10-328Council File #�_��
Green Sheet # 3101956
Presented by
RESOLUTION
CITY OF SAINT PAUL, MINNESOTA
- � ;i -., , 1
�
WHEREAS, the City of Saint Paul does possess fee simple title to the water tower site
commonly known as the Cottage Avenue Standpipe site, located at 2095 Clear Avenue,
Saint Paul, Minnesota (the "Propert}�'), such possession of tifle being for benefit of Yhe
Boazd of Water Commissioners; and
WHEREAS, TTM Operating Corporation, Inc. desires to lease space at the Property
from the Board to install and operate telecommunications backhaul equipment; and
10
11
12
13
14
15
16
17
18
19
WHEREAS, the Board did adopt Boazd Resolution No. 7071 which approved a Lease
Agreement with*rio.,. �xr..oio�� r r r allowing such an installation, and which did also
request that the Honorable Council of the City of Saint Paul likewise grant approval of
the lease; now, therefore, be it * TTrt operating Corporation
RESOLVED, that the Lease Agreement between the Board of Water Commissioners
of the City of Saint Paul and TTM Operating Corporation, Inc. allowing the installation
and operation of telecommunications backhaul equipment at the Board's Cottage
Avenue Standpipe site, located at 2095 Clear Avenue, Saint Paul, Minnesota 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 I N
Aartis
Adopted by Council: Daie
Adoption Certified �b Cound Secretary
By: _____��1-Ldf'/ � '
Approve b ay c: Date Z l� �l�
By:
Requested by Depariment of:
Saint Paul Re ional Water Services
By: �
r
Approved by ee-� �nanc 1 S,erw�ces �
By: / /
; ,' ,�
Approved by City Atto ey
� � (�� � �
BY� `'rt'7 rSGt �1 � �!.l�l�/ /
Approve b � or ubmi i C �il
By:
✓
✓
✓
✓
� Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet
)epartmenUOffice/Councii: DaM Initiated: � ! � �"
WA_WaterUtility 70MAR2010 Green Sheet NO: 3101956
Contact Person & Phone:
Bill Tschida
6626
Must Be on Council Agenda by (Date):
24MAR-10
Doc. Type:OTHER (DOESNT FIT ANY
CATEGORI�
E-Document Required: N
Document Contact:
Contact Phone:
�
Assign
Number
For
Routing
Order
Total # of Signature Pages _(Clip All Lowtions for Signature)
0 ater Otili Steve Schneider
1 ity Attornev Lisa veiN
2 inancial Services Mar aret Kell
3 a oYsOtfice Ma orColeman
4 ouncil 0
5 i Clerk 0
�
Adopt Council Resolution approving and authorizing execution of a lease agreement between the BWC and TTM Operating
Corporation, Inc. allowing the installation of backhaul ground equipment at the Boazd's Cottage Avenue Standpipe site at 2095 Cleaz
Avenue in S[. Paul.
Attachments: I) Staff Report, 2) Proposed Council Resolution, 3) Lease Agreement, 4) Board Resolution No. 7071
Recommendations: Approve (A) or Reject (R):
Planning Commission
CIB Committee
Civil Service Commission
Yes No
Explain all yes answers on separate sheet and attach to green sheet.
Initiating Problem, Issues, Opportunity (Who, What, When, Where, Why):
TTM Operating Corporation, Inc. desires to lease space on the Board's Cottage Avenue Standpipe site at 2095 Cleaz Avenue in St.
Paul to install and operate backhaul equipment tn serve wireless operators on the site. The properiy is in the name of the City for
benefit of the Board.
AdvanqgeslfApproved:
Boazd of Water Commissioners will receive additional revenue.
Disadvantages If Approved:
None.
Personal Service Contrects Must Answer the Following Questions:
'1. Has ihis personifirm everworked under a contract for this departmeM?
Yes No
2. Has this person/fircn ever been a city employee?
Yes No
3. Does this personffirtn possess a skill not normally possessed by any
current city employee?
b•8/3Cs � � ����
Disadvantages If Not Approved:
Revenue potential will not be realized.
ToWI Amount of
Transaction:
Funding Source:
Financial Information:
(Explain)
��;��� .q ; .-.� . . .'.
�
CosURevenue Budgeted:
Activity Number:
March 10, 2010 1121 AM Page 1
,
�
z � ,
COTTAGE AVENUE STANDPIPE
: LOCATION MAP
� ��
y_ rne r"�"�,� \ �, °' � t�n i'4moo ��'
. ,,,�{�. v sl �1 � woc`„ :eao 5 ..�'
t ' x ',-� -' � a l��'��.�CaY:\\\ . xo .�� sr"`Cv ��rrvmm��.
. �:�.. �
10-328
Staff Renort
March 10, 2010
Cottage Avenue Standpipe site Lease Agreement between
Board of Water Commissioners and
TTM Operating Corporation, Inc.
TTM Operating Corporation, Inc. desires to install and operate backhaul equipment at the Board
of Water Commissioners Cottage Avenue Standpipe site located at 2095 Clear Avenue in St.
PauL This equipment consists of three cabinets on a H-rack in a 4'x8' space on the ground and
uses fiber cable to provide backhaul services to wireless providers on the site.
The property is in the name of the City for benefit of the Board.
Following negotiations, staff prepared the attached 5-yeaz lease that automatically renews for
three additional 5-year terms and has a starting annual rent of $4,800 with a 5% annual escalator.
District Council No. 2 unanimously supported the installation at its February 17, 2010 meeting.
The Board of VJater Commissioners approved the lease at its Mazch 9, 2010 meeting and
requested the City likewise approve the lease.
See attached Location Map.
10-328
SITE LEASE AGREEMENT
Between BOARD OF WATER CONIlVIISSIONERS OF THE CITI' OF SAiNT PAiTL and
TTM OPERATING CORPORATION, INC., A NEVADA CORPORATION
This Lease Agreement ("Lease') is entered into this day of , 2010,
between the BOARD OF WATER COD'INIISSIONERS OF THE CITY OF SAINT PAUL, a
Minnesota municipal corporation ('Lessor'), and TTM OPERATING CORPORATION,
Il�C., A NEVADA CORPORATION ("Lessee").
In consideration of the terms and conditions of this Lease, the parties agree as follows:
l. Leased Premises.
Lessor hereby leases to Lessee certain space at Lessor's Cottage Avenue Standpipe, located
at 2095 Cleaz Avenue, St. Paul, Minnesota 55119. The water starage facility and its
appurtenances ("Structure"), and the Lessor's land upon which the Structure is situated are
collectively called the "Property". The property interest leased and granted by ttie Lessor to
Lessee (collecrively, the "Leased Premises") consists of the following:
• space inside the compound comprised of approximately 4' x 8', 32 usable square feet;
• space xequired for cable runs to connect equipment;
• 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 Lessee except as described above
and as described on Exhibit "A," Legal Description and Site Plan.
2. Terms/Renewals.
(a) The initial term of this Lease shall commence on first day of the month following Saint
Paul City Council approval, (the "Commencement Aate"), and sha11 expire on December
31, 2015. Lessee and Lessor agree to enter into an addendum to this Lease confirming
the Commencement Date, as contained in E�ibit "E," Memorandum of Lease Recording,
attacbed hereto and incorpoxated herein.
(b) Lessee 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 Lease shall 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 Lease, or unless Lessee notifies Lessor of its intention not to renew
prior to commencement of the succeeding Renewal Term.
3. Rertt.
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:
10-328
Board of Water Commissioners
Attn: Accounting
1900 Rice Street, O�ce Building
Saint Paul, Minnesota 55113
Lessor's FIN number is # 41-6005521.
Lessee shall pay all rent annually in advance, as indicated in the payment schedule below:
(a) Base Rent
Lessee shall pay Lessor, as rent, the sum of Four Thousand Eight Hundred Dollars
($4,800.00].) per year ("Annual RenY') based upon Lessee's installation and operation of
the facilifies identified in Exhibit "B," Facilities, ("Facilities"), attached hereto and
incorporated herein.
The first year's Annual Rent shall be pro-rated to the end of 2010, and sha11 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.
Lessee may not install and/or operate any additional or related equipment beyond those
Facilities identified in Exhibit "B," Facilities without the prior written consent of Lessor,
such consent not to be withheld, conditioned or delayed without cause.
(b) Annual Increase
Commencing January 1, 2011, and on January l of each subsequent year, the Annual
Rent shall be increased annually by five percent (5%).
(c) Addirional Rent
Additional 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 Lease. Additional Rent shall include the following fees, costs and expenses:
(1) costs for the repairs, improvements, or alterations required to be made by Lessee
in Section 6. Maintenance and Repairs;
(2) all general, or special taxes on Lessee's personal property. As a condition of
I,essee's obligation to pay any tax, Lessor shall provide Lessee documentation
from the taxing authority indicating with reasonable certainty that the taY was
direcfly attributable to Lessee's tenancy. Lessee shall have the right to file an
assessment appeal, and Lessor shall cooperate in any such appeal as reasonably
requested by Lessee, all at Lessee's sole cost and expense;
(3) all public utility rates, dues, and charges of any kind for utilities used by Lessee at
the Leased Premises; and
(4) fees, costs, and expenses for property insurance and/or uninsured losses as set
forth in Section 13. Insurance.
2
10-328
In the event that Lessee does not pay the required Additional Rent to the appropriate
party, Lessor may, at its option, and after thirty (30) days prior written notice to Lessee,
make such payments. Upon Lessor's notice to Lessee that it has made these payments,
those amounts become due and payable by Lessee within thiriy (30) days.
4. Use of'Leased Premises.
(a) Primarv Use of Prooertv
The prianary use and purpose of the Property, including the Leased Premises, is for a
water storage structure and appurtenances to provide water service to customers of the
Lessor ("Primary Use"). Lessor's operations in connection with pursuit of the Primary
Use ("Lessor's Operations") take priority over Lessee's operations.
(b) Jeooardv of Primarv Use
(1) In the event that the Lessor's Primary Use of the Structure is put at risk because of
Lessee's operations ("Jeopardy"), Lessor sha11 provide written notice of such event to
Lessee. Lessor and Lessee agree to wark together to cure the occurrence that causes
the Jeopardy. Lessee 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 occusence of
Jeopardy shall constitute an event of default by Lessee, as otherwise defined in
Section 12. Termination. If circumstances beyond the control of Lessee prohibit the
Jeopardy from reasonably being cured within thirty (30) days, Lessee shall notify
Lessor of such circumstances and commence actions required to cure the Jeopardy
(e.g. assessing the problem, ordering necessazy equipment) within seven (7) days of
Lessor's written notice of Jeopardy and shall diligently pursue the cure to completion
within a reasonable time thereafter.
(2) In the event of Jeopardy that poses an immediate threat of substantial harm or damage
to the water supply, to persons, andlor property on the Leased Premises, as solely
determined by Lessor ("Severe Jeopardy"), Lessor may enter the Leased Premises
and take actions it determines are required to protect the water, individuals or
personal property from such Severe Jeopazdy; provided that promptly after such
emergency entry onto the Leased Premises, and in no event later than twenty-four
(24) hours after such entry, Lessor gives written notice to Lessee of Lessor's
emergency entrance.
(3) If Lessor determines that the conditions of a Severe Jeopardy would be benefited by
cessation of Lessee's operations, Lessee shall unmediately cease its operations on the
Premises upon notice from Lessor to do so.
(c) Lessee's Use of Leased Premises
(1) Lessee shall have the non-exclusive right, at its sole cost and expense, to use the
Leased Premises as a wireless communications facility ("Approved Use").
(2) In accordance with this Approved Use, the Lessee has the right to install, operate,
maintain, repair, replace, store or remove its utility building, equipment, personal
property, leasehold improvements, and appurtenances (collectively, "Facilities") as
shown in Exhibit "B", Facilities and attached Exhibit "A", Legal Description and Site
Plan.
3
10-328
(d} Laws Govemin� i)se
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 Lease is contingent upon Lessee
receiving all permits, licenses or approvals from all local, state, or federal land use
jurisdictions or agencies for Lessee's Approved Use. Lessee shall, at its sole cost and
expense, obtain all such necessary permits, licenses or approvals. Lessor agrees to
cooperate with Lessee in Lessee's pursuit of all such necessary permits, licenses or
approvals, and Lessee shall reimburse Lessor its reasonable costs to provide such
cooperation.
5. Instatlation of Equinment and Leasehold Imnrovements.
(a) Construction Plans
For the initial installation of all Facilities and for any and all subsequent revisions and/or
modifications thereof, or additions thereto, Lessee shall provide Lessor and Lessor's
Water Tower Construction 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 construction methods;
2) specifications for all planned installations;
3) diagrams of proposed Facilities;
4) a complete and detailed inventory 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 withheld, conditioned or delayed without
cause. Lessox shall haue thirty (30) business days to review the Construction Plans. 1f
Lessor fails to either approve the Construction Plans or provide written request for
changes oY said Construction Plans to Lessee within the thiriy (30) day period, the
Construction Plans will be deemed approved.
Lessee shall be solely responsible for all costs associated with said review and approval
of Construction Plans by Construction Engineer.
(b) Construction Scheduline
At least three (3) days prior to Lessee's construction mobilization, Lessee shall conduct a
pre-construction meeting on the Property. Said meeting shall be attended by the
Construction Engineer, Lessee's representative and all parties involved in the installation.
(c) Construcfion Ins ep ction•
All construction activity shall be subject to inspection and approval by the Construction
Engineer. If deemed necessary by the Construction Engineer, construction work
performed without direct inspection and approval of the Consiruction Engineer will not
be accepted and shall be removed or uninstalled at Lessee's sole expense. Lessee shall be
solely responsible for all costs associated with said inspection and approval of
construction work by Consiruction Engineer.
4
10-328
(d) Exposed Faciliries
All Facilities affixed to the Structure which have exterior exposure shall be as close to the
color of the Structure as is commercially available to the Lessee. For exposed coasial
cables, Lessor reserves the right to require Lessee to provide cables in manufactured
colors in lieu of painting.
(e) Damaee bv Lessee
Any damage to the Property, Leased Premises, or Lessor's equipment thereon caused by
Lessee's installation or operations shall be repaired or replaced at Lessee's expense and to
Lessor's reasonable satisfaction.
6. Maintenance and Renairs.
(a) Fro e
Lessor 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 Lessor's
Operations.
(b) Structure Reconditioning and ReDairS
1. From time to time, Lessor paints, reconditions, or otherwise improves or repairs the
StrucYure in a substantial way ("Reconditioning Work"). Lessor shall reasonably
cooperate with Lessee to carry out Reconditioning Work activities in a mannex that
minimizes interference with Lessee's Approved Use.
2. Prior to commencing Reconditioning Work, Lessor shall provide Lessee with not less
Yhan sixty (60) days prior written notice thereo£ Upon receiving such notice, it shall
be the sole responsibility of Lessee to provide adequate measures to cover or
otherwise protect Lessee's Facilities from the consequences of such activities,
including but not limited to paint and debris fallout. Lessor reserves the right to
require Lessee to remove all Facilities from the Structure and Leased Premises during
Reconditioning work.
3. During Lessor's Reconditioning Work, Lessee may maintain a mobile site on the
Property or, after approval by Lessor, on any land owned or controlled by Lessor in
the immediate area of the Property.
4. Lessee may request a modification of Lessor's procedures for carrying out
Reconditioning Work in order to reduce the interference with Lessee's Approved
Use. If Lessor agrees to the modification, Lessee shall be responsible for all
incremental cost related to the modification.
5. For minor repairs or maintenance, Lessor agrees to provide Lessee with five (5) days
advance notice of any such activities and to reasonably cooperate with Lessee to carry
out such activities in a manner that minimizes interference with Lessee's Approved
Use.
(c) Leased Premises
Lessee shall, at its own cost and expense, maintain the Facilities in good and safe
condition, and in compliance with applicable fire, health, building, and other life safety
codes.
5
10-328
7. ProperivAccess.
Access to the Property, including the Leased Premises, by outside persons, including
Lessee's employees, agents and assigns, shall at all times be govemed by Lessors Security
Plan, attached hereto and incorporated herein as Exhibit "C", Security Plan. Lessee agrees it
shall conduct its operations on the Property and the Leased Premises in accordance with all
requirements and conditions of said Security Plan. Subject to said requirements and
conditions of said Security Plan, Lessee and Lessor agree to the following:
(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 existing 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) Lessor retains the right to examine and inspect the Leased Premises for safety reasons and
to ensure that Lessor's covenants are being met. Lessor shall be liable for, and hold
harmless Lessee from, any damage to the Leased Premises ar to Lessee's equipment and
Facilities caused by Lessor in exercising its right to examine and inspect the Leased
Premises.
8. Utilities.
Lessor makes no representations that utilities adequate for Lessee's use of the Leased
Premises are available. Lessee shall be responsible for the cost of all urilities installed and
used by it at the Leased Premises. Lessor will cooperate with Lessee in Lessee's efforts to
obtain utilities from any location provided by the servicing utility.
9. Personal Pronertv and Real Estate Taxes.
If any of Lessee's improvements constnxcted on the Leased Premises should cause the
Properiy, or any portion of it, to be taxed for real estate purposes, it shall be the liability of
Lessee to pay that portion of such property ta�ces directly attributable to Lessee's equipment,
provided Lessor shall give Lessee prior written notification of such taYes so that Lessee will
have the opportunity to appear before the taYing authority to contest such taYes.
Notwithstanding Lessee's right to contest such taYes, Lessee shall pay its share of such taxes
within ninety (90) days of receiving notice of the same.
10. Compliance and Statutes. ReQUlations, and Approvals.
Lessee's use of the Leased 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. Lessee's 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.
ll. Interference.
(a) In the performance of its Approved Use, Lessee shall not damage or interfere with
Lessor'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
0
10-328
Lease, 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
eliminate such interference in accordance with reasonable technical standazds. In the
event Lessee cannot coriect the interference, Lessee shall have the oprion to terminate
this Lease, pursuant to Section 12. Termination. Lessee shall not be responsible for
interference that results from a change in the operations of other tenants after the
Commencement Date of this Lease.
(b) 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 additional parties that permits the installation of communications equipment
shall be conditioned upon not interfering with Lessee's Approved Use. Notwithstanding
the foregoing, Lessee acknowledges that Lessor may lease the Property, or any part of it,
to other parties in close proximity to the Leased Premises, and I,essee agrees to work
cooperatively with any such other parties, using accepted technical standards in
accordance with FCC standazds, to ensure that such other parties' use and Lessee's use
will be compatible and will not cause interference with each other. Lessor agrees that it
will require the same obligation of all such future parties in any lease or agreement witl�
such future parties.
(c) Lessor in no way guarantees to Lessee noninterference with Lessee's transmission
operations, provided, however, that in the event that any other party requests permission
to place any type of additional facility on the Pxoperty, the procedures of this Section
shall govern to determine whether such transmission facility will interfere with Lessee's
transmission operations.
In the event Lessor 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 Lessee, 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 thirty (30) day period
shall be deemed consent by Lessee, subject to interference provisions of paragraph 11(c)
of this Lease, to the installation of transmission facilities pursuant to said proposal.
Lessee shall not be responsible for the expenses incurred in any independent validation of
such interference objections.
(d) In the event that Lessee or other tenants on the Property 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 Lessee
shall abide by the RF Engineer's determination. Lessor agrees that it will require the
same obligation of all such future parties in any lease or agreement with such other
parties.
12. Termination.
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:
�
10-328
(a) By either party, upon a material default of any other covenant or term hereof by the other
pariy; 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, or if such cure cannot be
completed within sixty (60) days, within such reasonable time 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 and/or operation of the Facilities;
(2) the Leased Premises are or become unusable under Lessee's design or
engineering specifications for its Facilities, or the communications system to
which the Facilities belong; or
(3) Lessee's transmission is interfered with by Lessor or its other tenants' equipment.
Such right to terminate shall become void if Lessor cures such interference within
thirty (30) days of receipt of written notice.
(c) By Lessor, in the event that:
(1) Lessor determines, afrer review by an independent structural engineer, that the
Property is structurally unsound, including but not limited to consideration of age
of the Stnxcture, 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) Lessee does not complete installation of its Facilities as shown on Exhibit "B",
Facilities within one (1) year of the Commencement Date of this Lease.
If this Lease is terminated, pursuant to the terms and conditions of this Lease, rent shall be
pro-rated to the expiration date or the date on which all of Lessee's equipment is removed
from the Leased Premises, whichever is later [in the event of Termination under Sections
12.(a) by Lessee, 12.(c)(2), or 12.(c)(3)], or whichever is earlier (in the event of Termination
under any other Section). Within thirty (30) days after the date of the termination, Lessor
shall, if applicable, return to Lessee any amounts that Lessee has prepaid to Lessor.
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
result from Lessee's use of the Leased Premises. Any applicable liability policy shalllist
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,
Comprehensive General Liability Insurance Coverage, including premises/operation
coverage, bodily injury, property damage, independent contractors liability, completed
operations coverage, and contractual liability coverage, in a combined single limit of not
less than One Million Five Hundred Thousand Dollars ($1,500,000) per occurrence,
subject to Three Million Dollars ($3,000,000) aggregate. Lessee may satisfy this
requirement with underlying insurance and/or an umbrella policy.
0
10-328
(b) Lessee shall provide Lessor, priar 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 paragraph 13(a) above. Said
certificate shall also provide that the coverage may not be canceled, or non-renewed, or
materially changed without thiriy (30) days written notice to Lessor.
l4. 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 L,eased Premises by the Lessor to Lessee, or arising out of, or by reason of,
the use or condition of the Leased Premises, or as a result of Lessee's operations or business
activities taking place on the Leased Premises, provided the same is not due to the
contributory negligence or willful 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
L,essee is aware of the conditions of the Leased Premises and leases the same "as is."
1 S. Damage or Destruction.
If the Properiy or any portion thereof is destroyed or damaged so as to hinder its effective
use, Lessee may elect to terminate this Lease upon thirty (30) days written notice to Lessor.
In such event, all rights and obligations of the parties shall cease as of the date of the damage
or destruction and Lessee shall be entitled to the reimbursement of any rent prepaid by
Lessee, prorated to the date of the event.
16. 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, to the following addresses:
If to Lessor: Board of Water Commissioners
Attn: General Manager
1900 Rice Street, Office Building.
Saint Paul, Minnesota 55113
If to Lessee: Telecom Transport Management, Inc.
146 N. Canal Street
Suite 210
Seattle, WA 98103
Attn: Bill Buck
With a Copy To: Telecom Transport Management, Inc.
146 N. Cana1 Street
Suite 210
Seattle, WA 98103
Arin: Lease Administrator
L•]
10-328
17. Representations and Warranties.
(a) Lessor represents that (i) it has full right, power, and authority to execute this Lease; (ii)
it has good and unencumbered title to the Property free and 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 executing this Lease on behalf of Lessee
have the requisite corporate power and authority to enter into and perform this Lease on
behalf of Lessee.
(c) Lessor represents that it has no knowledge of any substance, chemical or waste on the
Properry that is identified as hazardous, toxic or dangerous in any applicable fedexal, state
or local law or regulation 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
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 hazardous, toxic or dangerous
materials from any and all sources other than those hazardous, toxic or dangerous
materials introduced to the Property by Lessee. Lessee represents and warrants that its
use of the Leased Premises herein will not generate and it will not store or dispose on the
Property nor transport to or over the Property any hazazdous substance, chemical or waste
contrary to any law or regulation. Lessee further agrees to hold Lessor harmless from
and indemnify Lessor against any release of any such hazardous substance, and any
damage, loss, expense, or liabiliry resulting from the breach of this representation or from
the violation of any state ar federal law by such release associated with Lessee's use of
hazardous substances, including payment of all reasonable attorneys' fees, costs, and
penalties incurred 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 or material
defined or designated as hazardous or toxic waste, hazardous or toxic material, hazardous
or toxic or radioactive substance, or other similar term by any federal, state, or local
environmental law, regulation or rule presently in effect or promulgated in the future, as
such laws, regulations, or rules may be amended from time to time. 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.
18. No Liabilitv on Lessor.
Except due to Lessor's willful misconduct or gross negligence, Lessor sha11 not be liable for
any damage to L,essee's equipment or Facilities, and Lessor shall not be liable for vandalism
or malicious mischief caused by third parties, lrnown or unlaiown, to Lessee's equipment or
facilities, nor shall Lessor be liable for any lost revenue, business or profits of Lessee.
19. Assi�nmenL
(a) Lessee may not assign or sublet this Lease without the prior written consent of Lessor,
which consent shall not be withheld or delayed without reasonable cause.
Notwithstanding the provisions of this pazagraph, as long as assignee assumes the
obligations of this Lease, Lessee's interest under this Lease may be sold, assigned or
10
10-328
transferred by the Lessee without any approval or consent of the Lessor to: (a) any entity
controlling, controlled by or under common control with Lessee; (b) any entity acquiring
substantially all of the assets of Lessee; or (c) any successor entity in a merger or
consolidation involving Lessee. Lessee shall provide Lessor written notice of such
assignments within thirry (30) days of execution. As to other parties, this Lease may not
be sold, assigned or transferred without the written consent of the Lessor, which such
consent will not be withheld, conditioned or delayed without cause. Lessee acknowledges
and ab ees that no assignment, sublease or other transfer of the Lessee's rights under this
Lease shall serve to constitute a release of the original named Lessee and/or the then
current Lessee. Any approved sublease thatis entered into by Lessee shall be subjectto
all of the provisions of this Lease.
(b) The par[ies acknowledge that this is a nonexclusive Iease. Nothing in this I,ease shall
preclude Lessor 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 Lease shall run with the Property. This Lease shall be binding upon and inure to the
benefit of the parties, their respective successors, personal representatives and assigns.
21. Surrender ofPremises.
At the expiration of the initial term of this Lease, or any Renewal Term, or any earlier
termination of this Lease, Lessee shall quit peacefully and surrender possession of the Leased
Premises in as good condition as when it was delivered to Lessee, reasonable wear and tear
and casualty loss excepted. Lessee shall remove its equipment, personal property, Facilities,
and leasehold improvements from the Property on or before date of expiration or termination,
and shall repair any damage to the Property caused by such equipment, all at Lessee's own
cost and expense.
22. Markinp and Liphtine Requirements.
Lessor aclrnowledges that it shall be responsible, at its sole cost and expense, far 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 communications equipment installed on it, irrespective of Lessee's
Facilities. Lessor shall indemnify and hold harmless Lessee from any fines or other liabilities
caused by Lessor's failure to comply with such requirements for an elevated water storage
facility Structure. Further, should the FAA cite Lessor, or in the event any claims are
brought against Lessor because the Structure alone is notin compliance, as opposed to the
Structure with Facilities, then Lessor shall indemnify Lessee for full costs, liabilities,
damages and expenses, including reasonable attorney's fees. Further, if Lessor does not cure
the conditions of noncompliance on the Structure within Yhe time frame allowed by the citing
agency, Lessee may terminate this Lease immediately without any further liability hereunder
upon written notice to Lessor.
11
10-328
23. RFRadiation Comnliance.
Lessee shall implement all measures at the transmission site required by FCC regulations,
including but not limited to posting signs and mazkings. Lessor shall cooperate with and
permit Lessee to implement a11 reasonable measures in order for Lessee to fulfill its Radio
Frequency exposure obligations. Lessor ab ees that in the event any future party causes the
entire site to exceed FCC Radio Frequency radiation limits, as measured on the Premises,
Lessor shall hold such future party liable for all such later-arising non-compliance.
24. Third Partv Approvals, Inspections and Evaluations.
The Lessee shall be responsible for all costs associated with obtaining required reviews,
approvals, inspections, studies surveys or evaluations, whether required by this Lease or by
other goveming authorities.
25. Noise Restrictions.
Noise from Lessee's equipment shall not exceed the level allowed by the city's Department
of Safety and Inspections (55 decibels at commencement of lease), as measured at any
location on neighboring property ("A1lowable Noise L,evel"). Lessor will take noise level
measurements from time to time to verify compliance. In the event it is found that Lessee's
equipment exceeds the Allowable Noise Level, Lessor shall provide Lessee with written
notice and Lessee shall take immediate steps to provide permanent reduction in the noise of
its equipment to the Allowable Noise Level.
If Lessee does not so reduce its Measured Sound Level within sixty (60) days of receipt of
written notice of event, said occurrence shall constitute an event of default as otherwise
defined in Lease 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 estoppel information as the other party may reasonably request.
(b) This L,ease constitutes the entire agreement and understanding of the parties and
supersedes any and all offers, negotiations, or other agreements of any kind. There are no
representations or understandings of any kind not set forth herein. Any modification of
or amendment to this Lease must be in writing and executed by both parties. No
provision of this Lease will be deemed waived by either party 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 party of any provisions of this Lease sha11
be deemed a waiver of such provision with respect to any subsequent 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 constitute a single instrument.
(c) This Lease shall be construed in accordance with the laws of the State of Minnesota.
Any legal action may only be commenced and pxoceed in the relevant district court in
Ramsey County, Saint 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 Lease, which shall continue in full force and effect.
12
10-328
(e) Upon request by Lessee, Lessor aa ees to execute a recordable Memorandum of this
Lease.
(fl E�ibits "A" through "E" listed below are hereby incorporated into this Lease by
reference.
E�ibit "A" Legal Description and Site PZan
Exhibit `B" Facilities
Exhibit "C" SecuYity Plan
E�ibit "D" Technical Minimum Site Standards — Intentionally deleted
Exhibit "E" Memorandum ofLease Recording
[Remainder of this page is left intentionally blank]
13
10-328
IN WITNESS WHEREOF, the parties hereto have executed this Lease, the day and year first
above cvritten.
For Lessor:
Approved:
:
Stephen P. Schneider, General Manager
Saint Paul Regional Water Services
BOARD OF WATER C0114NIISSIONERS
OF THE CITY OF SAINT PAUL
FIN ff 41-6005521
By
Patrick Hams, President
Approved as to form:
I:
Assistant City Attorney
By
Mollie Gagnelius, Secretary
For Lessee:
Approved:
By
Its Legal Counsel
CITY OF SAINT PAUL:
By
Mayor
I�
City Clerk
By
Director, Office of Financial Service
TTM OPERATING CORPORATION, INC.
TaY ID # 20-8790057
:
Its
14
10-328
EXHIBIT "A"
Legal Description and Site Plan
That part of the Southeast Quarter (SE '/4), Section twenty-three (23), Township twenry-nine
(29), Range twenty-two (22), commencing at a point 678.71 feet East of the North��est corner
of Lot 12, Katherine's Addition, 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 (NW
'/a) of the Southeast Quarter (SE '/<) of Section twenty-three (23), Township twenty-nine (29),
Range twenty-two (22) Ramsey County, Minnesota; thence Easterly 162 feet; thence Northerly
to the South line of Cottage Avenue. All in Ramsey County, Minnesota.
EXHIBIT "A"
15
�� Y
� F a q
Q �� S j�
F- °�a�
o �g�< �� s� ��
e� � a
a �_ � _
a
� �
�� 94 �
�"
c�5 ��� ca� o
W
�
Z
C w
� G W Z �
N (n � Z r' Q p
� W Z W � r W;
� � ¢ Z W �3 E
€
� W a� � �.
� 0.. w � �Q � �w�
cG � (� ¢ a � �4:
Z � N N p �o�����
� ��'
N "=
� ��e.a�>
W W��g�w�
� � s�$3�
��rl���
��S
�=H
' :$ � 'g
os"wm
e
�
w $§
F 9�
Z $ F
¢F
J
� �s
(� � E
F
�F
£
_eF
o
Eg
� s
Y
�ry
z' m � Y 'o
a � � `
q � 5
Ua U 35z
o;, w�;�<
m��ao
z
O
Q �
� �n
� �d��'g%
� � �'�$�
U
W
�
�
a �
�
� s =�a
� a '3's �
a
3
�
�
§
a
�
8
� $� � ¢° � $
8z �� � s� � �
s �� e� � �� � �
z . B �3
y Sa F�� i�$ g� ` E � m
$ 'g Fag� s � e �� E � �
e�$ �5� � 2 Y By �� e
Sfi a�� = a a es � s e
�nr��s� e�����a m
F $e a�' � � � -fr: ° a
m �:���a�?�gy�€,�§
a €z ��&� : 0 3 mq�
g �� g � a$�§ � Y s
n sY 5��� 8� E 9:a s��
7
�
f �fx (�
�� Z e � �a �$� W <z
Yb���a�� (�}I 3@��R r,�F Y�W$3 ~ w�n
�g a ��aa � S G�@ � � �C�$ a ��
� � 5�� �_� �=
����` � � c i ��ax� �'� � >E
������.
�����
��
��Elff�
d �
� $��
� �'�
aW��
85'a�S
� 1 � g� �ffi��
r �� �€�a
r �� �C�s
� F .�d�
w�
__
=� �
0
z
>�
�
_�
w
o=
�y
w�
i�
mw
r� z
�
e
� '
P �
/ /
/ P % �
I I
___ — ___ __ — __
miemmnuumom
- mmi�nmmmuom
�in�i inni
mm�i iimi
nnnu■iiuii
iuiiin m�iii
nnmi imii--
' • IIIINII■IIIIII ::
IIIIIiII IIIIII = � -
� 1 1111116immmd1181 _ " � -
xim�mmnmunnn :
I•
:�� ,
�,
� ���-�
� — �
��mmnnnu � �'.. O ..���jj _
unnnmm�
mmmnun � -
IIIIIIINIIIIII ' ° -
mm�nnmi _. � - _
nnnnnum =- -
mnmm�m -� : -
nnmmnm . : - -
immnmm -
o�mmunn
�nnmmm
ummimm
immn�um
unnnnnm
nnmm�nn
� . . . . . . . . . . . ' .
I
I
I >
,�,�-�"
�
�
5
a
�
�
o.
� 4
��
Z=
wH
=�
�������
;§ � $Sg
�€aE4aa
9 3°a 5
€��,'sy� 5 �
� 8 � ����
� a�� 1 a� i s
a=��a� � �� ��a
� w� �
$�s?Y" � '
w�
��
=�
�U
z
>E
�
w�
o�
w� w
h�
��
z
z�
���
�� s
�`��
�
g8F
m m m m� m n � m� m m m�m m—m—m—m—m—
� g i -----�
,11001111n� 8 �
� °
o I
70�00����� i
OOOOOp j� e
0 � ���� � �
�
� o i ���� o �
p° � 9 0
�oa�o� � �� °o
i000pp � j a z
���o g�` � � � a
� o \ ffi�� �� � � N
v � o �
o I o
o° ��� � °o � :
g � ppQ ��p a�, � a o�:
IOV � O ppOp oo "_-_�_�,_�_ A _ u q� ffi� Qoo �? �
o A �
� p4 � o o QQ � O p44� 0 ��Opp� oo o���p4��0�POp00000 A Q p�4�00�pp A A A ° A" -„-A_A �
70�� � � o o � o o�� ���o �p��Q�V0�pp0�
�
� � � o° 0 ����0�00��4����� o � o ° � �� Qo0
� � ����000��0����� ��OO 0� ° o o° e
1 /V� �� ����0���4�� ���OpQ044������ �oo
�
:
� ¢ $$
�y��Y�� Fj � S¥ ���� � ZZ a �y Fe �d d��b+
E £ F 3
j��^�Z34 �� C§7 � �i8a �j _� i p�'o d'
� ►� a s� r$ �c�s � w2� �� F�3o _ Q
4������ 3 � W �" w',� .�€'F�. (/J N= d we o
� �; A �s""sw�. � � ' � >E ryy �S:o g� ao
o�"�'
�� ~�
'� o
� �� �e�� �� z -
�
y��� ���� �� ��� � a
� Y
� �
�an� pp� 1-.l 'JWII YiNt IA }Z
M A�
� J
p J. p� ¢
g� W
� �
�� �� � 't =
U
� � ��� � ��� � �€ "?,:.:; z
q �� � ���� ° L �e�� � � , ,:r; t
�� �� � J ��� tt ¢� , z' � o �
� m�� ,
� � . � �� � �� � �
� � � m�
� �� �� �� �� ��� �� �� � �� �
� � �° �� ��� �� ��� �� � � �
�� �� - ���� � �
���
�
�
�
�
� �� �� � � � y
�� �� �� ��� ��� � ��� � i�
� �� � � ��� ��� ��� �� ii
��� � ��� �� �� �� �� m�� z 'I
; '—�, � —��— �, o a II!IIIIIIIIIIIIIIIilllll ;; �
i �
� i � � ' 'i
� i � � � ��
i o �
i
� � G h � ;� Z
p , o
o —
� �
i ° � i �
Y --- i a
i ��� w �'
�5�� x a
y � 7 �
4�� �$ � s�� fO n
����g '�'� s � � N
����� �� �
��� �
- ---- i '
� �.
__ � . .
♦ • v - 7_-� �,.�. .
=! M
� �_Y i
�i_ �x .
� �..r _`_3 =.. �
�. . I� i �
fi( �7 �
�."'� �= f: ��; ,
� i -' .f. -� ' F a �i ^� g�� :. � .
; . F �: • h �, _
� ` •
r. _ �'_ � : � 3. _� > .
i y� r �: •
� � � . �.__ — a ' ` � ., .{�^�
t �.� , f ffi � �� i '
�� ; v rs�.. .1
pr6 .� � _T i 5 �
��� .. iC � l .. •� i� J b� .
� i � . y 3�� � � � � � t � � 6 •
f
b' �;� 1`d� Y �,� Q z �"
. t rf� ' . . � I �
� .,a „ ; � _ � ,
� 7r 7 . »��,+ . .,
s- .;
�tiv � ��
, � �' i
4y� i� ?s��-�� "
i..
� � f -.,.'�',-
% , �; i �
~ {' .ai�� ' — 'S_ � ".
� � �, z � � e.,� ,;���
-�' � �- " ' rrA �,�`�y- �.
c
' �'�us I � ` � k �
� .�` +�,�� s�" x' � �
; � .� �v � 3 . .�.,�.„:a.e--
� ' ��., � .� �� � _ �-- �
' ��``"�"' � :�
�, �; > ���3 2 �
F'�'` �� � � _ � ,�� a � � ��
� � - �
a� �- � ,'�:�
x y � � � � ��3
- � � g�` �' 5i ) j -��
'�¢ • �.t "N' �� ] t 1 ` -
f S y�a��y������y�65' t Ee� � yy � A � y f /' � �
� l � f , A � � } F•y 1 � �" Y �aY�
� �. v & 4» ' d
� � K'-'. qp�e Ys . � � � ' �l �5� O
i y �
. .' c � �. `� �,� i
. �,r �.Y �- ,�? � -
1 '� �� � b
. t ` 2� x � � f � - "� �.
.f. 5:,..v n ...._a51. - � � £s i:'_`.i. �: ... e , "
10-328
EXHIBIT "B"
TTM Operating Corporation, Inc.
Cottage Avenue Standpipe
LESSEE FACILITIES
Base Station Cabinet: Telect Sma1122 RU Cabinets — 32 %4"x48"x24 7/8"
NIU Enclosure: Westell Ce11Pak CP528 Tl/HDSL Transport System Enclosure —
14"x18"x8"
Hoffinan Box Enclosure: Standard Utility Junction Box — 18"x18"x8"
See attached specifications for Base Station Cabinet and NIU Enclosure
EXHIBIT "6"
�6
10-328
.
;
a .
�
U O
UQ
� �N
r a
o Q�
� �O
� 0
� or
Q
�
x
0
z
�
�
U�
LL�
K o]
V m <
i
<
.�
�m ;3��<
g$ � ip—
° e$ 3 .', � m �
g3a � j u���
E� � � I i
- o �
�- � 4
� � Nu
� <
4 I �I°
�i� e � i. � I�
�:
W� ¢ ��ry
�2 ? Ih
e�
�p
„s
��
�se
u��
a
�
�
W d
�¢ o�
O � �
Ud �
��
Z i�
� ll ��
10-328
Section CP5-280-201
W ESTELL 030-7 Ot 565 Rev98,J anuary 2005
Westell� Ce11Pak� CP528 Tl/HDSL Transport System Enclosure
CLEI" Code: NCMIGEEC'RA
CONTENTS PAGE #
1. GENERAI . . ................................... 1
2. FEATURES ................................... 1
3. INSTAId.ATION ............................... 4
4. 1'ESTING & TROUBLESHOOTING . ............. 8
5. CUSTOMER & TECHNIGAL SERVICES ......... 8
6. WARRAN'IY & REPAIItS ........ ............... S
7. SPECTFTCATIONS ............................ 10
8. ACRONYMS AND ABBREVIAITONS ............ 10
1. GENERAL
11 Document Purpose
Ftigure L CP528 Endosure, Isometric �ew
This practice defines the technical cfiazacterisrics, specifica-
tions, and installation guidelines for the CeilPak� CP528
Outdoor DSl Transport System Enclosure. The intended audi-
ence for this dowment is Te7co engineering and operations
personnei who p4an, install, and maintain network DSS sexvices
fox their wireless senice-providing customers.
1.2 DocuinenY StaEns
When this practice is updated, the reason is stated in this para-
giaph. Rev4sibn B of,thi`s pracfice adds the CLEI code.
1.3 Equipment Pnrpose
Wcstell's CellPak Transport S�stem pxovides rapid installation
and accivaflon of DS1'seivices at remote cellulaz or otbec wire-
less service sites. All electronics are housed in a weathec-right,
outdoor enclosure that provides a nser-friendly environment for
both the Te1co and customer during instailafion, e�aosion, and
equipment servicing. The CP52$.offers eapper T1 and HDSL
provisioniog for up to eight (200 MEGT-TANICS�) DSl circuits.
Modules can be line-powered oT�locally pdwered with an e�er-
na1-48 VDC power supply, and can be any of the following Types:
• NIUs (or DNIs) in iS44 Mbls Fli-Cap digifal (Tl) and
High-bit-rnte Di�tal Subscxiber Line (F�SL) applicarions
• DSTs in Analog Data Service applicaEions
• DDIs in Digital Data Senzice applicatians
• Any combination of the above applications
1.4 Equipment Mounting
The CP528 can be mounted on a wall, an 8" to 20" round pole,
or a square pedestal or post, typicaliy outdoors and above
groimd at the customex premises.
1.5 Applications
The CP52$, wlilch supports up to eight 200 MECHANICS�-
type TS or HDSL plug-in modules, is pcimarily used in wireless
applications af cell site cadio equipment ahetters, and se�ves as
the point of demarcation between the CO nehvork and the re-
mote nsez (FiguTe2). Speciat attention iu the design o£ the
CP528 has resulted in a hig6-qualiry, fully-tested, weather-pro-
tected, secure, outdoor enclosure for wireless ceil sites. The
veisatile CP528 can also be used as a Netwark Interface Device� �
(NID) for both 400-type or 300 MECHANICSe-iype plug-in
modules for other D51, high-eapaciTy applicatioas.
2. FF,AT[JRES
Each CellPaka enclosure comes fully assembled, prewired,
tested, and ready to install at the wstomer pzemiees on a wall or'
pedestal. All that is required are the Telco's Tl or I-IDSL facili-
ties, the plug-in transport units, and the custome2s line
connections; w6ich can now be secured or performed indepen-
dently by the setvice provider. Other CP52S features are u
follows:
• Weather-proof
• Lighfiing protecfion blocks provided on ihe FaciliTy and
Qistomer sides
• Supports eight 200 MECfiANICS�-type (or four 400-type)
modules foi use in FIi-Cap/Tl/DigitaUAnaIog applicarions,
plus 2 POTS/voice lines
• Choice of Customer connections for each of the eight
digital circuits: either RJ48 jacks (switchable for either
RJ48C- or RJ48S-type}, or a scretv tersinal strip
• Choice of voice%analog connections for the two C�stomer
voice circuits: either RJll jacks or a saew tecminal strip
OGOpyngM 20CS Wc4eil, inc. Ni ngh4 reserved `CLEI is affatlematrt otTelmrtlia TecM1nologies. 05011ARB
20D MECHANICSa, GeIlPaka anG W�l�are registeretl tratlemarksnf Wastell, Inc.
10-328
� WESTELL �, sectionCP�-2so-2o�
Sma�er
GLSromer
Oaor 1
Gu:-an�n Large
DoorwlvchGmis
NiaGSrortier
Access/vea
! H��
�. �
See Theu
WiMOw
Biock Wirewrap
Mde9 Terminalson
p/Mepqn Bixk
��9.�
1Ap0ule i �
Hoisvig �
(CarOCa9e) i i0P ��
_L
TelcoACCeseArasRoWiMe'IOrAreaj
'COncenmc Knockow Ncee. hWe, wike onN �n the
cenRr�o/thelawer.'intlenRd'/,'-inch wide aree, from the i¢sid.0 ofthe enclosure. For
a r.'holc, stnka in Me cenferd tha °L" wldeaea {mm the pl6Vtle oilh2 Pnrlosure.
�
' ' " � v Customer
( �9Mnmg
o apt¢�tion
_ °O� ywar�mw
ea. �mx
- I au=em
R1�1 Jack(2)
o fum]am�ifluge)
[ � FVJa8G5Jack
Jack SwkcFi
� Scfew
TertninalSlrip
� �. � �
i
I
� �
2° Knock-
I I � OutHOle"
� I I � ESD Wng
ShapJadc
rywCe,n
aroeweuj
Ae Envarwe•
:imutrorecebw) I
�cksnmmromuauesside) � �
iS
Universal O O O
ndapter
Plate
(M3�CNf
Figure 4. CYSZS anclosure, Niron[ v�ew, i.arge i�ernorK lioor �pen
2.2 CellPak Euclosure ConstruMion/Design 2.3 Extemai Environmenk
The CellPak's housing materiat is aluminum, with a powder-
coated paint that exceeds Bellcore outdoor cabinet
requirements. The CP528 is approximately 14" high, 13" wide
and 8" deep. The "door-in-a-doo�" feature allows total access to
both the Nerivork equipment and C�stomer access compart-
ment by the Telco sendce peisonnel (via the lazger door), while
al(owing liarited access to the Telw's customer (via the smaller
C�stomer door). Cable entry is accomp7ished via knock outs at
[he bottom of tlie cabinet. Tbere are concentric knock-outs on
each side of the enclosure which will accept either %z° or'/<° con-
dtit fift�,ngs and addifional 1" and 2° knockouts for lugec T�lco
feeds. The enclosure has two mouming brackeu, one on top and
one on the bottom, which will accept up to a'/d' boit or screw.
Also inclxded 'as an 'dersal adapter plate wbich allows the
CP528 ro be mounted in installations that bad mounting 6oles
piedrlled for shorter CP524 enclosures.
TLe CellPak enclosure is designed to be weather-tight for above-
ground, outdoor applicauons. The CP528 is compliant with
Bellcore Cabinet Requirements, GR-487-CORE, Issue 2,
March, 2000. As such, the enclosure will withstand climatic con-
ditions sueh as ram, snow, sleet, Ligh winds, ice, and sand storms.
The condifions described will be tolerated over an outside ambi-
ent temperafure range of -40 degrees to I15 degees Fahrenheit.
2.4 Intemal Envimnment
No fans or vents aze required for cooling or circulating airwittin
Ehe enc7osure. Theie aze no openings to the outside enviran-
ment once the doors are secured.
2.5 Ntodule Power
Tbe CP528 T7 and HRU Network Interface Unit (NLU) plug-in
modules are typically line-powered over the copper cable hans-
port faciliTy. An alternate powering option is to provide an
osorwaa
10-328
o WESTELL �, sectionCPS-2eo-2ot
usewkanrrs�s.nmmeqea. �a; Uxdxadns�xu�miem-,m
��' OG4 I ��
� II
�
� I � I
/ j�% i l l +` , I�
//� / �
�/%/ I ( I � I ' � ' �/ '
� � i� � � � ( � / �
/ I l
/ �
� I I6 �/ �
� / � �� �, � Srerte� \� , � i
I L `�g �, �,
Starcer \ � ' i 9oy �
ta� _ , Saew � � ., I
� � � �
Screvi � i �
�� i
/
I o
� �� Petleslai i
� Figure Sa. Pedcstal Mountirsg Figure 58. it'aII Mownixg
'P2re enbeustllwePmoun6ngrypesmrcwfrtaCP528 `POkN�ourRKRUONeretlseparatety.
tomoursbnglrolespretlrllktl/oraCP524h�snotnretletl � L Onakrt�nc4ttlB32tueckeqetMantRSentlwaShB�S.
lanewinstallatwns Plateklt�nGUtlsdwrchC+'S28. i�-3 000
�d� � PdeMO�niKit`� ��
u��� naap�e, aiaie �� � �� � ��' �
����„� � I � � �`'��b
4vdY9RLM2�L6) +'�.�� ° � y /� / /
F `�G / � / /
�\��\\\\ �' $ ,,. �/ //
g' /���'y�` / �/ j�
i 4' �� I .Iq o /
I6.t% j �-�..� (y � I �j�`/ Nolesbr
�9��
' '\ � � , pie ;.b � �Q i s a �e '' � � �
' � � �'
� ,� ; m ,_�
I i i ' 'I ° / / /
o �i � $ � /
� � i
I .. / �\ � •
J�_, � � � I ; , .
� �
i
/ �' r - ' � �
� e _ j i _', i o � 8-20' Pole
\ o ``� y � ���.e1� � o
� vetlesra� / �3�
� �� �, Used�wexhersrecommenCed
�
Figure5c. PedestaiMourdirsgwithUnznermlAdnp/erPtate F+g�aeSd. PoleMounBxgwit7iPOkMounliwrgRit
N7gure 5. Mounting Locafions For CP528
instali the Westell CPMK500 Pole-Mount Bracket Kit (see
the instructions in the CPMKSOO installafioa Guide).
-ADAPTERPLATEFORPREDWLLED CP524HOLES-
For uuraUarions where mounlv�holes wereprednl[ed forshoner CP524
enclasures, Westell inclwles, formourzfingconvemence and adaptabiliry,
a Universal AdaplaPla[g wMch allows the CP528 'vcs[aIIer to r�e�€
,¢m h 1 predlilledfortheCP524.7Y�rspla+e{"mc(uded),inessencGee-
iends the top (or bauom) mountingholes another I.35irsches rn hegiq
to matth the CP528's mawting ear holes Frnt secrve rhe pdate io the
moun4ngsurface, then adack the CP528 to ihe plate's threaded posts.
4. Atlach endosure W mounting surface. Use the keyed center
I�ole of the top mounting bracket to temporarily hang the
enclosure at its desired height and position, using a'l+-20
starter bolt or lag screw installed'/4" shy of flusL. Level the
uait. The remaining top and bottom mounting holes can be
drilted, tapped, and/or fastened to its support or structure
through the rivo mounting braekets. No mounting template
is required if this method is employed It is s4ongly recom-
mended that bolts or lag screws with a minimum diametei
0.5011AAB
10-328
SECURITY PLAN
Remote Faciliries Access
Saint Paul Regional Water Services (SPRWS)
Standard Operating Procedure (SOP)
Effective Date: January 1, 2004
INT`ENT:
SPRWS is dedicated to providing its employees with the safest work environment possible and to taking
every reasonable precaution to ensure the safety of potable water delivered to our communities. This SOP
provides conditions for persons with need to access SPRWS facilities outside the McCarrons water
treatment facilities (Remote Facilities). It establishes procedures for access as well as the issuance and
display of proper identification by persons with unescorted access rights.
SECURITY OF FACII.TTIES:
Persons with routine access to remote facilities include SPRWS staff, agents of entities leasing space,
agents of various cities, and various law enforcement personnel. Other entities also have occasional access
needs under the supervision of SPRWS staff. With so many persons having legitimate access needs, it is
imperative that speci�c procedures be established to ensure that the highest level of security possible. As a
result, the following procedures are established:
Plan is under construction.
- End -
EXHIBIT "C"
��
10-328
E�hibit "D"
Technical Minimum Site Standards
Intentionally deleted.
EXHIBIT "D"
:
10-328
Eahibit "E"
Memorandum of Lease Recording
Recording Requested by:
Telecom Transport Management, Inc.
146 N. Canal Street
Suite 210
Seattle, WA 98103
N'hen Recorded Mail to:
Telecom Transport Management, Inc.
146 N. Canal Street
Suite 210
SeattLe, WA 98103
(space above this line jor Recorder's use only)
MEMORANDUM OF LEASE
THIS MENtoRAivDUM oF LEASE is entered into as of this day of , 2010, by
and between BOARD OF WATER COMIVIISSIONERS OF THE CTTY OF SAINT PAiTL, a
municipal corporation under the laws of the State of Minnesota ("Lessor"), and TTM OPERATING
CORPORATION, INC. ("L,essee").
1. LEaSE oF P�MISES. For the purpose of installing, operating, and maintaining a communication
facility and other improvements, Lessor hereby leases to Lessee, and Lessee hereby leases from Lessor,
certain premises located at 2095 Cleaz Avenue, City of Saint Paul, County of Ramsey, State of Minnesota,
and more particularly described in, and on the terms and conditions more particularly set forth in, that
certain Communication Facility Lease dated (the "Lease") by and between
Lessor and Lessee, which terms and conditions are hereby incorporated by reference.
2. The Term of L,ease shall terminate on December 31, 2015, subject to three (3) addirional ternts of five
(5) years each.
3. The Lease provides in part the grant of easement for unrestricted rights of access and to electric and
telephone facilities.
4. The subject property affected by the filing and recording of this Memorandum of Lease is
described below:
That part of the Southeast Quarter (SE'/a), Section twenty-three (23), Tocvnship twenty-nine
(29), Range twenty-two (22), commencing at a point 678.71 feet East of the Northwest corner
of Lot 12, Katherine's Addition, according to the recorded plats thereof on file and of record in
the Office of the Registrar 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 (NW
'/4) of the Southeast Quarter (SE'/4) of Section twenty-three (23), Township twenty-nine (29),
Range twenty-two (22) Ramsey County, Minnesota; thence Easterly 162 feet; thence Northerly
to the South line of Cottage Avenue. All in Ramsey County, Minnesota.
19
10-328
Lessor:
Approved:
:
Stephen P. Schneider, General Manager
Saint Paul Regional Water Services
Approved as to form:
:
Assistant City Attorney
Lessee:
Approved:
By
Its Legal Counsel
BOARD OF WATER COMNIISSIONERS
OF THE CITY OF SAINT PAUL
FIN 41-6005521
By
Patrick Harris, President
By
Mollie Gagnelius, Secretary
CITY OF SAINT PAUL:
By
Mayor
S
City Clerk
By
Director, Office of Financial Services
TTM OPERATING CORPORATION, INC.
Taac ID #20-8790057
I:
Its
20
10-328
ACKNOWLEDGEMENTS
BOARD OF WATER COMNIISSIONERS OF THE CPI'Y OF SAINT PAUL
STATE OF MINNESOTA )
)ss.
COUIVTY OF RAMSEY )
On 2010, before me, Notary Publiq
perso�ally appeared Patrick Harris, President, Board of Water Commissioners of the Ciry of Saint Paul, a Mirmesota municipal corporation, on
behalf of the corporation.
Witness my hand and official seal.
Notary
STATE OF MIIVNESOTA )
)ss.
COUNTY OF RAMSEY )
On 2010, before me, , Notary Public,
personally appeazed Mollie Gagnelius, Secretary, Boazd of Water Commissioners of the City of Saint Paul, a Minnesota municipal corporation,
on behalf of the corporation.
Witness my hand and official seal.
Notary Public
ZI
10-328
CTTY OF SAINT PAi3L
STATE OF MI�INESOTA )
)ss.
COUNTY OF RAVISEY )
On 2010, before me, , Notary Publiq
personally appeared Ann Mulholland, Chief of Staff, on behalf of the Mayor of the City of Saint Paul, a Minnesota mu�icipal corporation, on
behalf of the corporation.
Witness my hand and official seal.
Notary Public
STATE OF MINNESOTA )
)ss.
COUNTY OF RAMSEY )
On 2010, before me, , Notary Public,
personally appeared Shari Moore, Ciry Clerk, Ciry of Saint Paul, a Minnesota municipa] corporation, on behalf of the corporation.
Witness my hand and officiai seal.
Notary Public
STATE OF MINNESOTA )
)ss.
COUNTY OF RAMSEY )
On , 2010, before me, , Notary Public,
personally appeared Margaret Kelly, Director, Office of Financial Services of the City of Saint Paul, a Minnesota muuicipal corporarion, on
behaif of the corpoiaUOn.
Witness my hand and offrcial seal.
Notary Public
22
10-328
LESSEE
STATE OF
COLNTY OF
) ss.
I ce�tify that I know or have satisfactory evidence that is the person who appeued before me,
a�d said person acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and
aclmowledged it as the of TTM Operating Corporatioq Inc., A Nevada Corporation to be the free a�d
volu�tary act of such par[y for the uses and purposes mentioned in the instmment.
Dated:
Witness my hand and official seal.
Notary Public
23
BOARD OF WATER COMMISSIONERS
RESOIUTiON — GENERAL FORM
PRESENTED BY $e]_ge.R
COMMISSIONER
10-328
No 7071
oAT- March 9, 2010
WHEREAS, TTM Operating Corporation, Inc. desires to lease space from the Board of Water
Commissioners on its Cottage Avenue Standpipe located at 2095 Clear Avenue in the city of Saint
Paul to install telecommunications backhaul �ound equipment; and
WI3EREAS, staff has prepared a I,ease A�reement which provides for a 5-year term that
automatically renews for three additional 5-year terxns, starting at annual rent of $4,800 and
increasing each year by five percent (5%); and
WIIEREAS, staff has recommended approval of said Lease Agreement; now, therefore, be it
RESOLVED, that the Lease Agreement between the Board of Water Commissioners and TTM
Operating Corporation, Inc. allowing for the installation of telecommunications backhaul �ound
equipment at the Board's Cottage Avenue Standpipe site is hereby approved in substantially the form
submitted, and that the proper officers are hereby authorized and directed to execute said Lease
A�eement on behalf of the Board following approval by the assistant city attorney; and, be it
FURTHER RESOLVED, that the Honorable Council ofthe City of Saint Paul is herebyrequested
to approve said Lease Agreement and to authorize and direct the proper officers of the City of Saint
Paul to execute said Lease Agreement on behalf of the City.
Water Coaunissioners
Yeas
Anfang Nays
Bykowski
Helgen
Kleindl
Vice Pres�clent Zanmiller
President Harris
Adopted by the Board of Water Commissioners
March 9, �p 10
In favor 6 Opposed � 1�n�a '� ur,
SECY.