space comprised of approximately usable square feet.
� Structure e�erior space for attachment of antennas at fAGL
• Space required for cable runs to connect equipment and antennas
• Non-exclusive easements required to run utility lines and cables
• Non-exclusive easement across Lessor's Property for access
• No other space or property interests are being leased to SSLP except as described as above and
as described on Exhibit"A".
2. Term/Renewals.
a) The term of this Lease shall be five years, commencing on the date on which SSLP receives final
approval from the appropriate city council or other local governmental authority (the
"Commencement Date") and ending on the fifth anniversary thereof. SSLP and Lessor agree to
enter into an addendum to this Lease confirming the Commencement Date after all city council or
local governmental authority approvals have been received by SSLP.
b) SSLP sha11 have the right to e�end this Lease for three additional five-year renewal terms (each a
Renewal Term) subject to (c)below;
c) This Lease shall automatically be renewed for each successive renewal term unless SSLP is in
default of any of the terms or conditions of the Lease.
MISSRIVE.LSE 2
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3. Rent.
a) SSLP shall pay Lessor, as rent, the sum of Fifteen Thousand dollars ($15,000.00)per year based
upon SSLP's installation as shown on Exhibits "A" and "B" (collectively, "Antenna Facilities").
The first year's rent shall be pro-rated to the end of 1996. The entire annual rent due hereunder
shall be paid within the first ten (10) days of January of each succeeding year.
b) The rent shall be increased annually (commencing January 1, 1997)by five percent(5%).
c) SSLP may install and operate up to 4 antennas per sector, sectors oriented at 000°, 120°, and 240°
True North, for a total of 12 antennas. However, SSLP may not add antennas or related equipment
beyond the 12 antennas contemplated by this clause without a provision for additional rent and the
prior written consent of Lessor, such consent not to be withheld or delayed without cause.
d) If the lease is terminated, rent shall be pro-rated to the termination date or the date on which all
SSLP's equipment is removed from the Leased Premises, whichever is later.
e) Notwithstanding anything to the contrary contained in this Lease, on or before the date which is not
earlier than ninety (90) and not later than sixty (60) days prior to the commencement of each
respective Renewal Term, Lessor will have the right to notify SSLP in writing (the "Review
Notice")that it desires to cause a review of the rental then in effect. In the event that the Lessor and
SSLP cannot agree as to the amount of the fair market rental for the Renewal Term within thirty
(30) days after the date of the Review Notice, then Lessor may initiate the appraisal process
provided for herein by giving written notice to that effect to SSLP, and Lessor will specify in such
written notice the name and address of the person appointed to act as an arbitrator on Lessor's
behalf. Within fifteen(15)days after the appointment of Lessor's arbitrator, SSLP will give written
notice to Lessor specifying the name and address of the peison appointed to act as SSLP's arbitrator.
The two arbitrators shall meet within ten (10) days after the second arbitrator is appointed, and if,
within thirty(30)days after the second arbitrator is appointed, the two arbitrators cannot agree, they
shall together designate a third arbitrator. In the event of their being unable to agree upon a third
arbitrator within forty (40) days after the appointment of the second arbitrator, the third arbitrator
will be appointed by Lessor and SSLP, if they can agree thereon within a further period of ten (10)
days. If Lessor and SSLP do not so agree,then either party, on behalf of both and on written notice
to the other, may request such appointment by the American Arbitration Association (or such
origination successor thereto in accordance with its rules then prevailing. If the American
Arbitration Association (or such successor organization) fails to appoint a third arbitrator within
fifteen (15) days after such request is made, then either party may apply, on written notice to the
other, to the Anoka County court having jurisdiction for the appointment of such third arbitrator.
Each party shall pay the fees and expenses of azbitrator appointed by or for that party, and the fees
and expenses of the third arbitrator and a11 other expenses (not including the attorneys' fees, witness
fees and similar expenses of the parties, which will be born separately by each party) of the
arbitration will be borne by the parties equally.
MISSRIVE.LSE 3
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The majority of the arbitrators will determine the fair market rent for the leasehold interest in the
Leased Premises and render a written certified report of their determination to both Lessor and
SSLP within thirty(30)days of the appointrnent of the first two arbitrators or within thirty(30) days
from the appointment of the third arbitrator, and the fair market rental, so determined, will become
the effective rental for the Renewal Term, which thereafter subject to the annual escalation(s)
provided for in this Agreement, if any.
In the event Lessor initiates the appraisal process and, on the first day of the respective Renewal
Term,the amount of the fair mazket rental has not been determined, then SSLP will pay the amount
provided for the Initial Term or prior Renewal Term, as applicable. In the event the fair market
rental value for the respective Renewal Term is determined after the first day of such Renewal Term
and proves to be higher than the rental SSLP is then paying, SSLP will pay to Lessor the difference
within thirty (30) days of receiving Lessor's statement for such amount.
Except for any changes in the rental provided for in this Lease, SSLP's occupancy of the Leased
Premises during any Renewal Term will be on the same terms and conditions as are in effect
immediately prior to the expiration of the Initial Term or the Prior Renewal Term, as applicable.
If Lessor fails to timely deliver a Renewal Notice, time being of the essence, (a)Lessor will have
forever waived its right to seek an adjustment to the rental for that respective Renewal Term, and
(b) SSLP will continue to pay rental as provided for in this Lease.
Notwithstanding any provision of this Lease to the contrary, all of the arbitrators, however
appointed, must be impartial individuals having at least five(5) years experience in commercial real
estate leasing and wireless communication in the Minneapolis, St. Paul and surrounding area. The
arbitrators may, in their sole discretion, determine the procedures to be used to azrive at the fair
mazket rental for the Leased Premises.
In no event shall the annual installment of rent due hereunder following such adjustment or review
be less than the amount of such installment in the previous year increased by five percent(5%).
4. Use of Leased Premises.
a) SSLP may use the Leased Premises for the insta.11ation, operation, and maintenance of facilities for
the transmission and reception of radio communication signals in such frequencies as may be
assigned to SSLP by the Federal Communications Commission (the"FCC") and for the storage of
related equipment in accordance with the terms of this Lease. This use shall be non-exclusive.
SSLP shall use the Leased Premises in compliance with all federal, state, and local laws and
regulations. Lessor agrees to reasonably cooperate with SSLP in obtaining, at SSLP's expense,
including Lessor's reasonable attorney and administrative fees, any federal licenses and permits
required for SSLP's use of the Leased Premises.
b) Pri�rm y use of Premises. The primary purpose of the Leased Premises is for a water tower and
appurtenances to provide water service to customers of the Lessor. Lessor's operations take priority
over SSLP's operations and Lessor reserves the right to take any action it deems necessary, in its
reasonable discretion,to repair, maintain, alter or improve the Lessor's property in connection with
water tower operations as may be necessary. In the event that the use of the tower for water service
is jeopazdized because of SSLP's antenna usage on the tower, Lessor will provide written notice of
MISSRIVE.LSE 4
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such event to SSLP. Lessor and SSLP agree to work together to cure the occurrence which causes
such jeopazdy. In the event of severe jeopardy (e.g. an antenna falling into the water tower), SSLP
will immediately cease operations at that site. Only in the case of severe jeopardy may the Lessor
remove SSLP's equipment. This severe jeopardy would be deemed an emer�ency situation. In the
case of a non-severe jeopardy(e.g. a loose cable that blocks access through a caged ladder), SSLP
will commence to cure such jeopardy within thirty(30)days. If Lessor and SSLP cannot cure such
jeopardy within thirty (30) days of receipt of notice of event, said occurrence of jeopardy shall
constitute an event of default as otherwise defined in pazagraph 12. If the jeopardy is not reasonably
capable of being cured within thirty (30) days, the notified party shall commence to cure the
jeopardy such as assessment of the problem, plan, ordering of equipment within seven (7) days and
shall diligently pursue the cure to completion within a reasonable time thereafter.
S. Installation ofEau�pment and Leasehold I»wrovements.
a) SSLP sha11 have the right, at its sole cost and expense,to install,operate, and maintain in accordance
with good engineering practices, with all applicable FCC rules and regulations, on the Leased
Premises, all necessary equipment, personal property, and facilities which include radio transmitting
and receiving antennas and frequencies not to exceed that designated in Exhibit"B" (the"Antenna
Facilities").
b) SSLP's installation of a11 such Antenna Facilities and operating frequencies (including all revisions
and/or modifications)shall be subject to prior written approval by Lessor. Lessor shall approve or
object to such plans within thirty(30)days of receipt, and failure to make any objection within said
thirty(30)day period shall be deemed approval by Lessor. Any damage caused by installation and
operations sha11 be repaired or replaced at SSLP's expense and to Lessor's reasonable satisfaction.
c) SSLP shall provide Lessor with a site plan consisting of CAD drawings and diagrams of the
Antenna Facilities and the improvements installed on the Property, which show the actual location
of all equipment and improvements. Said drawings shall be accompanied by a complete and
detailed inventory of a11 equipment, personal property,frequencies, and Antenna Facilities, and shall
be attached hereto as Exhibit"A" ("Legal Description and Site Plan")prior to installation.
d) The manner in which SSLP's facilities are attached to the tower shall be subject to prior written
approval by Lessor. Lessor shall approve or object to the manner of attachment within thirty(30)
days of receipt of such plans, and failure to make any objections within said thirty (30) day period
shall be deemed approval by Lessor.
e) Prior to adding additional transmitter or receiver frequencies on the premises, SSLP agrees to notify
the Lessor of the modified frequencies so that the Lessor can perform the necessary interference
studies to insure that the modified frequencies will not cause harmful radio interference to
other existing premises leases. SSLP shall pay the reasonable costs for said study which will be
performed by Lessor's registered professional communications engineer. In the alternative,
SSLP may perform the interference studies and submit the results to the Lessor. However, the
Lessor, in its sole discretion, shall retain the right provided herein to submit the study results
to its registered professional communications engineer for review at SSLP's expense.
MISSRIVE.LSE S
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6. Maintenanc�
a) SSLP shall, at its own cost and expense, be responsible for all repairs, maintenance and upkeep of
the Antenna Facilities and SSLP's equipment, including but not limited to emergency repairs of any
kind, routine maintenance and repair to keep the Leased Premises in good repair, safe and in
compliance with applicable fire, health, building and other life-safety codes.
b) SSLP shall have sole responsibility for the maintenance, repair, and security of its equipment,
personal property, Antenna Facilities, and leasehold improvements, and shall keep the same in good
repair and condition during the Lease term, including painting its antennas the same color as the
tower.
c) When Lessor paints or repairs its tower, it shall be the responsibility of SSLP to provide adequate
measures to cover, protect or remove (at SSLP's sole discretion) SSLP's equipment, personal
property or Antenna Facilities and protect such from paint and debris fallout which may occur
during the paint restoration process or repairs. In the event the use of SSLP's Antenna Facilities is
interrupted, SSLP shall have the right to maintain a mobile cellular site on wheels on the Property
or, after approval by Lessor, on any land owned or controlled by Lessor in the immediate area of
the Property.
d) SSLP will fence off or otherwise have a physical barrier, meeting Lessor's approval, separating its
Leased Premises from the remainder of the Property.
7. Pro�ert�Acces�
a) SSLP, at all times during this Lease, shall have vehicle ingress and e�ress over the Property by
means of existing access, subject to notice requirements to Lessor as set forth in section (b)below.
b) SSLP shall have access to the Leased Premises and Property twenty-four(24) hours a day, seven
(7)days a week in order to install, operate, and maintain its Antenna Facilities. SSLP shall request
access to the Leased Premises and Property twenty-four(24) hours in advance; provided that in an
emergency, SSLP shall have access immediately, but no later than four(4)hours of notifying the
Lessor. Lessor will inform SSLP of the procedure to contact appropriate officials.
c) Lessor is granted unlimited access to examine and inspect the Leased Premises for safety reasons
and to insure that SSLP's covenants are being met, subject to the provisions of paragraph 16(a)(iv)
and paragraph 7(b).
d) SSLP is also ganted the right, at its sole cost and expense, to enter upon the Lessor's Property to
determine the properties suitability for any intended use of SSLP, which studies may include
surveys, radio wave propagation measurements, field strength tests and such other studies as SSLP
deems necessary or desirable. This access shall be done in accordance with Subpart b) above.
8. Uubties. Lessor makes no representations that utilities adequate for SSLP's use of the Property are
available. SSLP will pay for all utilities used by it at the Property. Lessor will cooperate with SSLP
in SSLP's efforts to obtain utilities from any location provided by Lessor or the servicing utility.
MISSRIVE.LSE 6
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9. Personal Pro�ertv and Real Estate Taxes. If any such improvements constructed on the Leased
Premises should cause part of the Property to be taxed for real estate purposes, it shall be the
liability of said SSLP to pay its proportionate share of such property taxes, within thirty (30) days
of receiving the tax bill.
10. Compliance and Statutes, Regulations. and roval� SSLP's use of the Property herein is
contingent upon its obtaining all certificates, permits, zoning, and other approvals that may be
required by any federal, state or local authority (Engineering study, radio frequency interference
study, etc.). SSLP's Antenna Facilities and any other facilities shall be erected, maintained and
operated in accordance with Leased Premises standards, state statutes, rules and regulations now in
effect or that thereafter may be issued by the FCC and related governing bodies.
11. Interference
a) SSLP's installation, operation, and maintenance of its transmission facilities shall not damage or
interfere in any way with Lessor's tower operations including repair and maintenance activities.
Lessor's tower operations take priority over SSLP's operations and Lessor reserves the ri�ht to take
any action it deems necessary, in its reasonable discretion, to repair, maintain, alter or improve the
Properry in connection with tower operations as may be necessary. For all substantial improvements
or repairs, Lessor agrees to provide SSLP with at least sixty (60) days advance notice and to
reasonably cooperate with SSLP to carry out such activities with a minimum amount of interference
with SSLP's transmission operations. For minor repairs or maintenance Lessor agrees to give two
(2) days advance notice of any such activities to SSLP and to reasonably coope.rate with SSLP to
carry out such activities with a minimum amount of interference with SSLP's transmission
operations.Nonetheless, if Lessor's use of the tower does cause interference with SSLP's operation,
the Lessor shall not be responsible, and, at SSLP's choice, it may terminate this Lease under the
notice provisions and conditions as contained elsewhere in this Lease. In the event of an emergency
situation which poses an immediate threat of substantial hann or damage to persons and/or property
on the Property, Lessor may enter the Leased Premises and take such actions as are required to
protect individuals or personal property from such immediate threat of substantial harm or damage;
provided that promptly after such emergency entry into the Leased Premises (and in no event later
than twenty-four [24] hours after such entry), Lessor gives telephonic and written notice to SSLP
of Lessor's entry onto the Leased Premises.
b) In its use of the Leased Premises, SSLP will not interfere with the operations of Lessor or other
parties who were occupants of the Property on the date of this Lease. In the event of any such
interference, SSLP shall take a11 actions nece.ssary to eliminate such interference in accordance with
reasonable technical standards. Lessor will not grant a lease to any party for use of the Property,
if such use would or is likely to interfere with SSLP's operations of the Antenna Facilities.
Any future lease of the Property which permits the installation of communications equipment shall
be conditioned upon not interfering with SSLP's operation of the Antenna Facilities, and shall be
terminated if interference occurs and is not conected within a reasonable time. Without limiting
the foregoing or any other remedy, SSLP sha11 have the right to tenninate this Lease upon thirty (30)
days written notice in the event its reception or transmission is interfered with by any other
MISSRIVE.LSE �
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equipment. Notwithstanding the foregoing, SSLP acknowledges that Lessor may be leasing space
on the Property to other vendors for similar communications purposes in close proximity to the
Leased Premises and SSLP agrees to work cooperatively with such other vendors, using accepted
technical standards in accordance with FCC standazds to ensure that such other vendors use and
SSLP's use will be compatible and will not cause interference with each other. Lessor agrees that
it will require the same obligation of such other vendors in any lease or ageement with such other
vendors. Further, SSLP agrees to meet the conditions set forth in Exhibit "D", ("Technical
Minimum Site Standards").
c) Lessor in no way guarantees to SSLP noninterference with SSLP's transmission operations,
provided, however, that in the event any other party requests permission to place any type of
additional antenna or transmission facility on the Property, the procedures of this paragraph shall
govern to determine whether such antenna or transmission facility will interfere with SSLP's
transmission operations.
If Lessor receives any such request, Lessor shall submit the proposal complete with a11 technical
spec�cations reasonably requested by SSLP to SSLP for review for noninterference. SSLP shall
have thirty(30)days following receipt of said proposal to make any objections thereto, and failure
to make any objection with said thirty (30) day period shall be deemed consent by SSLP to the
installation of antennas or transmission facilities pursuant to said proposal. SSLP shall not be
responsible for the expenses incuired in any independent validation of such interference objections.
l2. Termination. Except as otherwise provided herein, this Lease may be terminated by either party
upon si�rty (60) days written notice of default to the other party as follows:
(a) by either party upon a default of any covenant or term hereof by the other party, which default
is not cured within sixty(60)days of receipt of written notice of default to the other party(without,
however, limiting any other rights of the parties at law, in equity,or pursuant to any other provisions
hereo fl;
(b) by SSLP if it is unable to obtain or maintain any license,permit,or other governmental approval
necessary for the construction and/or operation of the Antenna Facilities or SSLP's business;
(c) by SSLP if the Leased Premises is or becomes unacceptable under SSLP's design or engineering
specifications for its Antenna Facilities;
(d) by Lessor if it determines, after review by an independent structural engineer, that the Property
is structurally unsound for use as a tower, including but not limited to consideration of age of the
structure, damage or destruction of all or part of the Property from any source, or factors relating
to condition of the Property;
(e) by Lessor if SSLP fails to pay rent provided for in paragraph 3 within thirty (30) days of receipt
of notice from Lessor of a payment being overdue.
Upon termination of this Lease for any reason, SSLP sha11 remove its equipment, personal property,
Antennas Facilities, and leasehold improvements from the Property on or before date of termination,
and shall repair any damage to the Property caused by such equipment, normal wear and tear
excepted, all at SSLP's sole cost and expense.
MISSRIVE.LSE 8
1 . Insuranc� � � • �`� �
3
a) SSLP shall carry adequate insurance to protect the parties against any and all claims, demands,
actions,judgments, expenses, and liabilities which may azise out of or result directly or indirectly
from SSLP's use of the property. Any applicable policy sha111ist the Lessor as an additional insured
and shall provide that it will be the primary coverage. The insurance coverage must include, at
least, Comprehensive General Liability Insurance Coverage, including premises/operation coverage,
bodily injury, property damage, independent contractors liability, completed operations coverage,
and contractual liability coverage, in a combined single limit of not less than One Million Five
Hundred Thousand Dollars ($1,500,000) per occurrence, subject to Three Million Dollars
($3,000,000) aggregate. SSLP may satisfy this requirement by underlying insurance plus an
umbrella policy.
b) SSLP shall provide Lessor, prior to the Commencement Date and before each Renewal Term of the
Lease, evidence of the required insurance in the form of a certificate of insurance issued by an
insurance company licensed to do business in the State of Minnesota, which includes all coverage
required in paragraph above. Said certificate shall also provide that the coverage may not be
canceled, non-renewed, or materially changed without thirty (30) days written notice to Lessor.
14. Damage or Destruction. If the Property or any portion thereof is destroyed or damaged so as to
hinder its effective use of its Facilitates, SSLP may elect to terminate this Lease upon thirty (30)
days written notice to Lessor. In such event, all rights and obligations of the parties shall cease as
of the date of the damage or destruction and SSLP shall be entitled to the reimbursement of any rent
prepaid by SSLP.
1 S. Notices All notices, requests, demands, and other communications hereunder shall be in writing
and sha11 be deemed given if personally delivered or mailed, certified mail, return receipt requested,
to the following addresses:
If to Lessor, to: Boazd of Water Commissioners of the City of St. Paul
Attn.: William Tschida
8 Fourth Street East, Suite 200
St. Paul, MN 55101-1007
If to SSLP, to: Sprint Spectrum L.P.
Attn: Karl R. Brusen
2900 Lone Oak Pazkway#140
Eagan, MN 5 5121
With a copy to: Sprint Spectrum L.P.
Attn: Business Law Group
4900 Main Street, Fifth Floor
Kansas City, MO 64112
MISSRIVE.LSE 9
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16. Representations and Warrande�
a) Lessor represents that(i)it has full right, power, and authority to execute this Lease; (ii) it has good
and unencumbered title to the Property free and clear of any liens or mortgages subject to such liens
of record; (iii) SSLP shall have quiet enjoyment of the Leased Premises during the term of this
Lease in accordance with its terms; and(iv), Lessor shall not have unsupervised access to SSLP's
Antenna Facilities located in the Leased Premises.
b) Lessor represents that it has no knowledge of any substance, chemical or waste on the Property that
is identified as hazardous toxic or dangerous in any applicable federal, state or local law or
regulation. SSLP represents and warrants that its use of the Leased Premises, herein, will not
generate and it will not store or dispose on the Property nor transport to or over the Property any
hazardous substance and further agrees to hold Lessor harmless from and indemnify Lessor against
any release of any such hazardous substance and any damage, loss, or expense or liability resulting
from the breach of this representation or from the violation of any state or federal law by such
release including all attorneys' fees, costs and penalties incuned as a result ther�f except any
release caused by the negligence of Lessor, its employees or agents.
"Hazardous substance" shall be interpreted broadly to mean any substance or material defined or
designated as hazardous or toxic waste, hazardous or toxic material, hazardous or toxic or
radioactive substance, or other similar term by any federal, state or local environmental law,
regulation or rule presently in effect or promulgated in the future, as such laws, regulations or rules
may be amended from time to time; and it shall be interpreted to include, but not limited to, any
substance which after release into the environment will or may reasonably be anticipated to cause
sickness, death, or disease. Lessor acknowledges SSLP's use of batteries as back-up power and
deems them acceptable as long as such batteries are in accordance with all applicable laws, and good
engineering practices.
17. No Liabilitv on L�ssor. Lessor sha11 not be liable for damage to SSLP's equipment of facilities, and
Lessor shall not be liable for vandalism or malicious mischief caused by third parties, known or
unknown.
18. Assi�nmen�
a) SSLP may not assign or sublet this Lease without the prior written consent of Lessor, which consent
sha11 not be withheld or delayed without cause. Notwithstanding the provisions of this paragraph,
SSLP shall have the right, without Lessor's consent, to assign this Lease to any parent subsidiary
or aff'iliate of SSLP or any corporation into which SSLP may be merged or consolidated or which
purchases all or substantially all of the assets of SSLP, as long as SSLP remains obligated on the
Lease. Any approved sublease that is entered into by SSLP shall be subject to all of the provisions
of this Lease.
b) The parties acknowledge that this is a nonexclusive lease. Nothing in this Lease shall preclude
Lessor from leasing other space for communications equipment to any person or entity which may
be in competition with SSLP,or any other party, subject to the conditions set forth in paragraph 11
of this Lease.
MISSRIVE.LSE 10
°Ic.• 1\�9
19. Successors and Asszgns. This Lease sha11 run with the Property. This Lease shall be binding upon
and inure to the benefit of the parties, their respective successors, personal representatives and
assigns.
20. �scellaneou�
a) Each party agrees to furnish to the other, within ten (10) days after request, such truthful estoppel
information as the other may reasonably request.
b) This Lease constitutes the entire agreement and understanding of the parties and supersedes all
offers, negotiations, and other agreements of any kind. There are not representations of
understandings of any kind not set forth herein. Any modification of or amendment to this Lease
must be in writing and executed by both parties.
c) This Lease shall be construed in accordance with the laws of the State of Minnesota.
d) If any term of this Lease is found to be void or invalid, such invalidity shall nor effect the remaining
terms of this Lease, which shall continue in full force and effect.
(e) If requested by SSLP,Lessor agees to promptly execute a recordable Memorandum of this Lease.
(�Exhibits "A" through"D" listed below are incorporated into this Lease by reference.
Exhibit"A" Lega1 Description and Site Plan
Exhibit"B" Antenna Facilities and Frequencies
Exhibit"C" Memorandum of Lease Agreement
Exhibit"D" Technical Minimum Site Standards
MISSRNE.ISE 11
• � M` �'� � .
IN WITNESS WHEREOF,the parties hereto have executed this Lease, the day and yeaz first
above written.
LESSOR: -
BOARD OF WATER COMIVIISSIONERS APPROVED:
OF THE CITY OF SAINT PAUL:
By BY
Dino Guerin, President Bernie R. Bullert, General Manager
gy Approved as to form:
Janet Lindgren, Secretary
By BY
Martha Larson, Director, Department of Assistant City Attorney
Finance and Management Services
LESSEE:
SPRINT SPECTRUM L.P., a
Delaware Limited Partnership
By
Karl R. Brusen, Director
E& O -Minneapolis
MISSRIVE.ISE 12