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06-1104Council File # O� J/O� Green Sheet # 3034633 RESOLUTION OF SAINT PAUL, �MINNESOTA Presented by �`T 1 WHEREAS, the City of Saint Paul does possess fee simple title to the water tower site 2 commonly known as the Cottage Avenue Standpipe Site located at 2100 East Clear Avenue, 3 Saint Paul, Minuesota 55119, (the "Propert�'), such possession of title being for benefit of 4 the Boazd of Water Commissioners of the City of Saint Paul (the "Boazd"); and 6 WHEREAS, T-Mobile Central, LLC Minneapolis, Inc. desires to lease space at the Properry from the Board to install and operate a wireless communication system; and 9 WHEREAS, the Board did adopt Boazd Resolution No. 6024 which approved a Lease 10 Agreement with T-Mobile Central, LLC allowing such an anstallation, and which did also 11 request that the Honorable Council of the City of Saint Paul likewise grant approval of the 12 lease, therefore, be it 13 14 RESOLVED, that the Lease Agreement dated November 14, 2006 between the Board of 15 Water Commissioners of the City of Saint Paul and T-Mobile Central, LLC allowing the 16 installation and operation of a wireless communicafion system at the Boazd's Cottage 17 Avenue Standpipe Site is hereby approved, and that the proper officers aze hereby authorized 18 and directed to execute said L,ease Agreement on behalf of the City of Saint Paul. Yeas Nays Absent Benanav � Bostrom ,, � Hatris � Helgen � L,anhy �/ Montgomery �/ Thune � Adopted by Council: Date �a�/ �/�'� i Adoption Certified by Council Secretary By: � Approved by Ma r: ate I�' � JJ �' �� By: r � � Requested by Depaztment of: Saint Paul ReQional Water Services 1� � _ By: Genera Nlanager Form Appr by City Atto By . r5�"/Sa �_ U.�'.(� Appro�§ed y6r or Sub ' sion to Council f By: ,�_— Approved: � F�� MaYthew G. Smith ir� ector Office of Financial Services � Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet � o� //�� WA — WaterUCility ,�-NO�-0s � '� Green Sheet NO: 3034633 � Assign Number Pnr Routing Ortler Corrtact Person 8 Phone: Steve Schneider 66274 Musi Be on Council Agen 06-DEC-06 Total # of Signature Pages _(Clip All Locations for Signature) Action Requested: Adopt Council Resolution approving and authorizing execution of a lease agreement between the BWC and T-Mobile Central, LLC, allowing the installafion and operation of a wireless communication system at the Boazd's Cottage Avenue Standpipe site in St. Paul. Attachments: 1. Staff Report, 2. Proposed Council Resolution, 3. Lease Agreement 4. Boazd Resln. #6024 itlations: Approve (A) or R Planning Commission CIB Committee Civil Service Commission 1. Has this personffirm ever worked under a contract for this department? Yes - No 2. Has this person/frm ever been a city employee? Yes No 3. Does this person/firm possess a skillnnt normally possessed by any current city employee? Yes No Explain all yes answers on separote sheet and attach to green sheet UeCafImOM sent iorerson imvaware 0 a[er Utili � I 4�'ahr Utilitv I Deoartment Director i 2 'CiN Attornev i 3 avor's O�ce � MavodAssisfant i� 4 ouocil I 5 Citv Clerk �'' CiN Cierk I Initiating Problem, Issues, Opportunity (Who, What, When, Where, Why): T-Mobile Central, LLC desires to lease space on the Board's Cottage Avenue Standpipe site ]ocated at 2095 Clear Avenue to install and operate a wireless communication system. AdvanWpes If Approved: Boazd of Water Commissioners will receive additional revenue. �0'�� -� 20U� � � Disadvantapes If Approved: None. DisadvanWpes If NotApproved: Revenue potential will not be realized. �oWl Amount of Transaction: Funtlinq Source: Financial I nformation: (Explain) CosURevenue Butlgeted: Activity Number: ..�.:a.� � �,��,"�s v � ��'.''��' �:4f , f OG Staff Renort November 15, 2006 Wireless communication Lease Agreement between Board of Water Commissioners and T-Mobile Central, LLC T-Mobile Central, LLC (T-Mobile) desires to install and operate wireless communication equipment at the Board of Water Commissioners Cottage Avenue Cottage Avenue Standpipe Site located at 2100 East Clear Avenue, Saint Paul, Minnesota 55119. The request includes placing six 6-foot tall panel antennae on the tower and a ground installation cabinets containing telecom equipment. This installation affectively takes the place of a Metricom iustallation that was removed from the site in 2002 following baukruptcy of the company. Following negotiations with T-Mobile, staff prepared the attached 5-yeaz lease that automatically renews for three additional5-yeaz terms and has a starting annual rent of $22,000 with 5% annual rent increases. Also included is a provision to reestablish the rent amount using mazket comparison at the end of each 5-year term, if desired by the Board. In addition to T-Mobile being responsible for all costs necessary to install and operate their system, the lease also requires that T-Mobile pay for the following: • Frequency intermodulation and site radiafion studies to be perfonned by the utility's RF Engineering firm. • Plan review and conshuction inspection by the utility's water tower Engineering firm. V:�Engineering\CLERICAL�BOARDU2esolutions�L.EASE\T-Mobile\Cottage_C�ry Council_l 1-15-06 doc •, I �� I F I � c V�'�'�i� � ii� �rr D�'IIb� �NN GLEN.v 2 e ' 0 I � ��/ I , J?. H/GN � s y� 51 // '� d // / MAPLCHp00 / // / / � � � G/IJ' /L1(L � / � � � � � � _ —/�/� � S _ i s . � .rv i . F'AAISEY GOOOR/LH I C..^!Lt?Y i.� (: I � 1 /�MEG GIXF CWRSC �I � o ^ ..,� �. . ..e = ' ;: '" �i s�_ Q. 1 l' � L_JL_5'",_°cto__^F L I � al ' : ., , � �e_ � i r A �ra.. v+�. i I d� I � m l I o �� y � `a v: E I j.tGMiGY 2 � wr. i JREVw ��'� ; I .� � �-�x � � A,.,�. � �',�� (4 � �� !AK£ H/�LC.4ES � GOCF CLUe vMVn/E Ma1N4 :. 4iI y � PNACEN SfroPP/NG cFVr,q �ii 7 Q- / . �� . y S'{�� i Q S t�P_ � � � _ �::�� _: ..E dl .� +�°� ��C ! L, __„ ' I_, _1 i ; �� 0 6�1 x•>v r'� �OS1 1_ vE� L5' �:� � — � �; .�� —� � � n � ~�� `V,�.. � Q � 4 � l � �oT'.�E AvE �i�� / / �xi / � STANDPIPE z w�% / � _ �� a — /� 7 � .� . . /� ' G �� JY �� ' ��. �� // / . /((/ I I _ ' o � �� e � �"< (� i� p � c ' I I � C o � d 1VE. IT � �I < � e V m l � � � l, A, � W � ��1 0 .ri�E .I � .. , �� \ � � �--� �/ I m�uv' ave. z . �I mr.x.w�r» Y � LS�µ.G.TnNK ' " Location Map �� //o'-� BOARD OF WATER COMMISSIONERS RESOLUTION—GENERAL FORM PRESENTED BY MontQOmeTV COMMISSIONER - WHEREAS, T-Mobile Central, LLC desires to lease space from the Boazd of Water Commissioners at the Boazd's Cottage Avenue Standpipe located at 2095 Clear Avenue, 3aint Paul, Minnesota, to instail and operate a wireless communication system; and WHEREAS, staff has prepazed a I.ease Agreement which provides for a five (5) year lease and which automatically renews for three (3) additional five (5) yeaz terms, starting at an annual lease rate of $22,000 and increasing each subsequent year, and does recommend approval of same; and WHEREAS, the assistant city attorney has approved said L.ease Agreement as to form; now, therefore, be it RESOLVED, that the I.ease Agreement between the Boazd of W ater Commissioners and T-Mobile Central, LLC allowing the installafion and operation of wireless communication equipment at the Board's Cottage Avenue Standpipe site is hereby apgroved, and that the proper off'icers are hereby authorized and directed to execute said Lease Agreement on behalf of the Boazd; and be it FLTRTHER RESOLVED, that the Honorable Council of the City of S aint Paul is hereby requested to approve said Lease Agreement and to authorize and direct the proper officers of the City of Saint Paul to execute said L.ease Agreement on behalf of the City. No 6024 DATF November 14, 2006 Water Commissioners Xeas Nays Adopted by the Board of Water Commissioners November 14, ZQ06 Anfang Kleindl Montgomery Vice President Zanmiller In favor 4 Opposed � ��""""�� - �G��p�_.�� C/�✓ECY. �¢ 5 U ��-�i�� SITE LEASE AGREEMENT between Board of Water Commissioners of the City of Saint Paul and T-Mobile Central, LLC A Delaware limited liability company This Site Lease Agreement ("Lease") is entered into this 14�' day ofNovember, 2006, between the BOARD OF WATER COMMTSSIONERS OF THE CITY OF SAINT PAUL, a municipal corporation under the laws of the State of Minnesota ("Lessor"), and T-MOBII.E CENTRAL, LLC, a Delawaze limited liability company, whose address is 8550 West Bryn Mawr, Suite 100, Chicago, Illinois 60631 ("Lessee"). In consideration of the terms and conditions of this Lease, the parties agree as follows: 1. Leased Premises. Lessox hereby leases to Lessee certain space located at and on the Lessor's Cottage Avenue Standpipe Site located at 2100 East Clear Avenue, Saint Paul, Minnesota 55119, which is legally described in attached E�ibit "A," Legal Description and Site Plan. The water storage facility and its appurtenances ("Structure"), and the Lessor's land upon which the Structure is situated ase collectively called "the Property." The properry interest leased and granted by the Lessor to Lessee (collectively, the "Leased Premises") consists of the following: • ground space comprised of approximately 345 usable square feet; • structure exterior space for attachment of antennas at 87.5 FAGL; • space required for cable runs to connect equipment and antennas; • non-exclusive easements required to run utility lines and cables; • a non-exclusive easement across the Property for access. No other space or properry interests are being leased to Lessee except as described above and as described on Erhibit "A," Legal Description and Site Plan. 2. Terms/Renewals. (a) The initial term of this Lease shall commence on the date of Saint Paul City Council approval (the "Commencement Date"), and shall expire on December 31, 2011. Lessee and Lessor agree to enter into an addendum to this Lease confimiing the Commencement Date, as contained in E�ibit "E," Memorandum of Lease Recording, attached hereto and incorporated herein. (b) Lessee shall have the right to extend this Lease for three (3) additional five (5) yeaz terms (each a "Renewal Term") subject to (c) below. (c) This Lease sha11 automatically be renewed for each successive Renewal Term unless Lessee is in default beyond applicable notice and cure periods of any of the terms or conditions of this I,ease, or unless Lessee notifies Lessor of its intention not to renew prior to commencement of the succeeding Renewal Term. V:�Ene neering\CLERICAUBOARD1Agreements�LEASE1T-Mobil\Cottage_I ]-14-06.dce o� -//o� 3. Rent. Rent shall consist of Base Rent and such Additional Rent as may apply. Lessee shall make all payments of Base Rent and Additional Rent to Lessor at the following address: Boazd of Rlater Commissioners Attn: Bill Tschida 1900 Rice Street, Office Building Saint Paul, Minnesota 55113 I.essor's FIN number is # 41-6005521 Izssee shall pay all rent annually in advance, as indicated in the payment schedule below: (a) Base Rent. Lessee shall pay I.essor, as rent, the sum of Twenty-two Thousand and No/Dollars ($22,000) ("Annual Rent"), per yeaz based upon Lessee's installation and operation of the antenna facllities and frequencies identified in E�ibit "B," Antenna Facilities and Frequencies, ("Antenna Facilities"), attached hereto and incorporated herein. The first year's Annual Rent shall be pro-rated (to include the partial year 2006 if the Commencement Date occurs during 2006) to the end of 2007, and shall be paid within sixty (60) days after the Commencement Date. Thereafter, the Annual Rent due hereunder shall be paid prior to January first of each succeeding year. L,essee may not install andlor operate any additional antennas or related equipment beyond those Antenna Facilities idenfified in Bachibit "B,"Antenna Facilities and Frequencies without the priar written consent of L,essor, such consent not to be withheld or delayed without cause. Lessor acknowledges that L.essee may, from time to time, acquire, purchase or otherwise come into the possession of, additional frequencies which are licensed under the authority of the Federal Communications Commission ("FCC"). In considerafion of this acknowledgement, Lessor agrees that Lessee may adjust frequencies on the Leased Premises, snbject to requuements outlined elsewhere in this Lease, upon receipt of written approval from I.essor, such approval not to be unreasonably conditioned, withheld or delayed. (1) Annual Increase Commencing January 1, 2008, and on January 1 of each subsequent yeaz, the Annual Rent shall be increased annually by 5%. (2) Re-evaluation at Renewal Term If desired by the I.essor, the Base Rent shall be re-evaluated based on the following procedure: I.essor shall notify L,essee in writing of its desire to re-evaluate the Base Rent no later than sixty (60) days priar to the end of each five (5) year term. Included in the notification for re-evaluation, L,essor sha11 provide the I.essee with at least five (5) annual rentsforsimilar water tower sites with similaz antennae and equipment in the Minneapolis and Saint Paul V:�Engineering\CIERICAL�BOARDWgceements�LEASE�T-Mobil\Cottage_11-14-06.doc 2 6��(i��" metropoIitan azea as examples of prevailing market rents. If I.essee does not concur with Lessor's perception of the prevaifing market rate as evidenced by Izssor's provided rents, Lessee may provide I,essor, in writing, with at least five (5) current Iease rents paid by I.essee for similaz watez tower sites in the Minneapofis and Saint Paul metropolitan area. The two highest and two lowest rents provided by L.essor and Lessee shall be discarded, and the remaining rents fmm both parties shall be added together and averaged. The Base Rent for the first yeaz of each Renewal Term shall be either the figure calculated above by means of (1) Annual Increase, or (2} Re-evalnation at Renewal Term, whichever is gzeates. However, in the event L.essor provides to Lessee said written request for re-evaluation and list of siuvlaz rents at least sixty (60) days pzior to the end of each five (5} year term lise and Izssee subsequently fails to provide its Iist of simiIar rents by the end of the five (5} year term, Base Rent for the first year of the next Renewal Term shall be as determined by (2) Re-evatuation at Renewal Term above. 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%). (b) Additional Rent. Addirional Rent means all amounts, other than Base Rent provided for in paragraph 3{a) above that Lessee shall be obligated to pay under this paragraph or any other paragraph of this I.ease. Additional Rent shall include the following fees, costs and e�enses: (1 } costs for the repairs, zmprovements, or aiterations required to be made by L.essee in Section 6. Maintenance and Repairs; (2) al1 taaces on equipment personalIy owned by L,essee, general, or special. As a condition of L,essee's obIigation to pay any tax, Lessar shall provide Lessee documentation from the taxing authority indicating with reasonable certainty that the tas was directly attributable to Lessee's tenancy. L.essee shalI have the right to fxle an assessment appeal, and Lessor shali cooperate in any such appeal as reasonably requested by I.essee, all at Lessee's sole cost and expense; {3) all public utility rates, dues, and charges of any kind for utilities used by L,essee at the I.eased Premises; and {4} fees, costs, and expenses for propertq insurance and/or uzunsured losses as set forth in Section 13. Insurance. In the event that I,essee does not pay the required Additional Rent to the appropsiate pariy, I.essor may, at its option, and after thirty (30) days prior written notice to I.essee, make such payments. Upon I.essor's notice to I.essee that it has made these payments, those amounts become due and payable by Lessee within thiny (30} days. V:�FsgineeringlCLERICALiBOARDtAgeementsV.EA5E1T-MobIl\Cottage_i 1-14-06.doc C7� //o�f 4. Ilse of Leased Premises. (a) Prunary Use of Propertv. The primary use and purpose of the Property, including the L.eased Premises, is for a water storage siructure and appurtenances to provide water service to customers of the I.essor ("Primary Use"). Lessor's operations in connection with pursuit of the Primary Use ("Lessor's Operations") take priority over Lessee's operations. (b) 7eopardy of Primary Use. (1) Tn the event that the Lzssor's Primary Use of the Structure is put at risk because of Lessee's operations ("Jeopardy"), I.essor shall provide written nofice of such event to I.essee. I,essor and Lessee agree to work together to cure the occurrence that causes the Jeopardy. I.essee shall make all good efforts to cure the Jeopardy within thirty (30) days of receipt of written notice of event. If Lessee does not cure the Jeopardy within thirty (30) days of receipt of written notice of event, said occurrence of Jeopardy shall consritute an event of default by I.essee, as otherwise defined in Section 12. Termination. If circumstances beyond the control of I.essee prohibit the Jeopardy from reasonably being cured within thirty (30) days, L,essee shall notify L,essor of such circumstances and commence actions required to cure the Jeopardy (e.g. assessing the problem, ordering necessary equipment) within seven (7) days of Lessor's written notice of Jeopardy and shall diligenfly pursue the cure to completion within a reasonable time thereafter. (2) In the event of Jeopazdy that poses an immediate tl�reat of substantial harm or daxnage to the water supply, to persons, and/or property on the L.eased Premises, as solely determined by L.essor ("Severe 7eopardy"), Lessor may enter the Leased Premises and take acfions it determines are required to protect the water, individuals or personal property from such Severe Jeopardy; provided that promptly after such emergency entry onto the L,eased Prexnises, and in no event later than twenty-four (24) hours after such entry, L,essor gives written notice to Lessea of L.essor's emergency entrance. (3) If L,essor deterniines that the condifions of Severe Jeopazdy would be benefited by cessation of L.essee's operations, L.essee shall immediately cease its operations on the Premises upon norice from L.essor to do so. (c) I.essee's Use of Leased Premises. (1) I,essee shall have the non-exclusive right, at its sole cost and expense, to use the I,eased Premises as a wireless communicaU ons antenna facility ("Approved Use"), subject to the terms of this Lease. (2) In acwrdance with this Approved Use, the L,essee has the right to install, operate, maintain, repair, replace, store or remove its antennas, utility building, equipment, personal property, leasehold improvements, and appurtenances (collectively, "Antenna Facilities") as shown in E�ibit "B", Antenna Facilities and Frequencies and attached Exhibit "A", Legal Description and Site Plan. V ��Engineering\CI.ERICAUBOARD�AgreementsU.EASE\T-Mobil\Cottage_i 1-1406.doc t�. b� (d) Laws Govemin� Use. Lessee shall use the Leased Premises only in accordance with good engineering practices and in compliance with all applicable Federal Communications Commission ("FCC") federal, state, and local rules, laws and regulations. This I.ease is contingent upon I.essee receiving all permits, licenses or approvals from all local, state, or federal land use jurisdictions or agencies forLessee's Approved Use. L.essee shall, at its sole cost and expense, obtain all such necessary permits, licenses or approvals. Lessor agrees to cooperate with Lessee in L,essee's pursuit of all such necessary permits, licenses or approvals, and Lessee shall reimburse I.essor its reasonable costs to provide such cooperation. 5. Installation of E4uipment and Leaseholrl Irreprovements. (a) Consiruction Plans. For the initial installarion of all Antenna Facilities and for any and all subsequent revisions and/or modifications of same, Lessee shall provide L,essor and I.essor's VJater Tower Construction Engineer ("Conshuction Engineer") each with two (2) sets of construction plans ("Construction Plans") consisting of the following: (1) line or CAD drawings showing location of all planned installations plus materials and construcfion methods; (2) specifications for all planned installations; (3) diagrams of proposed Antenna Facilities; (4) a complete and detailed inventozy of all equipment and personal property of Lessee. Construction Plans shall be easily readable and subject to prior written approval by the Construction Engineer, which shall not be unreasonably withheld, conditioned or delayed. I.essee shall be solely responsible for all costs associated with said review and approval of Construction Plans by Construction Engineer at a cost not to exceed $2,000. (b) Construction Scheduline. At least three (3) days prior to I.essee's constnzction mobilization, I,essee shall conduct a pre- construcfion meeting on the Property. Said meeting shall be attended by the Conshuction Engineer, L,essee's representative and all parties involved in the installation. (c) Construction Inspection. All construction activity shail be subject to inspection and approval by the Construction Engineer. If deemed necessary or desirable by the Conshucrion Engineer, construction work performed without direct inspecfion and approval of the Construcrion Engineer will not be accepted and shall be removed or uninstalled at I.essee's sole expense. Lessee shall be solely responsible for a11 costs associated with said inspection and approval of construction work by Construction Engineer, at a cost not to exceed $4,000. V:�Engineering\CLERICAUBOARD�AgreemenisV.EASE�T-Mobil�Cottage_I 1-14-06.doc 0� //O`� (d) Damage by Lessee. Any damage to the Property, L,eased Premises, or any equipment thereon caused by I.essee's installation and operations shall be repaired or replaced at Lessee's expense and to Lessor's reasonable satisfaction. 6. Maintenance and Repairs. (a) Property. (1) I.essor reserves the right to take any action it deems necessary, in its sole and reasonable discretion, to repair, maintain, alter, or improve the Property in connecrion with I.essor's Operations. (2) From time to time, Lessor paints, reconditions, or otherwise improves or repairs the Structure in a substantial way. L.essor shall reasonably cooperate with Lessee to carry out such activities in a manner that minimizes interference with Lessee's Approved Use. Prior to commencing such activities, Lessor sha11 provide L.essee with not less than sisty (60) days prior written notice thereof. Upon receiving such notice, it shall be the sole responsibility of Lessee to provide adequate measures to cover or otherwise protect L,essee's Antenna Facilities from the consequences of such activities, including but not limited to paint and debris fallout. (3) For minor repairs ar maintenance, Lessor agrees to give two (2) days advance notice of any such activities to I,essee and to reasonably cooperate with I.essee to carry out such activities in a manner that minimizes interference with Lessee's Approved Use. (4) During I.essor's maintenance or repair activities, I.essee may maintain a mobile site on the Property or, after approval by L.essor, on any land owned ar controlled by Lessor in the immediate area of the Property. If Lessee requests a modification of L,essor's procedures for carrying out an improvement or repair in order to reduce the interference with Lessee's transmission operations, and Lessor agrees to the modification, L,essee shall be responsible for all incremental cost related to the modification. (b) Leased Premises. (1) L.essee shall, at its own cost and expense, maintain the Antenna Facilities in good and safe condition, and in compliance with applicable fire, health, building, and other life safety codes. (2) All equipment appurtenances affixed to the Structure shall be as close to the color of the Structure as is commercially available to the L.essee. 7. Property Access. Access to the Property, including the L,eased Premises, by outside persons, including Lessee's employees, agents and assigns, shall at all times be governed byLessor's Security Plan, attached hereto and incorporated herein as Exhibit "C", Securiry Plan. Lessee agrees it shall conduct its operations on the Property and the Leased Premises in accordance with ali requirements and conditions of said Security Plan. Subject to said requirements and conditions of said Security Plan, I.essee and I.essor agree to the following: (a) L,essee shall have access to the L,eased Premises and Property twenty-four (24) hours a day, seven (7) days a week by means of existing access for any purpose relating to this Lease. V.�Engineering\CLERICAUBOARD�.9greements�LEASE\T-MobillComge_I 1-1406.doc b(��IIb� (b) Lessee may, at its own cost and expense, enter upon the Property to study and determine the Properry's suitability for any other use of I.essee, which studies may include surveys, radio wave propagation measurements, or field strength tests. (c) Lessor retains the right to examine and inspect the Lzased Premises for safety reasons and to ensure that Lessor's covenants aze being met. I.essor shall be liable for, and hold harmless I.essee from, any damage to the L.eased Premises or to Lessee's equipment and Antenna Facilities, caused by I.essor in exercising said examination and inspection rights. 8. Utilities. I.essor makes no representations that utilities adequate for I.essee's use of the Leased Premises are available. L.essee shall be responsible for the cost of all utilities installed and used by it at the Leased Premises. Lessor will cooperate with I.essee in Lessee's efforts to obtain utiliries from any location provided by the servicing utility. 9 Personal Propertv and Real Estate Tases. If any of I.essee's improvements constructed on the L.eased Premises should cause the Property, or any portion of it, to be tased for real estate puiposes, it shall be the liability of L,essee to pay that portion of such property taz�es directly attributable to I.essee's equipment, provided Lessor shall give L,essee prior written nofification of such tat�es so that L,essee will have the opportunity to appeaz before the taYing authority to contest such taxes. Notwithstanding I.essee's right to contest such tu�es, L,essee shall pay its share of such taYes within ninety (90) days of receiving notice of the same. Z0. Compliance and Statutes, ReQUlations, and Apvrovals. Lessee's use of the I.eased Premises herein is contingent upon its obtaining all certificates, permits, zoning, and other approvals that may be required by any federal, state or local authority, including but not limited to an engineering study and a radio frequency interference study. Lessee's Antenna Facilities and any other facilities shall be installed, maintained, and operated in accordance with all state or federal or local or municipal statutes, ordinances, rules, or regulations now in effect, or that hereafter may be issued by the FCC or any other governing bodies, and in accordance with I,essor's technical minimum site standards, attached hereto and incorporated herein as Exhibit "D," Technical Minimum Site Standards. I Z. Interference. (a) All frequencies proposed for initial use shall be evaluated by I.essor's registered professional radio frequency engineer ("RF Engineer"), and L,essee shall be responsible for all costs of said evaluation, at a cost not to exceed $1,000. RF Engineer shall provide said evaluation no later than thirty (30) days after frequencies ue provided to him by Lessee. Lessee shall not transmit or receive radio waves at the Property until such evaluation has been satisfactorily completed. (b) L,essee shall provide at least thirty (30) days written notice to L,essor before modifying or placing additional transmitter or receiver frequencies on the I.eased Premises. Said notice shall describe all equipment and frequencies proposed to be added or modified and shall be subject to review and approval by the RF Engineer, which shall not be unreasonably withheld, conditioned or delayed. Said review shall consist of necessary interference studies to ensure that the modified or additional V:�Engineering\CLERICAUBOARDWgreementsU.EASE�T-MobIl\Cottage_l 1-14-OG.doc 'J t�' //o'f frequencies will not cause hannfiil radio interference to Lessor's Operarions or the operations of Lessor's e�sting tenants. L,essee shall pay all costs for any such interference studies. In the alternative, I.essee may perform the interference studies and submit the results to the Lessor for review and approval. However, L.essar shall, in its sole discrefion, retain the right provided herein to submit the study results to the RF Engineer for review at L.essee's sole expense. (c) In the performance of its Approved Use, Lessee shall not damage or interfere with I.essor's Operations, including its radio frequency transmissions, ar approved operarions of other parties that were tenants on the Property prior to the Commencement Date of this L,ease, provided that the equipment used by Lessor or other tenants is operating within the technical perimeters specified by its manufacturer and/or as defined by the FCC. In the event of any such interference, Lessee shall take all actions necessary to immediately eluninate such interference in accordance with reasonable technical standazds. In the event I.essee cannot conect the interference, L.essee shall have the option to terminate this I.ease, pursuant to Section 12. Termination. L,essee shall not be responsible for interference that results from a change in the operations of other tenants after the Commencement Date of this I,ease. (d) L.essor will not grant a lease to any other party for use of the Property, if such use would, or would likely, interfere with Lessee's Approved Use. Any future lease by L,essor of the Property to additional parties that permits the installation of communicafions equipment shall be conditioned upon not interfering with I.essee's Approved Use. Notwithstanding the foregoing, Lessee aclaiowledges that Lessar may lease the Property, or any part of it, to other parties in close proximity to the L,eased Premises, and I,essee agrees to work cooperatively with any such other parties, using accepted technical standards in accordance with FCC standards, to ensure that such other parties' use and L.essee's use will be compatible and will not cause interference with each other. L.essor agrees that it will zequire the same obligation of all such future parties in any lease or agreement with such future parties. Further, I.essee agrees to meet the conditions set forth in Exhibit "D," Technical Minimum Site Standards. (e) L.essor in no way guarantees to L,essee noninterference with L,essee's transmission operations, provided, however, that in the event that any other party requests pernussion to place any type of additional antenna or transmission facility on the Property, the procedures of this Section shall govern to determine whether such antenna or transmission facility will interfere with Lessee's transmission operations. In the event Izssor receives any such request or proposal from a party seeking to lease space on the Property, L,essor shall submit the proposal, complete with all technical specifications reasonably requested by I,essee, to I.essee for review for noninterference. Lessee shall have thirty (30) days following receipt of said proposal to make any objections thereto, and failure to make any objection within said ttilrty (30) day period shall be deemed consent by I.essee, subject to interference provisions of pazagraph 11(c) of this I.ease, to the installation of antennas or transmission facilities pursuant to said proposal. Lessee shall not be responsible for the expenses incurred in any independent validation of such interference objections. V:�Engineering\CI.ERICAUBOARD�Agreemenu�L.EASFIT-Mobil\Cottage_l 1-14-06.doc b��llb� (fl In the event that L.essee or other tenants on the Pzoperty experience interference of their approved frequencies and they cannot reach agreement as to the cause and remedy of such interference, the RF Engineer shall determine such cause and remedy and I.essee shall abide by the RF Engineer's deternrination. Lessor a�ees that it will require the same obligation of all such future parties in any lease or agreement with such other parties. l2. Terminatzon. Except as otherwise provided herein, this Lease may be terminated by either party upon sucty (60) days written notice ((except under 12.(c)(2)]to the other party for the following reasons: (a) By either party, upon a material default of any other covenant or term hereof by the other party; which default is not cured within sixty (60) days of receipt of written norice 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 hereot), or if such cure cannot be completed within sixty (60) days, within such reasonable time as may be reguired, provided the defaulting party commences the cure within ten (10) days of receipt of written notice of default and diligenfly pursues such cure to completion; (b) By Lessee, in the event that: (1) Lessee is unable to obtain or maintain any license, permit, or other governmental approval necessary for the construction and/or operation of the Antenna Facilities; (2) the I.eased Premises are or become unusable under L,essee's design or engzneering specifications for its Antenna Facilities, or the communications system to which the Antenna Facilities belong; or (3) Lessee's transmission is interfered with by L.essor or its other tenants' equipment. Such right to ternlinate shall become void if Lessor cures such interference wi±hsn ±hirty (30) days of receipt of written notice. (c) By Lessor, in the event that: (1) Lessor deternunes, after review by an independent structural engineer, that the Property is structurally unsound, including but not limited to consideraYion of age of the Structure, damage or destruction of a11 or part of the Property from any source, or factors relating to condition of the Property; (2) Lessee fails to pay rent provided for in Section 3. Rent within thirty (30) days of receipt of written notice from Lessor of a rent or other payment being overdue; or (3) Lessee does not complete installarion of its Antenna Facilities as shown on Exhibit `B", Antenna Facilities and Frequencies within one (1) year of the Commencement Date of this Lease. If this I.ease is tern�inated, pursuant to the terms and condifions of this I.ease, rent shall be pro-rated to the expiration date or the date on which all of I,essee's equipment is removed from I.eased Premises, whichever is later [in the event of Termination under Secfions 12.(a) byl.essee],12.(c)(2), or 12.(c)(3), or whichever is eazlier in the event of Termination under any other Secrion. Within thiriy (30) days after the date of the terminafion, I.essor shall, if applicable, return to I.essee any amounts that I.essee has prepaid to Lessor. V:�Engmeering\CLERICAUBOARD�Agreemenu�LEASE�T-Mobil�Cottage_l 1-14-06.doc (� n� ��y l3. Insurance. (a) Lessee shall obtain and maintain adequate insurance to protect the parties against any and all claims, demands, actions, judgments, expenses, and liabilities that may arise out of or resuit from Lessee's use of the Leased Premises. Any applicable liability policy shall list the I.essor and the City of S aint Paul as addirional insured, and shall provide that it will be the primary coverage. The insurance coverage must include, at a minimum, Commercial General Liability Insurance Coverage, including premises/operation coverage, bodily injury, properiy 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 occunence, subject to Three Million Dollars ($3,000,000) aggregate. Lessee may satisfy this requirement with underlying insurance andlor an umbrella policy. (b) Lessee shall provide Lessor, prior to the Commencement Date and before each Renewal Term of this L.ease, 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 13(a) above. Said certificate shall also provide that the coverage may not be canceled, or non-renewed, or materially changed without tUirty (30) days written notice to I.essor. I4. Indemnitv. Lessee agrees to indemnify, defend, save, and hold hannless Lessor and the City of Saint Paul, and/or any agents, officers or employees thereof from all claims, demands, actions, or causes of action of whatsoever nature or character, arising out of, or by reason of, the leasing of the Leased Premises by the Lessor to I.essee, or arising out of, or by reason of, the use or condition of the L,eased Pxemises, or as a result of L,essee's operations or business activities taking place on the L.eased Premises, provided the same is not due to the contributory negligence or willful misconduct of the I.essor, the City of Saint Paul and/or any agents, contractors, officers, or employees thereof. It is fully understood and � agreed that L.essee is awaze of the conditions of the Leased Premises and leases the same "as is." IS. Dama�e orDestruction. If the Property or any portion thereof is destroyed or damaged so as to hinder its effective use, L,essee may elect to terminate this I.ease upon thirty (30) days written notice to L,essor. In such event, all rights and obligations of the parties shall cease as of the date of the damage or destruction and L,essee shall be entifled to the reimbursement of any rent prepaid by Lessee, prorated to the date of the event. I6. Notices. All notices, requests, demands, and other communications hereunder shall be in writing and shall be deemed given when personally delivered or mailed, certified mail, retum receipt requested; Or, by a nationally recognized overnight carrier, to the following addresses: If to L.essor: Board of Water Commissioners 1900 Rice Street, Office Building Saint Paul, Minnesota 55113 Attn: Bill Tschida V:�Engineering\CLERICAL�BOARD�AgreementsU.EASEIT-Mobil�Cothge_l 1-1406.doc 10 6le' ��b `� If to I,essee: T-Mobile Central LLC 8550 W. Bryn Mawr Ave., Suite 100 Chicago,IL,60631 Attn: L.ease Administration & Legal Dept. With a Copy to: T-Mobile Central LLC 12920 SE 38 Street Bellewe, WA 98006 Attn: PCS Lease Administration 17. Representations and Warranties. (a) L.essor represents that (i) it has full right, power, and authority to execute this I.ease; (ri) it has good and unencumbered title to the Property free and cleaz of any liens or mortgages, subject to such liens of record; (iii) Lessee shall have quiet enjoyment of the Leased Premises during the term of this Lease in accordance with its terms. (b) Lessee warrants that the individuals signing and execufing this I,ease on behalf of Lzssee have the requisate corporate power and authority to enter into and perform this L,ease on behalf of L,essee. (c) L.essor 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 regulafion as defined in paragraph 17 (c) of this Lease. I.essor will be solely liable for and will defend, indemnify and hold Lessee, its agents and employees harmless from and against any and all direct claims, costs and liabilities, including reasonable attorneys' fees and costs, arising out of or in connection with the removal, cleanup or restoration of the Property with respect to hazazdous, toxic or dangerous materials from any and a11 sources other than those hazardous, toscic or dangerous materials introduced to the Property by I.essee. L,essee represents and warrants that its use of the I,eased Preinises herein will not generate and it will not store or dispose on the Property nor transport to or over the Property any hazardous substance, chemical or waste contrary to any law ar regulation. L,essee further agrees to hold L,essor harmless &om and indemnify Lessor against any release of any such hazazdous substance, and any damage, loss, expense, or liability resulting from the breach of this representation or from the violation of any state or federal law by such release associated with Lessee's use of hazudous substances, including payment of a11 reasonable attorneys' fees, costs, and penalties incurred as a result thereof, except for any release caused by the negligence or willful misconduct of I.essor, its employees, or agents. (c) "FIazardous substance" shall be interpreted broadly to mean any substance or material defined ar designated as hazardous or toxic waste, hazardous or to�c material, hazardous or toxic or radioactive substance, or other similar term by any federal, state, or local environmental law, regulation or rule presendy in effect or promulgated in the future, as such laws, regulations, or rules may be amended from time to time. L.essar acknowledges Lessee's use of batteries as back-up power and deems them acceptable as long as such batteries are used and disposed of in accordance with all applicable laws and good engineering practices. V:�Engineering\CLF,RICAUBOARD�Agreements�I.EASEIT-Mobil\Cottage_l 1-14-06.doc 11 06 //e� I8. No Liabilitv on Lessor. Except due to Lessor's willful misconduct or gross negligence, Lessor shall not be liable for any damage to Lessee's equipment or Antenna Facilities, and I.essar shall not be liable for vandalism or malicious mischief caused by third parties, la�own or unknown, to Lzssee's equipment or facilities, nor shall Lessor be liable for any lost revenue, business or profits of I.essee. l9. Assipnment. (a) L,essee may not assign or sublet this Lease without the prior written consent of I.essor, which consent shall not be withheld or delayed without reasonable cause. Notwithstanding the provisions of this paragraph, I.essee shall have the right, without L.essor's consent, to assign this I.ease to any financially responsible patent, subsidiary, or affiliate of Lessee or any corporation into which L.essee may be merged or consolidated or which purchases all or substantially all of the assets of I.essee, as long as assignee assumes the obliga6ons of this Lease. Any approved sublease that is entered into by I.essee shall be subject to all of the provisions of this I.ease. (b) The parties acknowledge that this is a nonexclusive lease. Nothing in this L,ease shall preclude L.essor from leasing other space on the Property to any other person or entity which may be in competition with Lessee, or any other party, subject to the conditions set forth in Section 11. Interference. 20. Successors and Assipns. This I,ease shall run with the Property. This I.ease shall be binding upon and inure to the benefit of the parties, their respecfive successors, personal representatives and assigns. 2I. Surrender of Premises. At the expiration of the initial term of this Lease, or any Renewal Term, or any earlier tern�ination of this L.ease, Lessee shall quit peacefully and surrender possession of the I.eased Premises in as good condition as when it was delivered to L,essee, reasonable wear and tear and casualty loss excepted. L,essee shall remove its equipment, personal property, Antenna Facilities, and leasehold improvements from the Property on or before date of expiration or ternunafion, and shall repair any damage to the Property caused by such equipment, a11 at Lessee's own cost and expense. 22. Markih� and LiQhting Requirements. I,essor aclaiowledges that it shall be responsible, at its sole cost and expense, for compliance with all building marking and lighting requirements that the Federal Aviation Administration ("FAA") may require with respect solely to the height of the Structure. The responsibility, however, is expressly limited to the requirements that would be required of an elevated water storage facility having no communicarions equipment installed on it, irrespecfive of L,essee's Antennae Facilities. I.essor shall indemnify and hold harmless L.essee from any fines or other liabilities caused by Lessor's failure to comply with such requirements for an elevated water storage facility Structure. F1u�ther, should the FAA cite L.essor, or in the event any claims are bxought against Lessor because the Structure alone is not in compliance, as opposed to the Sizucture with Antenna Facilities, then I.essor sha11 indemnify I.essee for full costs, liabilities, damages and expenses, including reasonable attorney's fees. Further, if L,essor does not cure the conditions of noncompliance on the Structure within the fime frame allowed V��Engjneering\CLERICAUBOARD�Agreements�I.EASE\T-Mobil�Comge_11-1406.doc 12 u��ilU'� by the citing agency, Lessee may terminate this Lease immediately without any further liability hereunder upon written notice to L.essor. Lessee acknowledges that it shall be responsible at its sole cost and expense, for compliance with all building mazking and lighting requirements that the FAA may require with respect to Lessee's Antenna Facilities. In the event the FAA deterruines that the Structure must be additionally mazked, lighted, or in any way modified, due to the eatistence of L.essee's Antenna Facilities, Lessee sha11 have the option to mark, light or modify the Siructure at its sole expense, or to terminate this I,ease, pursuant to Section I2. Termination. Said mazking, lighting and modifying shall be subject to prior written approval by Lessor, such approval not to be withheld without cause. Lessor shall approve or object to such plans within thiriy (30) days of receipt, and failure to make any objection within said thirty (30) day period shall be deemed approval by L.essor. 23. ,RF Radzation Compliance. (a) The RF Engineer will perform a radiation survey of the Property following L.essee's initial RF transmissions on the Leased Premises. L.essee shall be responsible for all costs of such survey, at a cost not to exceed $1,000. (b) Lessee sliall implement all measures at the transmission site required by FCC regulations, including but not limited to posting signs and marldngs. I.essor sha11 cooperate with and pernut L.essee to implement all reasonable measures in order for Lessee to fulfill its Radio Frequency exposure obligations. I.essor agrees that in the event any future party causes the entire site to exceed FCC Radio Frequency radiation limits, as measured on the Premises, I.essor shall hoid such future pariy liable for all such later-arising non-compliance. 24.Third Partv Approvals. Inspections and Evaluations. The Lessee shall be responsible for a11 costs associated with obtaining required reviews, approvals, inspections, studies surveys ar evaluations, whether required by this I.ease or by other governing authorities. 25. Miscellaneous. (a) Each party agrees to furnish to the other, within thirty (30) days after notice of receipt of the request, such truthful estoppel information as the other party may reasonably request. (b) This I.ease consritutes the entire agreement and understanding of the parties and supersedes any and all offers, negotiations, or other agreements of any kind. There aze not representafions or understandings of any kind not set forth herein. Any modification of or amendxnent to this Lease must be in writing and executed by both parties. No provision of this I.ease will be deemed waived by either party unless expressly waived in wrifing by the waiving party. No waiver shall be implied by delay or any other act or omission of either party. No waiver by either party of any provisions of this L,ease shall be deemed a waiver of such provision with respect to any subsequent matter relating to such provision. This I.ease may be executed in multiple counterparts, each of which shall be deemed an original, but all of which together shall constitute a single instrument. V:�Fsgineering\CLERICAUBOARD�AgreemenYS�I.EASE\T-MobIl\Comge_I 1-14-06.doc 13 � //o� (c) This I.ease shall be construed in accordance with the laws of the State of Minnesota. Any legal action may only be commenced and proceed in the relevant district court in Ramsey County, S aint Paul, Minnesota. (d) If any term of this Lease is found to be void or invalid, such invalidity shall not affect the remaining terms of this L.ease, which sha11 continue in full force and effect. (e) Upon request by L.essee, Lessor agrees to execute a recordable Memorandum of this Lease. (fl E�ibits "A" through `B" listed below aze hereby incorporated into this Lease by reference. Exhibit "A" Legal Description and Site Plan Exhibit "B" Antenna Facilities and Frequencies Exhibit "C" Securiry Plan Exhibit "D" Technical Minimum Site Standards E�ibit "E" Memorandum of Lease Recording [Remainder of this page is left intentionally blank] V:�Engineexing\CLERICAL�BOARD�AgeementsU.,EASET-Mobil\Cottage_71-14-06.doc 14. a�-i�p� IN WITNESS WHEREOF, the parties hereto have executed this I.ease, the day and year first above written. For Lessor: Approved: Stephen P. Schneider, General Manager Saint Paul Regional Water Sexvices Approved as to form: BOARD OF WATER COMIVIISSIONERS OF THE CITY OF SAINT PAUL FIN 41-6005521 Patrick Harris, President m Assistant City Attorney For Lessee: Approved: Janet Lindgren, Secretary CITY OF SAINT PAUL: I� Christopher B. Coleman, Mayor Shari Moore, City Clerk � Matthew G. Smith, Director Office of Financial Services T-MOBILE CENTRAL, LLC A Delaware limited liability company TaY ID By By Its I.egal Counsel Raj Tank, Vice President - Engineering V:�Fs�neexing�CLERICAL�BOARD�Ageements�T EASE�T-Mobil\Cottage_l 1-14-06.doc i s ; �` � - n ° o � w� {i az - � �4 � O ' � 3 �/ J , ^� 1 6 ��• � a.. 't. � �, .. �_ . . NWOrw�.� � N �� Q N'G �_ 4 m»v. a� m w�'n> >.�".� �.a.� '� +¢.- N m.S.,b..5 ��..s.� ' -r m — ao:.-;C3�- � W W d L� N N N y N i E•� �t� L. C O.L�N"N'C j h.y- \\��. � m 'n � o E - . . - v o m m o - � ' D ��841'�+x m ° r ' . . ' � � m ` � m a $, �� m � � . d . '��mow:m-'.L.'.4`a.�'fK"mai " �t u. .m..-.�"N.uS;c - � � o �r�:��.:��i. - . m3Edaw:ctu'3.c. ' . &oE.Eoo 'a"'i.?mYZ."'m. . e 'o~$�m°'�::_''� . "� N �'NN�i,�YO ' ryj�p ' ,� . � 6 �.(V...a' Ns0 G.�j V�� tJ fi � d �LQ„LO.tiSY� N jq�0 . � d 4 � 'p�,wLJ :y'��mdw p'�. c� c.d O'�111_ i°n w o3^� _ q O'D -Ti N p E N` Q.t �... �? � � ' � L. N N+' U V� N Q W m v p C . . .�! I �5j. S :y5 � 3 o:�� ' d E E_ � oyi. �. ia gf�5 S i.p5 �YBS � E E � ��°`� � B A • `j �i W' � ' • ^ M ^ a ��d ti ° � � z z. � ■ C � 6�� i�a� T-Mobile USA •Highland Na. 2 Water Tower Antenna Faeilities aric� Frequencies October 20, 2006 Base Statiou Cabinets ANTENNA FACILITIES AND FREQUENCIES Nolda UTtrasite BTS 20 Watt ERP Antennas 6 EMS RR65 panel antennas �'requencies - Band B Receive Range: 1870 - 1885 NIIIa Transmit Range: 1950 - 1465 MIIz Receive Transmit Rs (MHz1 7'x (M�iz1 Channel 1 Frequency Hopping Frequency Hopping 2 T-Mobile USA has the following pazameters: PCS B block, channels 612 — 6&5 Base station Tx frequencies: Base starion R� fre_quencies: Modulation/Standard: I u u 1• • Channel Bandwidth: Antenna Informarion: 1950 - 1465 MHz 1870 —1885 MIfz GMSK +58dBm (43dBm+ 18dBi gaiu antenna less 3dB coalc loss) 200 KH� EMS RR65-19-02DP Gain =18.SdBi Azimuth beam width = 65° Elevarion beam width = 4.5° Antenua Size 72" x 8" x 2.75 Weigfit = 23 Ibs. including mounting hardwue �� [jr�� 6Gg7i C"1 f Db // f (Desired) T-Mobile PCS Antenna Heigfit: Approx. 110 ft. (center of antenna} Standazd Antenna configuration: Goyerning FCC Rules: 2 antennas perseetor 3 sector design, 120° each Center of sectors at 0°, 120° and 240° wrt T`RUE NORTH :?ori:a�,2? Sg2eing: 1Q' Code of Federal Regularions Tifle 47 ('£etecommunicarions) Part 24 (subparCEr� Out of Band Emissions: Section 24.238 (a} On any frequency outside a Ticensee's frequeney block, the power o� any emission sfialt be attenuated below th� transmitter power (P} bg at least 43 + lOFog(P)dB: This is an FCC requirement. Below ue the equipmen� specifications: Note tha� F= frequency o� other parry and Fbe = frequency at block edge, for B block Fbe = 1950 and 1965 �z Intermodulation I,evels: AC powez requirements: AC input voltage AC input current Out of block: <=-13 dBmll2.SkFTz f�r 4 F— Fbe �<=1 M�Iz <=-13 dBmlNIFIa —1.2 dBMII�Iz � F- Fbe � for 1 NIFIz< � F- Fbe �<=65 MHZ <=-9Q dBm/MHz for. � F- Fbe (>65 MFIz. Compliant per EN 300 386-2 and 47 CFR Ch 1, Part 15, SubparE � 208/240 VAC, 50/60 Hz, single phase 25A/phase (ADUA), 40A/phase (ADBin EXH��I�T "�„ bl��(iC� SECL3RITY PLAl�f `�emote �aci3i�es r�ceess Sainf $aul Regiona��ater Service& {SPRWS) Stan�IarcI Qperating,Procedure (50P} 'Effective E3ate: lanuary t, 2,004 =I1VTEi\TT: SFRWS is dedicatedta providing its employees with the safest work environment possihle and to takin� every reasoi�able precaution to ensu�e the safety o€ potable water delivered ta o� communifies. This SOP provides coaditions for pezsons with need to access SPR�V3 facilities outside the McCarrons water treatment faci&ties (Remote Facilifiesj. 3€ establisfies procedures for access as well as the issuanca and display of proper identificatioa by persons with unescorted aecess rights. SEGUIti'�'I' OF FAEI�;ITIES: Persons cvitt� routine access to remote facilities include SPRVirS sfaff, agepts o€entities leas�ngsgaez, agents o€ various cities, and va�ious law enforcemeut personnel. E3ther eniities also have oecasiona� access needs undef tTYe supervision of S�R�S staff. With so many persons having legitisnate access needs, it is imperative thaE specif c procedures be establisked to ensure that the highes� Ievel of security possible. As a resul4, the following procedures are estabTisfied: 1.0 FACIIdTI� LOCK5 1AF AII Remote Facilities will be secured with high-security locks utiliziug high-security keys (Keys). a) E.ocks will be fi�rnished and installect by SPRWS. b) No other Iocks are permitted; and all such other locks will be removed anddisposed o€ 1.02 Issuauce of Keys a} SPRWS staff who require access, as deternuned by the agpropriate SPRWS division mai}ager, will be issued Keys. Such Keys wi1T be reduced to the lowest possibte number. 1. SPRWS sFaff are responsible for the safe keeping o€Keys issue@ to them. 2. Repeated lost keps wiil be considered negligence and may result in corrective action andlor discipline by SPRW3 management. b) Other agents who require access, as determined by the appropriate SPRWS division manager (Authoiized Agents), wi11 be issued site-speci&c Keys. Page 1 of5 V��B��T G6�l� Ob //o� 1. Authoiized Agents niay include, but are not necessarily limited to, those of locat, sfiate and federal goverumental units and law enforcemen� agencies (Public Agencies), and those of leaseholders, utility or maintenance companies (Private Agencies). 2. 'Fhe number of site specifc Keys issued will be limited to the lowesE numUer needed by each Authorized Agent, as determined by SPRWS. 3. Dries ta issi:znce of Ke;s, Priva.�e Agencies will be reqe�ired co gi�e a�egesiE witii SYiZ�3 in the amwmt of $206 for eaeh Kay issued. 4. Public Agencies will be issued Keys at no cost. 5. Private Ageneies losing keys will forfeiE their degosit and must make a new deposit prioa ta issuance of replaeement Keys. 6. Prior to issuance of replacement Keys; both Public an& Private Agencies must pay a key rep2acement cha�ge, which sfial} be either'the actuat cost of replacement ox $75 pe� Key, whicliever is greater. ' 7. Any Private t�gency which I�as lost moFe tttan S% of the keys issued to thex� wi1F be rec}uired to pay aYP costs necessary ta ra-key the af�ectect faeitities, plus akT costs tcr reissne Keqs to al� Private anit Public tYgencies Key hoTders a€ record. c) Key audits will be conducted aE 1easE once each catenda€ year. 1. Each SPRWS staff inember, and each Auth�rized AgeIIf, ta wham SPRWS Keys wera isst�ed wilY be require@ to sign a Key Audit Statement aclaiowledging their continued possession of the Key. 2. Bot1� Public and Private Agencies are responsible for the return of all Keys issueci to thei� agents who leave Eheir emgloy or are na longer reqtured by the Authorized Ageney to access SPRWS facilities. 3. Lost keys musi be reported immediately to SPRWS by contacting the Eugine I�oo� at 651-266-1660. 4. Repeated losses wiIl resulE in larger deposit requiremex�ts, as may be deterinined necess by SPRWS staff. 2;p �DE1V�'I1�IErYPIOl� RROEEDFT12E8. 2.01 All- SPR�S staff and personnel are issued a SPRWS photo identification card (III Cazd) at fihe 1HIcCatxons faciiity. 2.02 AlI Authorize� Agents of Private Agencies must compleEe empYoyee backgrotmcY checks eqnal to those established and required by SPRWS for its own staff and personne2. 2.03 SPRVJS wiIl issue, at tfie McCatrons facility, photo identification cards ta the Authorized Agents of Private Agencies by appointment. Piease calt 651-266-1627 to schedule an appointment. Page 2 of 5 EXf�F6�� "�}s o��i�o� a} Persons presenLing-themselves for III Cards must fiave the following: l. Govemment issued photo identificariou (drivers license,-passport, etc.). 2. Completed SPRWS form certifying the complerion of a background check. (IvIaster forms and-backgaound criteri� wilI be provided to eacfi Private Agency applican� for this pvrpose. No other forms will be accepted.}. 3. A check or money order paid to the order of the Boazd of VJater Commissioners in tke amount of $150 as a refnndable deposit for the IB Card. Deposits will he refimcied ugog rehun of the ID Card ta tfie designated SPRWS personrieI. lucrease� deposiE amounts ma� tie required for applieants from �rivate t3gencies wko have high 2oss ratios as defermiri�d by SPRWS. b� AlI persons issuec� If� Cards are responsible for their safekeeping anc� cantrol. Theg aze issueci for `ifie sole use and convenien¢e o�'tfie persoa listed on the face o€ the IF3, and tfiey may not be used for other than the of4"ieial performanee of duties. 2.04 Private Agencies are ultimately resgonsible foa the retum of al� ID Cards issued to their agents wko leave theiF employ and no louger have the need to access SPRWS facilities. a) .II3 Card audits wi31 be coffduete� aE �east once eac� catenda� yeaz. 1. The loss of theft o€ an ideatification eard must be repQtted immediateYy Eo NFary! Hiber at 651-26b-1627. t�fter hours Tost or stoTen IB cards must aIso be immediately reported to SPRWS Eagiue Room at 651-266-166Q. 2. Replacement cost for a Iost ID Cazd will be established by SPRWS and poste@ at the office where they are issued. 3. Deposits fos IE7 Cazds not returned by persons no longea employed by a Priva�z t�gency wilt be forfeited: 3.� _BPPErIGCES�rREOUIRElVIENTSc . � _ 3.01 =Request to access site req�irec� prior to entry. a) D�normai business hours (73E7am to 4:OQ pm, Mondays through Fridays, excep� fegal holidays). 1. "Contact Bil� Tschida f651-266-62fi51. 2. [� calIers must provide name,=tfie number of peopFe seeking entrance and the expecteci duration of tfieir presence at the facility. 3. Bill Tscluda wiII grant or deny access permission based on sueh infoimatiou ancl communicate outcome to the Pumping Engineer II on duty in SPRWS Engine Room [651- 266-1660] (PE II}. 4. In the event that BilI Tschida is not able to be contacted withiu four (4) honrs of the iniflat attempt, follow the procedures in d) beTow. Page3of5 'C/�CI�'�1=� i4`s�� b) A$er normal business hours. 1. Contact PE II [651-266-1660]. �%�� a. PE II wi12 make arrangements with the Distdbution after-hours Tum-On truck to deliver a Key to the Authorized Agent(s) at the site. b. Distribution personnel will be responsible to vezify the identity of the Agent(s} and to monitor Agent(s') activity at tfie site. 2. Under certain conditioas, Dishibution personnel may not be available, in which case PE ILs will nse their besE judgment to deternune if there is auotker way to grant access to the Agent, or to deny or delay access. c) Routine aud reguIazly scheduled Whenever possibfe, Authorized Agencies that require repeated, roptine access skould scfledule such access dwing aormat business hours. 2. Public and Private Agencies rec}uiring regulaz access to sites must contaet Bill Tsehida [651-266-6265] no less thau 7st hovrs in advance to make arrangements for access and escort. d) �mexgency 1. Emergency aecess durine normal business hours: Bill Tschida [651-265-6265}. If no answer, PE II j651-266-1660}. 2. Emergency access after normal business hours: PE II[651-266-1660}. If no answer, Distribution [651-266-6868]. 3. 3tepeated emergency needs may resulE in charges far SPRWS staff time. e) Whenever contacted by agents, PE II an� Disiribution Dispatch to leave a message for BilT Tschida [651-266-6265] about the details of catls and actions take�. 3.02 White at site. a) Wliile w6rlang at the facility, people wifti an ID Cazd must display ic on the front of their autermost garment above the waist at aii times while on SPRWS property. b) Persons who do not have an ID Cazd must be under escort o� SPRWS or ofher properly identifizd person(s}. c) Authorized Agents aze required to perform their necessary work on the sife in a mauues tha4 does not compromise site security. Tlus incIudes, but is not limited to, securing a1F doors and gates before leaving the site. Page4of5 < ��H'�� '�S9 bl��°� 3.03 I.eaving site. a) During norn�al business hours, Authorized Agents must norify Bill Tschida [651-266-6265] when leaviug the site. b} AHer normal business hours, Authorized Agents must notify PE II[651-266-1600] when leaving the site. 4.0 SPRWS CONFACTS 4.01 Norma3 and emergency access duringnormal business hours: Sflt Tachida [651-266-6265). If no answer, PE II[651-266-1600]. 4.Q2 Norn�at and etriergency access afteF normal business fiours: PE I� [651-266-1600}. 4.03 Emergency access after normal business hours: PE IF [651-266-1600]. If no answer, Distiibution IJispatch [651-266-6868]. - End - Page5of5 =`-E��F "�� 06 //a� �'ECHIVICA�, iVIINIMUM SITE STAND�RDS Saint Paul Regional Water Services Water Tower Antenna Site All eqnipment must be housed in an RF tight, metal enclosure that provides at least 60 db of attenuation to any internal RF signals. Desk-top base stations and open racks cannot be used without speciat approval. Additional shielding kits may be required. 2. At least 60 db of isoTarion for 450 MHZ, 800 NII3Z and 900 MFFZ transmitters and 30 db of isolation for 154IvIHZ and 40 ME-1� transmitters must be provided. A harmonic fiiter must be pravided on the transmitters between the antenna and any ferrite device used. Additiorial filtering and isolation may be required and will be considered on a case-by-case basis. 3. Masimum transmitter power allowed into the antenna feed line shall be 110 wat[s. per transmitter. Higher power levels will be considere& on a case-by-case basis. AdditionaY proteetive devices may be required. 4. Onty jacketed copper Helia4 cable shall be permitted for transmission lines at the sit€. t111 on-site intercabling must use RG/9, RG/142, RG/214 or'/z inch Superflex. RG/8 or any other single shieldPd cabie wili not be allowed. 5 Proposed transmitters that will cause second order, third order or fifth order intermodulatioa products on existing receiver frequencies wi11 not be permitted an the site. A receiver witft the same frequency as an existing second order, third order or fifth order intertnodulation product at the site wilY not be permitted on the site. 6. All transmitters shall be equipped with band-pass cavities that will provide at least the folIowing attenuarion of side band noise, if needed: 40 MI�IZ band: 150 MFIZ band: 450 MIIZ band: 80Q/900 NIfIZ band: Microwave: 50 db at 1 IvII3Z 50 db at 1.5 MEIZ 50 db at 2.5 MHZ SO db at 10 MHZ 50 db at 261VIF�2 ��A� � �� ee" x� o��l�� TECHI�TICAL 11'IIlVIlVIUM SITE STANDARDS - Continued i$C C3vuaet I"iauSi vP. lu�ii�.0 �� v` ��'° '"`ia S i flS�.C�.i"�SS� . S�2CICT1 �.:��^Sv . j �..., .,.. and the name and telephone number of the responsible service agency. 8. Prior �o approving any application for antenna space a� the site, an engineering study will be prepared by Lzssor's communications engineer consisting of at least the fo$awing items: a. Intermoclul�4ion interference (IM}. catculations o� all transmitte�s and receivers known to exist in the area at time of applicatioa. (Study will incfude 2nc� 3rd and StT� order IIt�I terms, ant� A+ B- C, tt�ree-product terms.) b. Transmitter noise and receiver desensing caleularions of all equipment at the site. c. Analysis of Tiest equipment and antenria locations aE the site. d. Analysis of AC power requirements. e. Regort to prospective site user regarding applicatian. 9. Plan and speeifications to secure equipment to the tower must be submitted to and approvec� by Saint PauI Itegional Water Services prior to installation. -'End - =EXHIBIT "�'s 06 - �ro�{ _ �MO��o��,��s� . 'FHiS 1GIEI�IOTtANDUM O� LE�Y.SE ("1VIemorandwn") by and between� the Board o� Wate� �ommissiorieis: o� the City of Saint PauT; � mriiucipat eorporariou under the la�us of tlze 3tafe of lYI�nesof� ("E.ess,o�"); anc� T-IvIobile Cenh=at, T I,C, a Delaware limifec� liability company ("�.essee"�. F�'t7EREA�, f;essor and Lessee enterec�iufo � WaterTawer Site Lease date� November ��, 20E7Cr (the "Lease"), regard'mg a portion of folTowing cTescribed property: That part of the SoutheasF Quarter (5E I/a), Seetion_twenty-three (23}, Townshig twent}�-niae €29}, Range twenty-two (22), commencing at a point 67&.7Y feet East of tlse Northwest corrier o�Lot 12, Katheiine's Addifion, according to the recorded pYats tfiereo� oa fite anr� of recard in the Office of the Kegistras of Tifles, in and for Ra�sey County, Minaesota; thence South 26897 feet to a point 711.63 fee€ EasEerl� from the Wes� line of-the Northwest Quarter (1V4�'/aJ o� the Southeast Quarter (SE'/a} o� Seekan twen�- tkree (23), Township twenty-nine (29) IF�nge twenty-twa �22) Ramsey �owrty,l�linnesofa; thence �asterIk I62 feet; xfience Nortfierly to tfie Southline of Cottage Avenue. AlF � Itamsey �ounty, IVlinnesotx. �Wf1EREA5, I.essdr and Lessee desire to record not�ce of th� I.eas� at the 6fficia� Reeosds of Ramsey County. 1STOiW,, TFI�REE�RE, in consideration of the fozegoirig Izssor and Lzssee fieieby .�eelase as foltows: � 1. I�emi'se. I,essor has leasect- the Premises to Lessee togetTier �vitta the.non-exclusive rigfi� ta access�the Premises, and i.essee has hired the Premises frona Ees'sor, subjecE to tfie terms, covenants, and eonditions ia tFie L.ease. � 2. Il`ate. '1'fie term of the Lease is scheduled to commenca on November 14, 2006 and shall expire I3ecember 31, 2Q26, subject to Lzssee's Extension Term options. 3. Lease Controlline. This Memorandum is solely for the purpose of giving constructive norice of the Lease. In the event of conflicE between'the terms of the Lzase and this Memorandum, the terms of the Lzase shal� conteol. �,,,..., ._. �E�B=��.�6�Y '�G�!! b�-iio� r,essor: BOARD OF R�ATEIt COM1�aSSIONERS QF T'HE CITY OF SAINT PAUL Approved: FIlV 41-6005521 `''�l Stepfiea P. Schneider, General Manager 3ain� Paut Regional �ater Services Approved astoformc: Assistant City Attomey Appioved: (Legat Counsel) Patrick Harris, Presiderit Janet Lindgren, Secretary ci��:o� s�irrr r�u�,: � � � efiristophe� �. Coleman, NFayor Shari Moore, City CIerk Matthew G. �mitfi Directo� Offiee of Financial Services Lessee• T-1VIbBILE CEI�PAI;, LLC A DeIa�varg Timifed liabiliig compang Tas ID Hossein Sepehr, Director — Network Engineering-& Operations �6 - /ro`f ACBIVOWLEDGEMENTS Board of Water Comnussioners of the CYty of Saint Paul ST.4TE OF NIINNESOTA ) )ss. COUN'I'Y OF RAMSEY } On 2006 before me, Notary Public, personally appeared Patdck Hazris, President of the Soazd of Water Commissioners of the Ciry of Saint Paul, a Minnesota municipal corporation persoaally Imoam to me (or prov,ed to me on ihe basis of satisfactory evidence} to be the peisons whose names aze subscribed to the witLin ins�ument and aclmowledged to me that they executed the same in their authorized capaciry on behalf oP the coiporation. Wimess my hand and official seal. Notary Public SPATE OP MINNESOTA ) . )ss. COTJN'PY OF RAMSEY ) On ' , 2006 before me Notary Publiq personally agpeazed Fanet Lindgren Secretary respectively, of tkie Boazd of'Water Commissioners of the City of Saint Pau1, a Minnesota municipal corporation, personally lmown to me (or proved to me on the basis of satisfactory evidence) to be the persons whose names are subscribed to the within instmment and acl�owledged to me that they executed the same in their authorized capacity on behalf of the coiporation. Wimess my hand and official seal. Notary Public City of Saint PauL STATE OF MINNESOTA ) )ss. COUNPY OF RANISEY ) - ' Oa 2006 before me, Notary Publiq personally appeazed Mayor of the Ciry of Saint Paul, a Minnesota municipal coiporaflon, personally Imown to me (or pmved to me oa the basis of saasfactory evidence) to be the person whose name is subscribed To the within instrument and acknowledged to me that he executed the same in ]us authorized capaciry on behalf of the corporaaon Wifness my hand and official seal. Notazy Public ��-��o'� AC%NOWLEDGEMENTS City of Saint Pant (continued) STATE OFNIINNF-SOTA COUNTY OF RAMSEY � ) )ss. ) 20.^,6 he :;�z L,e, *:o�y PubliC, Ferson2ly 2i,rz:°,� Shari Moore, City Clerk of the Ciry of Saint Paul a Minnesota municipal corporation, personally lmown to me (or proved to me on the basis of sarisfactory evidence) to be the person whose name is subscribed to the wittiin insaument and aclmowledged to me that he executed the same in his authorized capaciry on behalf of the co:poration. V✓itness my hand and official seak. Notary Public . r • uiuwi � _._ COfJNTY OF RAMSEY �C71 ) �ss. ) 2006 before me, Notary Public, personally appeazed Matfiew G. Smith, Airector, Office of Financial Services of the Ciry of Saint Paul, a Minnesota municipai corporation, personally t�own to me (or proved to me on the basis of salisfactory evidence) to be the person whose name is subscribed to the within inshument and aclmowledged to me that he executed the same in his authorized capacity on behalf of the corporaaon. Wimess my hand and official seal. Notary Public T-Mobile Central, LLC STATE OF MIlVNFSOTA COUNTY OF HN;N;IVNEPIN ) ss. I certify tt�at I know or have saflsfactory evidence that Hossein Sepehr is the person who appeazed before me, and said person aclaowledged tl�at he signed this instxument, on oath stated that he was authorized to execute the instrument and aclmowledged it as the D'uector, Network Engineering & Operations of T-Mobile Central, LLC, a Delawaze limited liability company, to be the free and voluntazy act of sucfi parry for the uses and puiposes menrioned in the insmiment Dated: Witness my hand and official seal. Notary Public BOARD OF WATER COMMISSIONERS RESOLUTION — GENERAL FORM PRESENTED BY Montaomerv COMMISSIONER WHEREAS, T-Mobile Central, LLC desires to lease space from the Boazd of Water Commissioners at the Boazd's Cottage Avenue 5tandpipe located at 2095 Clear Avenue, Saint Paul, Minnesota, to install and operate a wireless communication system; and WHEREAS, staff has prepazed a I.ease Agreement which provides for a five (5) yeaz lease and which automaticaliy renews for three (3) additional five (5) yeu terms, starting at an annual lease rate of $22,000 and increasing each subsequent yeaz, and does recommend approval of same; and WHEREAS, the assistant city attorney has approved said Lease Agreement as to form; now, therefore, be it RESOLVED, that the L.ease Agreement between the Board of Water Commissioners and T-Mobile Central, LLC allowing the installation and operation of wireless communication equipment at the Board's Cottage Avenue Standpipe site is hereby approved, and that the proper officers are hereby authorized and directed to execute said Lease Agreement on behalf of the Boazd; and be it FURTHER RESOLVED, that the Honorable Council of the City of Saint Paul is hereby requested to approve said I.ease Agreement and to authorize and direct the proper officezs of the City of Saint Paul to execute said Lease Agreement on behalf of the City. D� No 6024 DATF November 14> 2006 Water Coaunissioners Yeas Nays Adopted by the Board of Water Commissioners November 14, Zp06 Anfang Kleindl Montgomery Vice President Zanmiller In favor 4 Opposed � (�� / / L'%'=p U