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07-1169Council File # b 7— Presented by RESOLUTION CITY OF SAINT PAUL, �MINNESOTA --�� 1 : Green Sheet # _3046770 1� 0 10 11 12 13 14 15 16 17 WHEREAS, the City of Saint Paul does possess fee simple title to the water tower site commonly laiown as the Cottage Avenue Standpipe Site located at 2095 Clear Avenue, Saint Paul, Minnesota 55119, (the "Properry"), such possession of title being for benefit of the Boazd of Water Commissioners of the City of Saint Paul (the "Boazd"); and WHEREAS, T-Mobile Central, LLC Minneapolis, Inc. desires to lease space at the Properiy from the Boazd to install and operate a wireless communication system; and WHEREAS, the Board did adopt Board Resolution No. 6070 which approved a Lease Agreement with T-Mobile Central, LLC allowing such an installation, and which did also request that the Honorable Council of the City of Saint Paul likewise grant approvai of the lease, therefore, be it RESOLVED, that the Lease Agreement dated November 13, 2007 between the Board of Water Commissioners of the City of Saint Pau1 and T-Mobile Central, LLC allowing the installation and operation of a wireless communicafion system 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 City of Saint Paul. Yeas Nays Absent Benanav ,/ Bostrom ,/ Eiairis y - Helgen i / �¢Y r/ Montgomery y Thune � . C/ AdoptedbyCouncil: Date ��/��la`�i�/�� Adoption Certified by Council Secretary Sy: f / � ./'" � s Approved by NfAff�r: Date � l � By. � � ' Requested by Department of: Saint Paul ReQional Water Services By: � X.. "�li�. General Manager Fornt Approve by City Attomey By: �11cSG�. �. � • Approved�b ayo for bmis ' �cil By: i ��___— Approv � V Matthew G. Smit Director Office of Financial Services � Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet � 07 yyq —waterUriHty Contaet Person & Phone: Bill TsGtida 66265 Must Be on Councit Agenda by (Date): 12-DEG07 Doc. Type: OTHER (DOESN7 FIT ANY C E-0ocument Required: N Document Contact: Corkact Phone: Total # of Signature Pages Z�NO�-0� � { Green Sheet NO: 3046770 Department SentTOPerson �nRlauDare � 0 iWa[er U07itv Steve Schneider _ �_ A55ign 1 KStyAriornev � LisaVeitb __�_� Number 2 inancial Services Matt Smith For ROUting 3 a OEfice I Order q omcl Locations for Signature) Adopt Council Resolution approving and authorizing execution of a lease agreemen[ between the BWC and T-Mobile Central, LLC, allowing the installation and operation of a wireless communication system at the Boazd's Cottage Avenue Standpipe site at 2095 Cleaz Avenue in Saint Paul. Attachments: i)staff report 2) proposed council resln 3) lease agrmt 4) Boazd resln no. 6070. itlations: Approve (A) or R Pfanning Commission CIB Committee Civii Service Commission 1. Has this person/firm ever worked under a contract for this department? Yes No 2. Has this person/firtn ever been a city employee? Yes No 3. Does this person/firm possess a skill not normally possessed by any current ciry employee? Yes No Explain all yes answers on separate sheet and attach to green sheet Initiating Problem, issues, Opportunity (Who, What, When, Where, Why): T-Mobile Centrai, LLC desires to lease space on the Boazd's Cottage Avenue Standpipe site located at 2095 Clear Avenue to install and operate a wireless communication system. AdvanWges IfApproved: Boazd of Water Commissionecs will receive additional revenue. DisadvanWges If Approved: None. Disadvantages If Not Approved: Revenue potential will not be real'azed. Trensaction: Funding Source: Financiall�ormation: (Explain) CosURevenue Budgeted: Activity Number: November 28, 2007 2:51 PM Page 1 1 J Staff Reaort November28,2007 Wireless communication Lease Agreement between Board of Water Commissioners and T-Mobile Central, LLC D7-//<0� T-Mobile Central, LLC (T-Mobile) desires to install and operate wireless communicarion equipment at the Board of Water Commissioners Cottage Avenue Standpipe Site located at 2095 East Clear Avenue, Saint Paul, Minnesota 55119. The request includes placing nine 6-foot tall panel antennae on the tower and a ground installation cabinets containing telecom equipment. Sprint Specmun, L.P. is currently on the site and this T-Mobile installation takes the place of a Metricom installation that was removed from the site in 2002 following baukruptcy of the company. V erizon Wireless desires to place a third and final installation in the northwest corner of the site, but the Board has not yet approved the lease. District 2 Community Council Environmental Committee met once to discuss the installations and the Executive Board met twice. At two of thoSe meetings, adjacent property owner Ms. Debra Donnelly at 2083 Clear Avenue, voiced objection to the V erizon installation in particular (not this T- Mobile instailation) and to all wireless installations on that site in general. At its September 19, 2007 meeting, District 2 Community Council Executive Board indicated its support for this T-Mobile installation. That support was given in consideration of, among other things, the noise limitations of Section 25. Following negotiations with T-Mobile, staff prepared the attached 5-year lease that automatically renews for three additional5-year terms and has a starting annual rent of $27,000 with 5% annual rent increases. Also included is a provision to reestablish the rent amount using market comparison at the end of each 5-year term, if desired by the Boazd. See attached Location Map and proposed lease. %* �S � � 4 , _ � �.u, .,� a,.. . sn = u. �,3 ; � ; ; Ma 67 � n �l� Kohlman ` � �� Lake . � � al � : . _ �._ (s �� =__ _rd � � �, '•� Gervais " Lake �a uua� • 1 � �* ��,,,,, , �'"8 ' .,.g� o p� 2aoo� � 1. '�^ y � ' Em�va& W s ['y �� . �� `` S �b'1E � � � Ke1fe� . �s.' ; `aocr , ,.... Lake Lake Phalert ■ r+� � 0 �C �__:ca+m'n oe_...:"_ _ 5u41liA hlAt£ iR WflAf£IN p,p . ��! �y (EGAG �. 8 � g� ". � 3000 � up.�weawa �. i.v.� � � \ � �:bqd" � . �.w • c�J+� " I .. rz ♦ _ . -' -'...� � � v� � � � � b�II�MYPNDOf. �� . � � ' '., .�`.+_- �Yd ..'� � � EB ! � .'�� si � �X V Y3e� � Y s � �':.; �^ - � U r � Y- mu+ w� �`,:�;. 'g� x ,�, �„�'?�.c�- za LARPENTEUR AVE�� MARYLAND AVE .�.._ ... � x¢.�m W — Q � Q ie W == (0 ._ W — F 2 ` 3 � ,� �': Yave fake' R �' � � � $I�VEf �<� Lake . — ' y � �; s :i1N! � .� , ,.�., . �� SITE �� Location Map 'I „_25-0� , � Ave Standpipe 5ite „ ' . * y � SCLAIMER:This maQ is neither a tegally recorded map nor a survey and is not intended to used as one. This map is a compilation of records, information and data located in various i, county, state and federal offices and other sources regarding the area shown, and is to � 7-//!v 9 � - - :,� - .ii�.. [ 5 :. ,t ' Y ' �. ♦s 'ire yr ,. �,P r� _ ..K . _ e r _ . `a e-s � ^s .�x i� - S:Ramsey Couniy 29, 2007), The Group Location Map 2 11-28-07 � �- ��v� The Site Lease Agreement is available for review in the Council Research Office. o�-ii�y 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 L.ease Agreement ("I.ease") is entered into this 13th day of November, 2007, between the BOARD OF WATER COMIVIISSIONERS OF TT� CITY OF SAINl' PAUL, a municipal corporarion 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 b0631 ("Lessee"). In consideration of the terms and conditions of this Lease, the parties agree as follows: I. Lettsed Premises. Lessor hereby leases to L.essee certain space located at and on the Isssor's Cottage Avenue Standpipe Site located at 2095 East Clear Avenue, Saint Paul, Minnesota 55119, wYuch is legally described in attached Exhibit "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 are collecrively called "the Property." The property interest leased and granted by the Lessor to I.essee (collecfively, the "I.eased Premises") consists of the following: • ground space comprised of approximately 345 usable square feet; • structure exterior space for attachment of antennas at 77.5 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 property interests are being leased to L,essee except as described above and as described on Eachibit "A," Legal Description and Site Plan. 2. TermslRenewals. (a) The initial term of this L.ease shall commence on the date of Saint Paul City Council approval (the "Commencement Date"), and shall expire on December 31, 2012. I.essee and I.essor agree to enter into an addendum to this L,ease confirnung the Commencement Date, as contained in Exhibit "E," Memorandum of Lease Recording, attached hereto and incorporated herein. (b) L.essee shall have the right to extend this Lease for three (3) additional five (5) year terms (each a "Renewal Term") subject to (c) below. (c) This I.ease shali 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 condifions of this Lzase, or unless Lessee notifies Lessor of its intention not to renew prior to commencement of the succeeding Renewal Term. V:�Engineering\CLERTCAUBOARD�Agreements�LEASE\T-MobIl\Comge_I I-13-07.doc D7-llCoq 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 I.essor at the following address: Boazd of Water Commissioners Attn: Bill Tschida 1900 Rice Street, Office Building Saint Paul, Minnesota 55113 L,essor's FIN number is # 41-6005521 Lessee sha11 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-seven Thousand and No/Dollars ($27,000) ("Annual RenY'), per year based upon I.essee's insfallataon and operation of the antenna faciliries and frequencies idenfified 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 the end of 2008, and shall be paid within sixty (60) days after the Commencement Date. Thezeafter, the Annual Rent due hereunder shall be paid prior to January first of each succeeding yeaz. Lessee may not install and/or operate any additional antennas or related equipment beyond those Antenna Facilities idenfified in Exhibit "B," Antenna Facilities and Frequencies without the prior written consent of L,essor, such consent not to be withheld or delayed without cause. Lessor acknowledges that L,essee may, &om time to time, acquire, purchase or otherwise come into the possession of, additional frequencies which aze licensed under the authority of the Federal Communications Commission ("FCC"). In consideration of this aclaiowledgement, I.essor ag�ees that Lessee may adjust frequencies on the L,eased Premises, subject to requirements outlined elsewhere in this I.ease, upon receipt of written approval from Lessor, such approval not to be unteasonably conditioned, withheld ar delayed. (1) Annual Increase Commencing January 1, 2009, and on 3anuary 1 of each subsequent year, the Annual Rent shall be increased annually by 5%. (2) Re-evaluation at Renewal Term If desired by the L.essor, the Base Rent shall be re-evaluated based on the following procedure: L.essor sha11 norify Lessee in writing of its desire to re-evaluate the Base Rent no later than sixty (60) days prior to the end of each five (5) year term. Included in the notification for re-evaluafion, L,essor shall provide the Lessee with at least five (5) annual rents for similaz water tower sites with similar antennae and equipment in the Minneapolis and Saint Paul V:1Engineering\CI,ERICAUBOARDWgrcements�LEASEIT-MobIl\Comge_l 1-13-07.doc 2 ��ii�y metropolitan azea as examples of prevailing market rents. If I.essee does not concur with Lessor s perception of the prevailing mazket rate as evidenced by I.essor's provided rents, 'Lessee may provide Lessor, in writing, with at least five (5) current lease rents paid by Lessee for similar water tower sites in the Minneapolis and Saint Paul metropolitan area. The two highest and two lowest rents provided by I,essor and L,essee shall be discazded, and the remaining rents from both pazties shall be added together and averaged. The Base Rent for the first year of each Renewal Term shall be either the figure calculated above by means of (1) Annual Increase, or (2) Re-evaluation at Renewal Term, whichever is greater. However, in the event L,essor provides to Izssee said written request for re-evaluation and list of similar rents at least sixty (60) days prior to the end of each five (5) yeaz term list and I,essee subsequently fails to provide its list of similaz rents by the end of the five (5) year term, Base Rent for the first yeaz of the next Renewal Term shall be as determined by (2) Re-evaluation at Renewal Term above. Tn no event shall the annual installment of rent due hereunder, folTowing such adjustment or review, be less than the amount of such installment in the previous year increased by five percent (5%). (b) Additional Rent. Additional Rent means ali amounts, other than Base Rent provided for in paragraph 3(a) above, that L,essee shall be obligated to pay under this pazagraph or any other pazagraph of this L,ease. Additional Rent shall include the following fees, costs and expenses: (1) costs forthe repairs, improvements, or alterations required to be made by L,essee in Section 6. Maintenance and Repairs; (2) ail taaces on equipment personally owned by Lessee, general, or special. As a condition of Lzssee's obligafion to pay any tas, Lessor shall provide L.essee documentation from the taYing authority indicating with reasonable certainty that the taY was directly amibutable to I.essee's tenancy. L,essee shall have the right to file an assessment appeal, and L,essor shall cooperate in any such appeal as reasonably requested by L.essee, all at I.essee's sole cost and expense; (3) all public ufility rates, dues, and charges of any kind for utilities used by Lessee at the Leased Premises; and (4) fees, costs, and exgenses for properry insurance and/or uninsured losses as set forth in Secrion 13.Insurance. In the event that Lessee does not pay the required Additional Rent to the appropriate party, Lessoz may, at its option, and after tkurty (30) days prior written notice to L.essee, make such payments. Upon Lessor's notice to L,essee that it has made these payments, those amounts become due and payable by Lessee within thirty (30) days. V.�Engineenng\CLERICAL�BOARD�.9greementsV.EAS�1T-Mobil�Cottage_l 1-13-07doc ��-��ti 4. Use of Leased Premises. (a) Primarv ilse of Propertv. The primary use and piupose of the Property, including the Leased Premises, is for a water storage structure and appurtenances to provide water service to customers of the Izssor ("Primary Use"). Lessor's operations in connection with pursuit of the Primary Use ("Lessor's Operarions") take priority over I.essee's operarions. (b) Jeopazdv of Primarv Use• (1) In the event that the I.essor's Primary Use of the Structure is put at risk because of I.essee's operations ("3eopazd�'), Lessor shall provide written notice of such event to Lessee. Lessor and I.essee a�ee to work together to cure the occurrence that causes the 7eopazdy. L.essee shall make all good efforts to cure the Jeopazdy within thirty (30) days of receipt of written notice of event. If L.essee does not cure the 7eopardy within thirty (30) days of receipt of written notice of event, said occurrence of 7eopazdy shall constitute an event of default by Lessee, as otherwise defined in Section l2. Termination. If circusnstances beyond the control of L.essee prohibit the Jeopazdy from reasonably being cured within tYurty (30) days, Lessee shalI notify Lessor -of such circumstances and commence actions required to cure the Jeopardy (e.g. assessing the problem, ordering necessary equipment) within seven (7) days of I.essor's written noUce of Jeopardy and sha11 diligently pursue the cure to completion within a reasonable time thereafter. (2) In the event of Jeopatdy that poses an immediate threat of substantial hann ar�amage to the water supply, to persons, andlor property on the Lzased Premises, as solely deYermined by Lessor ("Severe Jeopardy"), L.essor may enter the Leased Premises and take actions it determines aze required to protect the water, individuals or personal property from such Severe Jeopardy; provided that promptly after such emergency entry onto the I.eased Premises, and in no event later than twenty-four (24) hours after such entry, Lessor gives written notice to Lessee of Lzssor's emergency entrance. (3) If Lessor detemunes that the condirions of Seveze Jeopardy would be benefited by cessa6on of Lessee's operations, I.essee shall immediately cease its operations on the Premises upon natice from I.essor to do so. (c) Lessee'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 communicafions antenna facility ("Approved Use"), subject to the terms of this Lease. (2) In accordance with this Approved Use, the Lessee has the right to install, operate, maintain, repair, replace, store or remove its antennas, ufility building, equipment, personal property, leasehold improvements, and appurtenances (collectively, "Antenna Facilities") as shown in Exhibit "B", Antenna Facilities and Frequencies and attached E�ibit "A", £.egal Description and Site Plan. V:�Engineering\CI.ERICAUBOARD�.9greements�L.EAShIT-Mobil�Cottage_l 1-13-b7.doc t� ��-ii�� (d) I.aws Governin� iJse. L.essee shall use the I,�ased Premises only in accordance with good engineering practices and in compliance with all applicable Fedezal Communications Commission ("FCC") federal, state, and local rules, laws and regulations. This Lease is contingent upon L.essee receiving all permits, licenses or approvals from all local, state, or federal land use juzisdictions or agencies forLessee's Approved Use. Lessee shall, at its sole cost and expense, obtain all such necessarypernuts, licenses or approvals. I.essor agrees to cooperate with L,essee in I,essee's pursuit of all such necessaty pemuts, licenses or approvals, and Lessee shall reimburse Izssor its reasonable costs to provide such cooperation. 5. Installation of Equipment and Leasehold Improvements. (a) Construction Plans. For the initial installation of all Antenna Facilities and for any and all subsequent revisions and/or modifications of same, Lessee shall provide I,essor and Lessor's Water Tower Constsuction Engineer ("Construction 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 construcrion methods; (2) specifications for all planned installations; (3) diagrams of proposed Antenna Facilities; (4) a complete and detailed inventory of all equipment and personal property of I.essee. Construction Plans shall include a site landscaping plan. Landscaping improvements sha11 be at I.essee's sole expense and shall be subject to approvai by Construction Engineer and Board inspector. Construction Plans shall be easily readable and subject to prior written approval by the Construcrion Engineer, which sha11 not be unreasonably withheld, condiuoned or delayed. Lzssee shall be solely responsible for all costs associated with said review and approval of Construcfion Plans by Consttuction Engineer at a cost not to exceed $2,000. (b) Construcflon 5cheduline. At least three (3) days prior to Lessee's construction mobilization, L,essee shall conduct a pre- construction meeting on the Property. Said meeting shall be attended by the Construction Engineer, I.essee's representative and all parties involved in the installation. (c) Construction Ins�ection. All construcrion activity shall be subject to inspection and approval by the Construcrion Engneer. If deemed necessary or desirable by the Constzuction Engineer, construcrion wark performed without direct inspection and approval of the Construction Engineer will not be accepted and shall be removed or uninstalled at Lessee's sole expense. V:�Engneering�CLBRICAL�BOARDVsgeements�LEASE�T-Mobil�Collage_l 1-13-07.doc 5 D'7-//b I Lessee shall be solely responsible for all costs associated with said inspection and approval of construction work by Construction Engineer, at a cost not to exceed $4,000. (d) Damage by L.essee. Any damage to the Property, Leased Premises, or any equipment ihereon caused hy I.essee's installation and operations shall be repaired or replaced at Lessee's expense and to Lessor's reasonable satisfacrion. � 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 connection with I.essor's Operations. (2) From time to time, Lessar paints, reconditions, or otherwise improves or repairs the Structure in a substantial way. Lessor shall reasonably cooperate with L,essee to cury out such activities in a manner that minimizes interference with L.essee's Approved Use. Prior to commencing such activities, I.essor shall provide Lessee with not less than sixYy (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 Lessee's Antenna Facilities from the consequences of such acfivities, including but not limited to paint and debris fallout. (3) For minor repairs or maintenance, Lessor agrees to give two (2) days advance notice of any such activities to Lzssee and to reasonably cooperate with Lessee to carry out such activities in a manner that minimizes intezference 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 Lessor, on any land owned or controlled by L,essor in the immediate azea of the Property. If L.essee zequests a modification of L,essor's procedures for cazrying ont an improvement or repair in order to reduce the interference with Lessee's transmission operations, and Lessor agrees to the modification, I.essee shall be responsible for all incremental cost related to the modification. (b) L,eased Premises. (1) L.essee shall, at its own cost and expense, maintain the Antenna Facilities in good and safe contlition, and in compliance with applicable fire, health, building, and other life safety codes. (2) All equipment appurtenances affuced to the Structure shall be as close to the color of the Structure as is commercially available to the Lessee. 7. Pronertv Access. Access to the Property, including the Leased Premises, by outside persons, including I.essee's employees, agents and assigns, shall at all times be governed byLessor's SecurityPlan, attached hereto and incorporated herein as F.IChibit "C", Security Plan. i,essee agrees it shall conduct its operations on the Property and tYie I.eased Premises in accordance with all requirements and conditions of said Security Plan. Subject to said requirements and condirions of said Security Plan, Lessee and Lessor agree to the following: V:�En�neering\CI.ERICAUBOARD�.Sgeements�I.EASE�T-MobIl\Cottage_I1-13-07.doc _ ( 07-(/l� 9 (a) Lessee shall have access to the Leased Premises and Property twenty-four (24) hours a day, seven (7) days a week by means of e�sting access for any purpose relating to this Lease. (b) Lessee may, at its own cost and expense, enter upon the Property to study and determine the Property's suitability for any other use of Lessee, which studies may include surveys, radio wave propagation measurements, or field strength tests. (c) I,essor retains the right to examine and inspect the I.eased Premises for safety reasons and to ensure that Lessor's covenants aze being met. L,essor shall be liable for, and hold harn�less I,essee from, any damage to the Leased Premises or to I.essee's equipment and Antenna Pacilities, caused by L,essor in exercising said examination and inspection rights. 8. Utilities. i.essor makes no representations that utilifies adequate for L.essee's use of the T.eased Premises are available. Lessee shall have the right to install utilities, at Lessee's expense, and to improve the present utilities serving the L.eased Pzemises. These utilities shall include, but shall not be liuuted to, temporary emergency power generators, which may be operated only during times of power outages and which shall be removed from the site within 24 hours after operation. L.essee shall be responsible far the cost of all utilities installed and used by it at the Leased Premises. I.essor will cooperate with Lessee in L,essee's efforts to obtain utilities from any location provided by the servicing utility. 9 Personal Proverlv and Real Estate Taxes. If any of Lessee's improvements constructed on the Leased Premises should cause th� Property, or any portion of it, to be taYed far real estate purposes, it shall be the liability of I.essee to pay that portion of such property taJCes directly attributable to Lessee's equipment, providedL.essor shall give Lessee prior written notification of such taYes so that I.essee will have the opportunity to appear before the taxing authority to contest such taYes. Notwithstanding I.essee's right to contest such taYes, I.essee shall pay its share of such taxes within ninety (90) days of receiving nofice of the same. 10. Comvliance and Statutes, Re�ulations, and ADDrovals. . I.essee's use of the I.eased Premises herein is confingent upon its obtaining all certificates, pernuts, zoning, and other approvals that may be required by any federai, state or local authority, including but not limited to an engineering study and a radio fzequency interference study. I.essee's Antenna Facilities and any other facilities shall be installed, maintained, and operated in accordance with all state ar 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 standazds, attached hereto and incorporated herein as Exhibit "D," Technical Minimum Site Standards. 1I. Interference. (a) ,All frequencies proposed for initial use shall be evaluated by L,essor's registered professional radio frequency engineer ("RF Engineer"), and Lessee sha11 be responsible for all costs of said evaluafion, at a cost not to exceed $1,000. RF Engineer shall provide said evaluation no later than thirty (30) days after frequencies are provided to him by L.essee. I.essee shall not transmit or receive radio waves at the Property unril such evaluation has been sarisfactozily completed. V:�Rngineering\CLF1tICAI-�BOARD�AgreementsV.EASE�T-Mobfl\Cottage_11-13-07.doc 67�1/[��I (b) I.essee shall provide at least thirty (30) days written notice to I.essor before modifying or placing additional transmitter or receiver frequencies on the L.eased Premises. Saidnotice shall describe all equipment and frequencies proposed to be added or modified and shall be subject to review and approval by the RF Bngineer, which shall not be unreasonably withheld, conditioned or delayed. Said review shall consist of necessary intezference studies to ensure that the modified or additional frequencies will not cause harn�ful radio interference to Lessor's Operations or the operarions of I.essor's eusfing tenants. I.essee shall pay all costs for any such interference studies. In the alternative, Lessee may perforna the interference studies and submit the results to the Lessor for review and approval. However, Lessor shall, in its sole discretion, retain the right provided herein to submit the study results to the RF Engineer for review at I.essee's sole expense. (c) In the performance of its Approved Use, Lzssee shall not damage or interfere with I.essor's Operations, including its radio frequency transmissions, or approved operations of other parties that were tenants on the Property prior to the Commencement Date of this I.ease, provided that the equipment used byi.essor or other tenants is operafing within the technical perimeters specifiedby its manufachuer andJor as defined by the FCC. In the event of any such interference, I.essee shall take all actions necessary to immediately eliminate such interference in accordance with reasonable technical standards. In the event Lessee cannot conect the interference, Lessee shall have the option to tersninate this Lease, pursuant to Section 12. Termination. Lessee shail not be responsible for interference that results from a change in the aperations of other tenants after the Commencement Date of this I.ease. (d) Lessor 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 Lessor of the Property to addiUonal parties that pernuts the installation of communications equipment shall be conditioned upon not interfering with I.essee's Approved Use. Notwithstanding the foregoing, Izssee acknowledges that Izssor may lease the Property, or any part of it, to other parties in close pro�mity to the L.eased Premises, and Lessee agrees to work cooperarively with any such other parties, .using accepted technical standards in accordance with FCC standards, to ensure that such other parties' use and I.essee's use will be compatible and will not cause interference with each other. Lessor agrees that it will require the same obligation of ali 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) Lessor in no way guarantees to Lzssee noninterference with Lessee's transmission operauons, provided, however, that in the event that any other party requests permission 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 I,essor receives any such request or proposal from a party seeking to lease space on the Property, Lessor shall submit the proposal, complete with all technical specifications reasonably requested by L.essee, to Lessee for review for nonintezference. Lessee shall have thirty (30) days following receipt of said proposal to make any objections thereto, and failure to make any obyection within said thirty (30) day period shall be deemed consent by Lessee, subject to interference provisions of pazagraph 11(c) of this I.ease, to the installation of antennas or transmission facilities V:\Engineering\CI.ERICAL�BOARD�Agreements�L.EASE�T-MobillCottage_l 1-13-D7.doc ��-�� pursuant to said proposal. Lessee shall not be responsible for the expenses incurred in any independent validation of such interference objections. ( fl In the event that I.essee or other tenants on the Property experience interference of their approved frequencies and they cannot reach ageement 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 Engneer's determination. I.essor agrees that it will require the same obligarion of all such future parties in any lease or agreement with such other parties. l2. Ternzination. Except as otherwise provided herein, this Lease may be terminated by either party upon sixty (60) days written notice [(except under 12.(c)(2)}to the other party for the following reasons: (a) By either pariy, 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 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, ar if such cure cannot be completed within sixty (60) days, within such reasonable flme as may be required, provided the defaulting party commences the cure within ten (10) days of receipt, of written notice of default and diligently 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 andlor operation of the Antenna Facilities; (2) the Leased Premises are or become unusable under Lessee's design or engineering specifications for its Antenna Facilities, or the communications system to which the Antenna Facilities belong; or (3) I,essee's transmission is interfered with by I.essor or its other tenants' eguipmem. Such right to ternunate shall become void if I.essor cures such interference within thirty (30) days of receipt of written notice. (c) By L.essor, in the event that: (1) Lessar determines, after review by an independent structural engineer, that the Property is structurally unsound, 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; (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) I.essee does not complete installation of its Antenna Facilities as shown on Exhibit "B", Antenna Facilities and Frequencies within one (1) year of the Commencement Date of this I.ease. If this L,ease is terminated, pursuant to the terms and conditions of this I.ease, rent shall be pro-rated to the expiration date or Yhe date on which all of Lzssee's equipment is removed from the Leased Premises, whichever is later [in the event of Ternrination under Sections 12.(a) by I.essee],12.(c)(2), or 12.(c)(3), ar whichever is earlier in the event of Termination under any other Section, Within thirty V:�Engineering\CLERICAL�BOARD�.Sgreements�LEASE�T-Mobii�Comge_l 1-13-07.doc o�-�� y (30) days after the date of the termination, Lessor shall, if applicable, retum to Lessee any amounts that I.essee has prepaid to Lessor. I3. Insurance. (a) L,essee shall obtain and maintain adequate insurance to protect the patties against any and all claims, demands, actions, judgments, expenses, and liabilities that may arise out of or result from L.essee's use of the I.eased Premises. Any applicable liability policy shall list the Lessor and the City of Saint Paul as additional 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, property damage, independent contractors liability, completed operations coverage, and contractual liabiliry coverage, in a combined single limit of not less than One Million Five Hundred Thousand Doliazs ($1,500,000) per occurrence, subject to Three Million Dollars ($3,OOQ000) aggregate. L.essee may satisf� this requirement with underlying insurance and/or an umbrella policy. (b) Lessee shail provide I.essar, prior to the Commencement Date and before each Renewal Term of this 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 pazagraph 13(a) above. Said certificate shall also provide that the coverage may not be canceled, or non-renewed, or materially changed without thirty (30) days written nofice to Lessor. 14. Indemnitv. Lessee agrees to indemnify, defend, save, and hold harniless I.essor and the City of Saint Paul, and/or any agents, officers or empioyees 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 L,eased Premises by the I.essor to Lessee, or arising out of, or by reason of, the use or condition of the Leased Premises, or as a result of L,essee's operafions ar business activities taking place on the L.eased Prenuses, provided the same is not due to the contributory negligence or wiilful misconduct of the Lessor, the City of Saint Paul and/or any agents, contractors, officers, or employees thereof. It is fully understood and agreed that I.essee is aware of the conditions of the L.eased Premises and leases the same "as is." I5. DamaQe orDestruction. If the Property oz any portion thereof is destroyed or damaged so as to hinder its effective use, Lessee may elect to terminate this I.ease 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 destrucfion and I,essee shall be entitled to the reimbursement of any rent prepaid by Lessee, prorated to the date of the event. I6. Notices. All norices, requests, demands, and other communicaUOns hereunder shall be in writing and shall be deemed given when personaliy delivered or mailed, certified mail, retvrn receipt requested; Or, by a narionally recognized overnight carrier, to the following addresses: If to Lessor: Boazd of Water Commissioners 1900 Rice Street, Office Building Saint Paul, Minnesota 55113 Attn: Bill Tscluda V:�Eagineering\CL.ERICAL�EOARD4Sgcrzments�LEASEIT-MobiACottage_11-13-07.doc ' 10 D7�/ll09 If to I,essee: T-Mobile Centra] LLC 8550 W. Bryn Mawr Ave., Suite 100 Chicago, IL 60631 Attn: Lease Administration & Legal Dept. With a Copy to: T-Mobile Central LLC 12920 SE 38"� Street Believue, WA 98006 Attn: PCS Lease Aciministrarion I7. Representations and Warranties. (a) Lessor represents that (i) it has full right, power, and authority to execute this Lease; (ri) at has good and unencumbered tide to the Property free and cleaz of any liens or mortgages, subject to such liens of record; (iii) L,essee shall have quiet en}oyment of the Leased Premises during the term of this Izase in accordance with its terms. {b) Lessee wurants that the individuals signing and executing this L,ease on behatf of Lessee have the requisite corporate power and authority to enter into and perform this Lease on behalf of Lessee. (c) L,essor represents that it has no laiowledge of any substance, chemical or waste on the Property that is identified as hazardous, toxic ar dangerous in any applicable federal, state or local law or regularion as defined in paragraph 17 (c) of this Lease. Lessor will be solely liable for and will defend, indemnify and hold Lessee, its agents and employees hannless from and against any and all direct clauns, 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 hazardous, toxic or dangerous materials from any and all sources other than those hazazdous, toxic or dangerous materials introduced to the Properry by Lessee. Lessee represents and warrants that its use of the L.eased 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, chemical or waste conTrary to any 1aw or regulation. Lessee fuzther agxees to hold Lessor harmless from and indemnify I.essor against any release of any such hazardous substance, and any damage, loss, expense, or liability resulting from the breach of this representadon or from the violation of any state or federal law by such release associated with I,essee's use of hazardous substances, including payment of all reasonable attomeys' fees, costs, and penalties incutred as a result thereof, except for any release caused by the negligence or willful misconduct of Lessor, its employees, or agents.. (d) "Hazardous substance" shall be interpreted broadly to mean any substance ar material defined or designated as hazardous or toxic waste, hazazdous or toxic material, hazardous or toxic or radioactive substance, or other similar term by any federal, state, or local environn�ental 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. Lessor 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:�Engineerity\CLERICAUBOARD�Agceements�I.EASE�T-Mobil\Cottage_11-13-07.dec j 1 ��-�r�� l8. No Liabilzty on Lessor. Except due to Lessor's willful misconduct or gross negligence, Lessor shall not be liab3e for' any damage to L,essee's equipment or Antenna Facilities, and Lessor shall not be liable for vandalism or malicious mischief caused by third parties, known or unknown, to I.essee's equipment or facilities, nor shall Lessor be liable for any lost "revenue, business or profits of I.essee. 19. AssiQnment. (a) L.essee may not assign or sublet this I.ease without the prior written consent of I,essor, which consent shall not be withheld or delayed without reasonable cause. Notwithstanding the provisions of this pazagraph, Lessee shall have the rigJ�t, without I.essor's consent, to assign tYus Lease to any financially resgonsible pazent, subsidiary, or affiliate of Lzssee or any corporauon into which Lessee may be merged or consolidated or which purchases all or substantially all of the assets of Lessee, as long as assignee assumes the obligations of this Lease. Any approved sublease that is entered into by I,essee shall be subject to a11 of the provisions of this L.ease. (b) The parties acknowledge that this is a nonexclusive lease. Nothing in this T.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 Assigns. This Lease shall run with the Property. This I.ease shall be binding upon and inure to the benefit of the parties, their respective successors, personal representatives and assigns. 2l. Surrender of Premises. At the expiration of the inirial term of this Lease, or any Renewal Term, or any eazlier termination of this Lease, I.essee shall guit peacefully and surrender possession of the L.eased Premises in as good condition as when it was delivered to Lessee, reasonable wear and tear and casualty loss excepted. I,essee shall remove its equipment, personal pzoperty, Antenna Facilifles, andleasehold improvements from the Property on or before date of expiration or ternunafion, and shall repair any damage to the Property caused by such equipment, all at L.essee's own cost and expense. 22. Markin� and Li�htin� Requirements. Lessor acknowledges that it sha11 be responsible, at its sole cost and expense, for compliance with ali building marking and lighting requirements that the Federal Aviation Administrafion ("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 communications equipment installed on it, itrespective of Lessee's Antennae Faciliries. I.essor shall indemnify and hold harmless I.essee from any fines or other liabiliUes caused by Izssor's failure to comply with such requirements for an elevated water storage facility 5tructure. Further, should the FAA cite Lessor, or in the event any claims are brought against Lessar because the Structure alone is. not in compliance, as opposed to the Structure with Antenna Faciliries, then L.essor shall indemnify Lessee for full costs, liabilities, damages and expenses, including reasonable attorney's fees. Further, if I.essor does not cure the conditions of noncompliance on the Stzuchu within the time frame aliowed by the citing agency, Lessee may terminate this Lease immediately without any further liability hereunder upon written notice to I,essor. V:�F.ngineering\CLERICAT.�BOARD�.4.greemenuV,EASE�T-Mobil\Cottage_l 1-13-07.doc 12 D �-/!(� 9 Lessee acknowledges that it shall be responsible at its sole cost and expense, for compliance with all building marking and lighting requirements that the FAA may require with respect to Lessee's Antenna Facilities. In the event the FAA deternunes that the Structure must be additionally marked, lighted, or in any way modified, due to the existence of Lessee's Antenna Facili�ies, Lessee shall have the option to mark, light or modify the Structure at its sole expense, or to terminate this Lease, pursuant to Section 1 Z. Termznation. Said marking, 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 fliirty (30) days of receipt, and failure to make any objection within said thirty (30} day period shall be deemed approval by Lessor. 23. RF Radiation Comnliance. (a) The RF Engineer will perform a radiation survey of the Property following Lessee's inifial RF transmissions on the Leased Pzemises. L,essee shall be responsible for all costs of such survey, at a cost not to exceed $1,000. (b) I.essee shall implement all measures at the iransmission site required by FCC regulations, including but not limited to posting signs and markings. Lessor shall cooperate with and permit I,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 furizre party causes the entire site to exceed FCC Radio Frequency radiation limits, as measured on the Premises, L.essor shall hold such future party liable for all such later-arising non-compliance. 24.Third Partv Apvrovals, Inspections and Evaluations. The I,essee shall be responsible for all costs associated with obtaining required reviews, approvals, inspections studies surveys or evaluations, whether required by this I.ease or by other goveming authorities. 25. Noise Reslrictions. Noise from Lessee's equipment shall not exceed 55 decibels, as measured at any location on neighboring property ("Allowable Noise Level"). Lessor will take noise levei measurements from time to time to verify compliance. In the event it is found that L,essee's equipment exceeds the Allowable Noise Level, Lessor shall provide Lessee with written notice and Lessee shall take immediate steps to provide perxnanent reducfion in the noise of its equipment to the Allowable Noise Level. If I,essee does not so reduce its Measured Sound L,evel within sixty (60) days of receipt of written notice of event, said occurrence shall consritute an event of default as otherwise defined in L.ease paragraph 12, Termination. 26. Miscellaneous. (a) Each party agrees to furnish to the other, within thirty (30) days after notice of receipt of the request, such truthful esYOppel information as the other party may reasonabl� request. (b) This Lease constitutes the entire agreement and understanding of the parties and supersedes any and all offers, negotiations, or other agreements of any kind. There aze not representations or understandings of any kind not set forth herein. Any modification of or amendment to this Lease V:lEngineexing\CLERTCAL�BOARD�Agreemenu�I.EASE,IT-Mobil\Cottage_11-13-07.doc ]3 ��-�i�� must be in writing and executed by both parkies. No provision of this Lease will be deemed waived by either pariy unless expressly waived in writing by the waiving party. No waiver shall be implied by delay or any other act or omission of either party. No waiver by either pariy of any provisions of this I.ease shall be deemed a waiver of such provision with respect to any subseguent matter relating to such provision. This Lease may be executed in multiple counterparts, each of which shall be deemed an original, but all of which together shall consritute a single instrument. (c) T4us 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, Saint Paul, Minnesota. (d) If any term of this I.ease is found to be void oz invalid, such invalidity shall not affect the remaining terms of this Lease, which shall continue in full force and effect. (e) Upon request by Lessee, L,essor agrees to execute a recordable Memorandum of this Lease. (fl Exhibits "A" through `B" listed below are herebq incorporated into this I,ease by reference. Exhibit "A" Legal Description and Site Plan Eachibit "B" Antenna Facilities and Frequencies E�ibit "C" Security Ptan Exhibit "D" Technical Minimum Site Standards Exhibit "E" Memorandum of Lease Recording [Remainder of this page is left intentionally blank] V:lEngineerina CLERICAL�HOARD�.SgreemenuV�EASE�T-MobillCottage_11-13-07.doc 14. v7- r�� IN WITNES5 Wf�REOF, the parties hereto have executed this I.ease, the day and yeaz first above written. For Lessor: BOARD OF WA'I'ER COMNIISSIONERS OF THE CITY OF SAINT PAUL Approved: FIN 41-6005521 By Stephen P. Schneider, General Manager Saint Paul Regional Water Services Approved as to form: Assistant City Attomey For Lessee: Approved: : : Patrick Harris, President Janet Lindgren, 5ecretary CITY OF SAINT PAUL: Christopher B. Coleman, Mayor Shari Moore, City Clerk Matthew G. Smith, Director Office of Financial 3ervices T-MOBILE CENTRAL, LLC A Delaware limited liability company Tas TD BY BY Itsi,egal Counsel Raj Tank, Vice President - Engineering V:�P.ngineexing\CI,ERICAL\BOARD�.Sgreements�TEASE�T-MobIl\Cottage_I1-13-07.doc . lrj BOARD OF WATER COMM15510NER5 RESOLUTION — 6ENERAL FORM a�-ii�y No 6070 GOMM M�nt.gcnn�**� pAT November 13, 2007 WHEREAS, T-Mobile Central, LLC desires to lease space from the Boazd of Water Commissioners at the Boazd's Cottage Avenue Standpipe site located at 2095 Ciear Avenue, Saint Paul, Minnesota, to install and operate a wireless communication system; and WFICREAS, staff has prepared a Lease Agreement which provides for a five (5) year lease and which automatically renews for three (3) additional five (5) year terms, staxting at an annuaI lease rate of $27,000 and increasing each subsequent year, and does recommend approval of same; and WHEREAS, the assistaut city attorney has approved said Lease Agreement as to form; now, therefore, be it RESOLVED, that the Lease Agreement between the Boazd 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 Lease Agreement and to authorize and direct the proper officers of the City of Saint Paul to execute saad Lease Agreement on behalf of the City. 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T-Mobile USA Cottage Avenne Sfandpipe Antenna Facilities and Freqnencies November13,2007 AN7ENNA FACILITIES AND FREQUENCfES Base Stafion Cabinets Nokia iTlhasite BTS 40 Watt ERP Antennas 9 Andrew TTvIBX-6516-RZM panel antennas Frequencies - Band B PCS and AWS Band Receive Range: 1870 - 1885 MHz and 1710-1755MIiz Tzansmit Range: 1950 - 1965 h�IHz and 2110-2155 MHz Receive Transmit x8 �z) T� �Mgz) Channel 1 Frequency Hopping Frequency Hopping 2 T-Mobile U5A has the following pazameters: PCS B block, chanuels 612 — 685 Base station Tx frequencies: Base station Rs frequencies: Modulation/Standard: MaYimum EIl2P: Channel Bandwidth: 1950 - 1965 MHz 1870 —1885 MHz GMSK for GSM AWS R3-E 2140-2145MHz 1740-1745 MFIz D7 % +58dBm (43dBm + 18dBi gain antenna less 3dB coax loss) 200 KHz Antenna Information: TMBX 6516-R2M Antenna Size _ Gain = 17.SdBi 59" x 6.6"�x 3.3 Azimuth beam width = b5° Weight � 201bs. including Elevation beam width = 7.2° mounting hazdware . EXHIBIT "�" 6�-i��q (Desired) T-Mobile PCS Antenna Height: Approx 90 ft. (center of antenna) Standard Antenna configuration: Governing FCC Rules: 3 antennas per sector 3 sector design, 120° each Center of sectors at 0°, 120° and 240° wrt TRUE NORTH Horizontal Spaeing: 10' Code of Federdl Regulations Ti$e 47 (Telecommunications) Part 24 (subpart E} Out of Band Emissions: Section 24238 (a) On any frequency outside a licensee's frequency block, the power of any emission sha11 be attenuated below the transmitter power (P) by at least 43 + 101og(P)dB. This is an FCC requirement. Below aze the equipment specifications: Note that F= frequency of other party and Fbe = frequency at block edge, for B block Fbe =1950 and 1965 MfIz Out of block: <=-13 dBm/12.SkHz for � F— Fbe �<=1 MHz <=-13 dBmINIIIz —1.2 dB/MI�z { F- Fbe � for 1 MEIz< � F- Fbe �<=65 MHZ <=90 dBm/ME�z for: � F- Fbe �>65 MIIz. Intermodularion I.evels: AC power requirements: AC input voltage AC input current Compliant per EN 300 386-2 and 47 CFR Ch 1, Part 15, Subpart B 208/240 VAC, 50/60 Hz, single phase 25Alphase (ADUA), 40A/phase (ADBU} EXHtBIT "6" 6 7-!/!�5 SECURITY PI.AN Remote Facilities Access Saint Paul Regional Water Services (SPRWS� Standard Operating Procednre (SOP} Effective Date: January 1, 2604 INTEIVT: SPRWS is dedicated ta providing its employees with the safest work environment possible and to taking every reasonable precaution to ensure the safety af potable water deliveretl to orir communities. This SOP provides conditions for persons with need to access SPRWS facilities outside the McCatrons water treaimeirt facilities (Remote Facilities). It establishes procediaes for access as well as the issuance and dispIay of proper identificarion by persons with unescorted access rights_ SECLJItTrY OF FACILTl'I�S: Persons with routine access to remote facilities include SPRWS staff, agents of entities leasing space, agents of anv oiis cities, and various law enforcement personnet. Other entities also have occasional access needs under the supervision of SPRW5 staff. With so many persons having legitimate access needs, it is imperative that specific procedures be established W ensure that the highest level of security possible. As a result, the following procedures are established: 1.0 FAC3LTTY LOCKS 1.01 All Remote Facili6es will be secured with high-security locks utilizing high-secnrity keys (Keys). a) I.ocks w71 be fi�ruished and ivstalled by SPRWS. b) No other locks are pemutted, and all such other locks will be removed and disposed of. 1.02 Issuance of Keys a) SPRWS siaffwbo requue access, as determiued by the appmpriate SPRWS division manager, wi11 be issued Keys. S�ch Keys will be reduced to the lowest possible number. 1. SPRVJS staff aze responsible for the safe keeping of Keys issued to them. 2. Repeafed lost keys will be considered negligence and may result in conective ac6on and/or discipline by SPRRIS management. b} Other agents who reqnire access, as determined by the appmpriate SPRWS division manager (Authorized Ageuts), will be issued sit�specific Keys. Pagelof5 EXHiBIT �f�" 07-//�n�' 1. Authorized Agenis may include, but are not necessarily limited to, those of local, sfate and federal governmental units and law enforcemeJrt agencies (Public Agencies), and those of leaseholdezs, irtility or maintenance companies (Private Agencies). 2. The number of site specific Keys issued willbe limitedtothe lowest number neededby each Aufhorized Agent, as deteimiued by SPRWS. 3. Prior to issuance of Keys, Private Agencies will be rec�rire3 to place a deposit with SPRWS in the amotmt of $Z00 for each Key issued. 4. Public Agencies will be issued Keys at no cost 5. Private Agencies losing keys will forfeit their deposit and must make a new deposit prior to issuance of replacement Keys. 6. Frior io issuance of replacement Keys, both Public and Private Agencies must pay a key replacemettt chazge, which shall be either the actual cost of replacement or $75 per Key, wluchever is greater. 7. Any Private Agency which has lost more than 5% of the keys issued to them will be raquired to pay all costs necessary to re-key the affected-facilities, plus all costs to reissue Keys to all Private and Public Agencias Key holders of record. - c) Key audits will be conducted at least once each calendar year. 1. Each SPRWS staff member, and each Authorized Agent, to whom SPRWS Keys were issued will be required to sign a Key Audit 5tatement aclrnowledging their continued possession ofthe Key. 2. Both Public and Private Agencies are responsible for the retmu of a11 Keys issued to their agents who leave their employ or aze no longer required by the Authorized Agency to access SPRWS facilities. 3. Lost keys must be reported immediately to SPRWS by contacting tfie Engine Room at 651-266-1660. 4. Repeated losses will result in larger deposit requirements, as may be determined necessary by SPRVJ5 staff. 2.0 IDENTIFICATION PROCEDTTRES 2A1 All SPRWS staff and personnel aze issued a SPRWS photo identifica6on card (ID Cazd) at the McCarrons facility. 2A2 A11 Autborized Agents of Private Agencies must complete employee background checks equal to th6se established and required by SPRWS for its own staff and personnel. 2.03 SPRWS will issue, aC the McCarrons facility, photo identification cards to the Authorized Agents of Private Agencies by appointment. Please call 651-266-1627 to schedule an appointment. Page2of5 EXHf�IT "�'� ��7-i/G 9 a) Persons presenting themselves for ID Cards musE have the following: i. Government issued photo identification (drivers license, passport, etc.). 2. Completed SPRWS form certifying the complefion of a backgound check. (Master fonus and background criteria will be ptovided to each Private Agency applicant for flus purpose. No otfier forms will be accepted.). 3. A check or money order paid to the order of the Board of Water Commissioners in the amount of $150 as a refundable deposit for the ID Cazd. Deposits will be refunded upon rehun of the ID Cazd to the designated SPRW5 personnel. Increased deposit amounts may be required for applicants from Private Agencies who have lugh loss ratios as determined by SPRVJS. b) All persons issued ID Cards aze responsible for their safekeeping and control. They aze issued for the sole use and canvenience of tha person listed on the face of the ID, and they may not be used for other than the official performance of duties. 2.Q4 Private Agencies are ultimately responsible for the return of all ID Cards issued to their agents who leave their employ and no longer have the need to access SPRWS facilities. a) ID Cazd audits will be conducted at least once each calendaz year. 1. The loss or theft of an identification card must be reported immediately to Mary Hiber at 651-266-1627. After hours lost or stolen ID cards must also be immediately reported to SPRWS Engine Room at 651-266-1660. 2. Replacement cost for a lost ID Card will be established by SPRWS and posted at the office where they are issued. 3. Deposits for ID Cazds nat returned by persons no longer employed by a Private Agency will be forfeited 3.0 SITE ACC'ESS REOITIItEMENTS 3.01 Request to access site reqixired prior to entry. a) D IlTSl� normal business hours (730 am to 4:00 pm, Mondays through Fridays, except legal holidays). 1. Contact Bill Tschida [651-266-62651. 2. All callers must provide name, the number of people seeking entrance and the expected duration of their presence at the facility. 3. Bill Tschida will grant or detry access pemvssion based on such information and communicate outcome to the Pumping Engineer II on duty in SPRWS Engine Room [651- 266-1660] (PE In. 4. In the event tfiat Bill Tschida is not able to be contacted within four (4) hours of the initial attempt, follow the procedures in d) below. Page3of5 EXH�BIT "�� b} A$er normal bnsiness hours. 1. Contact PE II [651-266-1660]. 6 �-/�l0 9 a PE II will make arrangements with the Dislnbution after-hours Tum-On truck to deliver a Key to the Authozized Agent(s) at the site. b. Distdbution personnel will be responsble to verify the identity of the Agent(s) and to monitor Agent{s') activity at the site. 2. Under certain conditions, Dislribution personnel may not be available, in which case PE IIs will use their best judgment to determine iftheze is another way to grant access to the Agent, or to deny or delay access. c) Routine and regulazly scheduled 1. VVhenever possible, Authorized Agencies that require repeated, routine access shouId schedule such access during nonmal business hours. 2. Public and Private Agencies requiring regulaz access to sites must contact Bill Tschida [651-266-6265] no less than 24 hours in advance to make arraugements for access and escort. d) Emergency Emergency access during normal business hours: Bill Tschida [651-266-6265]. If no answer, PE II[651-266-1660]. 2. Emergency access after noimal business hours: PE II[651-266-1660]. If no answer, Distriburion [651-266-6868]. 3. Repeated emergency needs may result in chazges for SPRWS staff time. e) Whenever contacted by agents, PE II and Distributian Dispatch to leave a message for Bill Tschida [651-266-6265] about the details of calls and actions taken. 3.02 Wi�ile af site. a) While working at the facflity, people with an ID Cazd must display it on the front of their outeimost gatment above the waist at all times while on SPRWS property. b) Persons who do not have an ID Cazd must be under escort of SPRWS or other property identified person(s). c) Authorized Agexits are required to perform their necessary work on the site in a inanner that does not compromise site security. This includes, but is not limited to, securing all doors and gates before leaving the site. � Page4of5 EXHIBIT " �� 0'7�//l0�1- 3_03 Leavingsite. a) I7uring normal business hoiss, Authorized Agents must notify Bill Tschida [651-266-6265] when leaving the site. b) After normal business hours, Auffiorized Agents must notify PE II[651-266-1600} when leaving the site. 4.0 SPRWS COI�ITACTS 4.01 13ormal and emergency access d1ff1Il_g_normal business hours: Bill Tschida [651-266-6265]. If no answer, PE II[651-266-1600]. 4.02 Normal and emergency access after normal business hours: PE II [651-266-1600]. 4.03 Emergency access a$er normal business hours: PE II[651-266-1600j. If no answer, Distribufion Dispatch [651-266-6868]. - End - Page5of5 G/�fl'�'1 "�� a �7-//to y TECRNICAL MINIMUM SITE STANDARDS Saint Panl Regional Water Services Water Tower Antenna Site 2. All equipment 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 special approval. Additional shielding kits may be required. At least 60 db of isolation for 450 MHZ, 800 MHZ and 900 MHZ transmitters and 30 db of isolation for 150 MHZ and 40 MHZ iransmitters must be provided. A hannonic filter must tie provided on the transmitters between the autenna and any ferrite device used. Additional filtering arid isolation may be required and will be considered on a case-by-case basis. 3. Maximum iransmitter power allowed into the antenna feed line shall be 110 watts per — transmitter. Higher power levels will be considered on a case-by-case basis. Additional protective devices may be required. 4. Only jacketed copper Helias cable sha11 be permitted for transmission lines at the site. All on-site intercabling must use RG/9, RG/142, RG/214 or'/z inch Superflex. RG/8 or any other single sluelded cable will not he allowed. Proposed transmitters that will cause second order, third order or fifth order intermodulation producfs on e�sting receiver frequencies will not be permitted on the site. A receiver with the same frequency as an e�sting second order, third order or fifth order intermodulation product at the site will not be permitted on the site. 6. ATl iransmitters shall be equipped with band-pass cauities that will provide at least the following attenuation of side band noise, if needed: 40 MHZ band: 150 MHZ band: 450 MI�Z band: 8001900 MHZ band: Microwave: 50 db at ] ME3Z 50 db at 1.5 MHZ 50 db at 2.S 1VIHZ 50 db at 10 MHZ 50 db at 20 MI3Z EXHIBIT "D" a�-�� TECHNICAL NIII�TIMUM SITE STANDAIiDS - Continned 7. Each cabanet must be identified by the owner's name, address, FCC station license nwnber aud the name and telephone number of the responsible service agency. 8. Prior to approving any application for antenna space at the si#e, an engineering study will be prapared by Lessor's communications engineer consisting of at least the following itezns: a. Intermadvlation interference (JIvn calculations of all transmitters and receivers knownto e�st inthe azea attime of application. (Study will include 2nd, 3rd and Sth order IM terms, and A+ B- C, three-product terms.) b. Transnutter noise and receiver desensing calculations of all equipment at the site. c. Analysis of best equipmenY and antenna locations at the site. d. Analysis of AC power requirements. e. Report to prospective site user regarding application. 9. Plan and specifications to secure equipment to the tower must be submitted to and approved by Saint Paul Regional Water Services prior to installation. -End- EXHtBIT "D" a�-i�� MEMORANDUM OF LEASE 1ffiS MEMORANDUM OF LEASE {"Memorandum"), by_and between the Boazd of Water Commissioners of the City of Saint Paul, a municipal corporation under the laws of the State of Minnesota ("Lessor"), and T-Mobile Central LLC, a Delawaze limited liability company ("I.essee"). R'HEREAS, Lessor and I,essee entered iato a Water Tower Site Lease dated November 13, 2007 (the "f,ease"), regaz8ing a portion of foYlowing described property: That part of the Southeast Quarter (SE 1 /<), Section twenty-three (23), Township twenty-nine (29), Range twenty-two (22), commencing at a point 678.71 feet East of the Northwest comer of Lot 12, Katherine's Addirion, according to the recorded plats thereof on file and of record in the Office of the Registraz of Titles, in and for Ramsey County, Minnesota; thence South 268.97 feet to a point 711.69 feet Easterly from the West line of the Northwest Quarter (NR"/<) of the Southeast Quarter (SE 'l<) of Section twenty-three (23), Townslup twenty-nine (29), Range twenty-two (22) Ramsey �ounty, Minnesota; thence Easterly 162 feet thence Northerly to. the South line of.Cottage Avenue. All in Ramsey County, Minnesota WHEREAS, Lessor and I,essee desire to record nofice of the Lease in the Official Records of Ramsey County. NOW, 'THEREFORE, in consideration of the foregoing, Lessor and Lessee hereby declare as follows: 1. Demise. I,essor has leased the Premises to Lessee together with the non-�clusive right to access the Premises, and Lessee has hired the Premises from Lessor, subject to the terms, covenants, and conditions in the Lease. 2. Date. The term of the Lease is scheduled to commence on November 14, 2006 and shall expire December 31, 2026, subject to Lessee's Extension Term options. 3. Lease Controlline. Tlris Memorandum is solely for the purpose of giving constrvctive notice of the Lease. In the event of conflict between the terms of the Lease and this Memorandum, the terms ofYhe Lease shatl control. (Signature and Acknowledgement Pages Follow) EXHIBIT "E" o�-��c�� Approved: Stephen P. Schneider, General Manager Saint Paul Regional Water Services Approved as to forni: � Assistant City Attomey Approved: Lessor. BOARD OF RTATII2 COMM[SS] OF THE CTTY OF SAINT PAUL FIN 41-6005521 � Patrick Harris, President By Janet Lindgren, Secretary CTTY O�+ SAINT PAUL: Mayor By Shari Moore, City Clerk � Matthew G. Smith, Director Office of Financial Services Lessce: T-Mobile Central, LLC A Delaware limited liab�ity company Tas ID By B (Legal Counsel) Raj Tank, Vice President - Engineering 67�//� 9 ACKNOWLEDGED'�Pi'PS Board of Water Comm;e�;oners of the City of Saint Paul STATE OF MINNESOTA COLINI'Y OF RAMSEY � �7 ) )ss. ) � 200_ before me, Notary Publiq petsonally appeazed Pafrick Hanis, President of the Board of WaYer Commissioners of the City of Saint Pavl, a Minuesota municipal corQoration, personally known to me (or proved to me on the basis of satisfactory evidence) to be ihe person whose name is are subscnbed to the witUin instrument and acl�owledged to me that they executed the same in their authorized capacity on behalf of ihe corporarion. Witness my hand and official seal. Notary Public STATE OP MINNESOTA ) )ss. COUN'PY OF RAMSEY ) Oa , 200_ before me, Notary Public, personally appeazed Janet Lindgren, Secretary respectively, of tte Boazd of Water Commissioners of the City of Saint Paul, a Minuesota municipal corporation, ^ personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is are subscribed to the within instrument and admowledged to me that they executed the same in their authorized capacity on behalf of the corporation. . Witness my hand and official seal. Notary Public City of Sai�t Paal STATE OF MIIQNESOTA COUNPY OF RAMSEY ) )ss. ) On 200_ before me, Notary Public, personally appeared Mayor of the City of Saint Paul, a Minnesota municipal corpornrion, personally lmown to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is aze subscribed to the within instrument and acknowledged to me ihat they executed The same in iheir authorized capaci4y on behalf of the corporation. Witness my hand and official seal. Notary Public ACKNOWLIDGEMF.N2'S C�ty of Saint Panl (continne� STATE OF MINI3ESOTA COUNTY OF 12AMSEY ) )ss. r a��iiU � On , 200_ bePore me, Notazy Public, personally appeated Shari Moore, City Clerk of the CiYy of Saint Paul, a Mmnesota municipal co:porntion, pe:sonally known to me (or proved to me on the basis of satisfactory evidence) to be The peison whose name is are subscribed to ihe within inshument and aclmowledged to me that they executed the same in the"u authoriaed capacity on behalf ofthe corporarion. �tness my hand and official seal. Notary Public STATE OF MII�NESOTA CO[JNTY OF RAMSEY ) )ss. } On 200_ before me, Notary Public, personally appeared Mathew G. Smitty Director, Offce of Pinancial Services of the City of Saint Pau1, a Minnesota municipal corporation, personally I�own to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is are subscribed to the within instrument and acknowledged to me ihat they �ecuted The same in their authorized capacity on behalf of the corporation. Witness my hand and official seal. Nohry Public T-Mobile Central, LLC STATE OF MINNESOTA COT.JNTY OF HENNEPIN ) ) ss. I ce�tify that I lmow or have satisfa�tory evidence that Raj Tank is The person who appeazed before me, and said person aclmowledged that he sigaed T]us ivshvment, on oath stated that he was authorized ta execute the iivstri�ment and acknowledged it as the Vice President - Engineering of T-Mobile Central, LLC, a Delawara limited liability company, to be the free and voIuntary act of such party for the uses and purposes mentioned in the instivment Dated: Witness my hand and official seal. Notary Public , (12l14l2007) Councillnfo - Removal of Consent Agenda Item - 12-12-07 Page 1, From: "Paui Harrington" <pauiharrington@comcast.net> 70: <councilinfo@ci.stpaul.mn.us> Date: 12/12/2007 1036 AM Subject: Removal of Consent Agenda Item - 12-12-07 CC: "Paul Harrington" <paulharrington@comcast.net>, "Bill Tschida" <bill.tsc... Dear Sirs and Madams - On behalf of my client - T-Mobile Central, LLC - please allow this email correspondence to serve as a request to remove the T-Mobile Consent Agenda Item (number 14) from this aiternoon's Agenda. It was the intent of my client to ask the Council to remove the item for further discussion prior to formal action. However, City Staif has informed me that today's meeting includes the proposed 2008 City Budget and, as such, the opportunity to discuss the item is not possible. On behalf of my client, I would ask that the Council place the item on the next available Council agenda for discussion. Thank you for your consideration. Should you have any questions, feel free to call/email. Sincerely, Paul Harrington CARLSON & HARRINGTON, Inc. Authorized Representative of T-Mobile Central, LLC 612-810-8174