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HomeMy WebLinkAbout1996-296FILE REFERENCE FORM 1 96-296 X Additional File Exists Additional File Contains Records Not Public, According to the Public Records Act Other FILE(S) Date Initials Amendment No. 1 to Tower Lease - Ordinance No. 2009-042 02/17/09 JR Amendment No. 2 to Tower Lease [original is attached] 06/27/12 JR Amendment No. 3 to Tower Lease - Ordinance No. 2013-346 12/17/13 JR Amendment No. 4 to Tower Lease [original is attached] 05/18/16 JR Amendment No. 5 to Tower Lease 05/30/17 JR Amendment No. 6 to Tower Lease [original is attached] 02/21/18 JR J \WPDOCS\ORD\TOWERLSE ORD ORDINANCE NO 96 -z; 6 AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE A TOWER LEASE AGREEMENT BETWEEN THE CITY OF DENTON AND DALLAS MTA, L P FOR PROPERTY LOCATED AT THE SPENCER RADIO TOWER AND THE MCKENNA PARK RADIO TOWER, DENTON, TEXAS, AND PROVIDING FOR AN EFFECTIVE DATE WHEREAS, the City of Denton owns and operates several tower sites as part of its public safety and utilities operations, which property is located at the Spencer Radio Tower and the McKenna Park Radio Tower, in Denton, Texas, and WHEREAS, on August 28, 1995, Denton Utilities advertised for competitive bids for the leasing of space on towers owned by the City of Denton Dallas MTA, L P , a Delaware Limited Partnership, doing business as PrimeCo Personal Communications, L P , submitted the highest bid, producing the largest amount of revenue for the City of Denton Dallas MTA, L P requested the McKenna Park Tower and the Spencer Tower site for immediate utilization, and WHEREAS, the City of Denton desires to lease certain portions of each of the towers located on its property at the Spencer Radio Tower and the McKenna Radio Tower, to Dallas MTA, L P , a Delaware Limited Partnership, in return for Dallas MTA, L P removing the existing guyed tower at McKenna Park and replacing it with a freestanding tower especially designed to have less visual impact, which tower will be owned by the City of Denton, and the City will receive annual rental payments thereafter as provided by the Tower Lease, and WHEREAS, Dallas MTA, L P desires to lease certain portions of the Spencer Radio Tower and the McKenna Park Radio Tower sites for use in its communications operations, and agrees to perform the covenants stated in the tower lease, NOW THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SSECTION I That the City Manager is hereby authorized to execute a Tower Lease between the City of Denton and Dallas MTA, L P , a copy of which lease is attached hereto and incorporated by reference herein SECTION II. That this ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this the �� day of r 1996 JA FILLER, MAYOR ATTEST. JENNIFER WALTERS, CITY SECRETARY BY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY BY TOWER LEASE THIS TOWER LEASE ("Lease") is entered into as of thisa�ay of 1996, by and between the City of Denton, Texas, a Texas municipal corporation ("Lessor") and Dallas NITA, L P ("Tenant"), a Delaware limited partnership, by and through its sole general partner, PrimeCo Personal Communications L P , a Delaware limited partnership, formerly known as PCS PrimeCo, L P The Lessor owns and operates several tower sites as part of its public safety and utilities operations In consideration of the premises and of the mutual obligations and agreements in this Lease, the parties agree as follows r The Lessor is the titleholder of said tower sites listed on Exhibit "A' attached hereto and made a part of this Lease for all purposes, which tower sites are situated in the County of Denton, State of Texas ("Lessor's Property") as described on the attached Exhibit "Al" The parties agree that the legal descriptions of Lessor's Property may be attached as Exhibit "A 1' , attached hereto and made a part of this Lease for all purposes, after execution of this Lease n Tenant hereby desires to lease certain portions of Lessor's Property and certain portions of each of the towers ("Towers") located on Lessor's Property, together with a right of access and a right to install utilities thereon (the "Premises") The Premises which are the subject of this Lease are situated substantially as shown on Exhibit "AT', attached hereto and made a part of this Lease for all purposes, and with respect to the spaces on the Towers, the lectttions and orientations are as set forth on Exhibit "AY attached hereto In addition, Tenant shall have the right to run cables and wires under, over and across Lessor's Property to connect Tenant's equipment on the Towers to Tenant's equipment in Tenant's facilities located on the Premises in locations which will be approved by the Lessor through its Executive Director of Utilities ("Director"), which approval shall not be unreasonably withheld Tenant may park its vehicles on Lessor's Property when Tenant is constructing, maintaining, removing, replacing, and/or servicing Tenant's communications facilities nr Lessor and Tenant hereby agree that the Premises (including access rights -of -way thereto but excluding the spaces on the Towers) may be surveyed by a licensed surveyor at the sole cost of Tenant, and such surveys shall then replace the descriptions contained in Exhibit "AT' and become part hereof and shall control to describe the Premises in the event of any discrepancies between such surveys and the descriptions contained in Exhibit "AT' w Lessor leases the Premises to Tenant pursuant to the terms and conditions of this Lease 1 Term The initial term of this Lease will be ten (10) years, commencing on the first day of the month during which this Lease is executed This Lease will automatically renew yearly with an automatic annual rental increase of six percent (6%) over the previous year's rental rate During the 30 day period beginning 120 days before the anniversary date of the initial term, or any renewal term, or automatic renewal of this Lease, either party may terminate this Lease by written notice, which termination shall be effective upon such anniversary date 2 Premises (A ) Access to each of Tenant's equipment shelters situated on the Premises will be available to Tenant, without Lessor's representative being present, on a 24 hours a day, 7 days a week basis The Lessor grants to Tenant a non-exclusive easement for the term of this Lease for unrestricted rights of access thereto and to the appropriate source of electric and telephone facilities, subject to the approval of the Lessor through its Director, whose approval shall not be unreasonably withheld Access to any site which is considered to be a secured area will require prior verbal notification to Lessor's representative (or "Hot Line") to be determined by the Lessor The telephone number of the 24 hour Hot Line is 817-383- 8400 Tower climbs will require Lessor representation and will be scheduled only after two hours nonce to the Lessor during normal business hours In the event of emergency access to the Towers, Tenant will be given the name of a contact person with Lessor who is available 24 hours a day, 7 days a week Tenant may be assessed a charge for emergency access m an amount equal to the total expense incurred by the Lessor for representation during such tower climbs PrimeCo Personal Communications L P 12116196 Page I Tenant will contract directly with a tower climbing crew and will be responsible for all expenses No tower climbing crew will be permitted, on the Towers without prior acceptance by the Lessor Standards for acceptance by the Lessor will include a liability insurance policy in the minimum amount of $1,000,000 (B ) Equipment Shelter Space Space for four racks adjacent to each of the Towers will be made available to Tenant at each of the sites specified in Exhibit "A", which is attached to and made a part of this Lease for all purposes 3 Rent (A) Rental Payments Inconsideration of the Lease of the Premises, Tenant agrees to pay Lessor the rental sums based on the monthly rates set forth in Exhibit "A" for each Tower They shall be made as follows I First year's rent due on execution of this Lease 2 First year's rent shall be calculated on a per-antenna/coax basis at $0 55 per foot for each foot above ground level ("AGL") to antenna centerline 3 Rent is due on the yearly anniversary of the commencement date of this Lease (as set forth in Paragraph 1 above) 4 On the anniversary of said commencement date, the yearly rent shall be increased by 6% over the prior year's rental 5 All payments shall be payable to Lessor at such address as designated by the Lessor to the Tenant in the manner for notices set forth in Section 12 of this Lease (B ) Late Payments If the yearly rent is not paid by the anniversary date of the commencement date of this Lease, interest shall accrue at 1 5% monthly (18% annually) on all unpaid amounts, subject to Section 8 This late charge is not a waiver of the Lessor's right to declare the Lease in default if payment of rent is not made when due, or to pursue any legal or equitable remedies Lessor may have to seek damages or to require specific performance of the Lease (C ) Other Charges Tenant agrees to pay additional charges, as specified in this Lease, within 30 days following demand Non-payment of additional charges when due shall constitute a default under this Lease to the same extent as would non- payment of rent (D ) Utilities Tenant will be responsible for the installation and maintenance of air conditioning and heating for the Premises Tenant will be responsible for Tenant's utilities at the Premises if provisions for emergency power are required, Tenant will be responsible for the installation and maintenance of stand-by generators as required 4 Tenant's Use of Premises (A ) Tenant may use the Premises to construct, remove, replace, service, maintain, secure and operate a communications facility, including, without limitation, required antenna array (as such antenna array may be modified, added to, or substituted from time to time) and antenna support structures, and for any other uses incidental thereto Tenant may construct a fence around the Premises Each such antenna array or antenna support structure may be configured as requested by Tenant from time to time, provided Tenant obtains, pursuant to Paragraph 4 B , all permits and approvals required by applicable jurisdictions for such requested configuration Lessor shall have the right to approve plans for any improvements installed by Tenant on the Premises, such approval not to be unreasonably withheld, provided that Lessor must notify Tenant of Lessor's approval or disapproval of any such plans within five (5) days after the submission of such plans by Tenant to Lessor, and in the event that Lessor fails to so notify Tenant, Lessor shall be deemed to have approved such plans (B ) Lessor acknowledges that Tenant's ability to use the Premises for its intended purposes is contingent upon Tenant's obtaining and maintaining, both before and after the commencement date, all of the certificates, permits, licenses and other approvals (collectively, "Governmental Approvals") that may be required by any federal, state or local authority for the foregoing uses and improvements to the Premises desired by Tenant Lessor shall promptly cooperate with Tenant in Tenant's efforts to obtain such Governmental Approvals and shall take no action that would adversely affect Tenant's obtaining or maintaining such Governmental Approvals, provided, Tenant's use shall not interfere with Lessor's use of the Premises in accordance with Section 4 (D ) of this Lease (C ) Tenant may mount up to a maximum of 12 antennas and the necessary coaxial lines thereto at each of the Towers Radio frequencies to be used by Tenant will be 1930 - 1945 Mhz for transmitting and 1850 - 1865 Mhz for receiving PnmeCo Personal Communicau L P 11127196 Page 2 (D ) Tenant will operate and maintain the antennas and associated electronic equipment, whether located on the Towers or in the equipment shelters, within specifications and authorizations of the manufacturers or the Federal Communications Commission ("FCC") The Lessor will take reasonable precaution to insure interference problems do not arise However, if interference does occur, Tenant agrees to install isolators, circulators, or band pass filters or equivalent, to Tenant's equipment at Tenant's expense Tenant shall conduct all Tenant's activities and operations under this Lease to assure that the Lessor's public safety communications, utility communications and utility operations are operated without obstruction or interference and that Lessor's other facilities on the Premises are not damaged or interfered with It will be the responsibility of the Tenant to resolve any conflict between these interests In the event resolution is not possible, this conflict of interests is grounds for termination of the Lease by Lessor, and Tenant shall be responsible for any damages done to the Lessor's facilities If it is so determined that Tenant's equipment is not operating in compliance with manufacturers' design specifications or within FCC rules and regulations, Tenant will immediately disconnect or otherwise terminate the operation of Tenant's equipment that is not functioning within the above recited specifications and authorizations and will not permit further operation of such equipment until it has been repaired or restored so as to function within such specifications and authorizations Tenant grants Lessor the right and authority to take any action necessary to disconnect or otherwise terminate the operation of any of Tenant's equipment causing interference or signal degradation as set forth above if any of the Towers being utilized by Tenant is deemed structurally unsound, a public hazard or must be removed for whatever reason, Lessor grants Tenant the right to erect suitable temporary structure(s) at or near the subject Tower until such time as Lessor replaces or repairs the subject Tower provided, however, nothing herein shall ever require Lessor to repair or replace the subject Tower, but in the event the Lessor fails to repair or replace the Tower within a reasonable time, Tenant may declare the Lease in default Furthermore, Tenant will have the right to relocate on said replacement site at no additional cost to Tenant If the subject Tower is permanently removed, then Tenant will have the right to erect Tenant's monopole at the approximate location of the subject Tower and at a height and structural strength satisfactory to Tenant (E ) Lessor agrees to provide an equipment shelter at the McKenna Park tower site which meets the requirements of Tenant as specified in Exhibit "A5" If the Lessor fails to provide an adequate shelter within one week from the start of construction, the Tenant will have to right to install Tenant's own shelter, which will support only Tenant's equipment, at the Premises This shelter will be placed on the Premises on a mutually acceptable location in close proximity to the Tower until such time as the Lessor constructs a permanent shelter or places an adequate prefabricated shelter at the McKenna Park tower site In lieu of rent for the McKenna Park tower site, Tenant hereby agrees to construct and donate a tower as depicted in Exhibit "A4", attached hereto and made a part of this Lease for all purposes, for the mounting of Tenant's antennas and necessary appurtenances thereto and to support Lessor's 800 mHz trunking system and appurtenances Some additional space on the Tower will be made available to Lessor as mutually agreed by Tenant and Lessor so long as the addition does not create a structural hazard Also, additional capacity will be left available for the use of other communications installations (See Exhibit "A4" for loading specifications ) Tenant further agrees to dismantle the existing radio tower at the McKenna Park tower site Tenant shall be free to dispose of, sell, or otherwise utilize as they Tenant sees fit, the dismantled tower within the guidelines of applicable laws At the termination of this Lease, the McKenna Park Tower will remain the sole property of the Lessor, who will assume any management role previously held by the Tenant The monthly rate on the Spencer Tower site will be $742 50 per month, to be paid in yearly installments of $8910 00 on the commencement date of this Lease PrimeCo Personal Communications L P 11127196 Page 3 McKenna Park Tower and the Spencer Tower for a period of time equal to the duration of this Lease and at no charge, as described below, provided however, Tenant shall not be obligated to accept such offer 1 Lessor will provide a minimum of one (1), 1 544 megabit US I termination from each Premises to the microwave equipment facilities in the Texas Women's University Clock Tower Lessor will provide an additional 1 544 megabit DS-1 termination at Tenant's request and expense during the life of this Lease 2 Lessor will provide twenty-four (24) hour a day, seven (7) days a week response to all Tenant's request for emergency support due to outages associated with the DS-I equipment, and necessary appurtenances thereto, to the Leased Sites The Lessor guarantees performance level of the DS-1 equipment will be maintained at 99 975% availability Lessor will respond to any problems associated with Tenant's DS-1 equipment within 15 minutes of being notified, twenty-four (24) hours a day, seven (7) days a week when called at 817-566-8400 3 Lessor will, at Tenant's request and expense, reconfigure any circuit configuration necessary to support Tenant's operations in the event Tenant should choose, or be forced to, relocate Tenant's point of interface from the Texas Women's University Clock Tower to a microwave hub 4 Lessor's support of the DS-1 terminations and the fiber-optic Imes thereto shall meet or exceed Tenant's requirements for such service which are 99 975% availability at all times 5 Erection of Antenna and Repairs (A ) Repairs All costs for installation and maintenance of Tenant's equipment and antennas on the Towers or the Premises shall be borne solely by Tenant The installation on the Towers or the antennas shall be made by Tenant using suitable devices commonly used in the industry, capable of bearing the stress and strain of the installation without weakening or damaging the Towers in any way whatsoever Installation or modification plans must be submitted to and approved by the Lessor prior to any installation or modification to Tenant's equipment or antennas With respect to the Towers listed on Exhibit "A", Lessor may require Tenant to pay for review and approval of plans for antenna attachment by a water tower engineering firm The installation and maintenance and/or removal of Tenant's equipment and personal property on the Premises shall be done without any damage, harm, and interruption of any other user's service, and Tenant agrees to hold harmless and indemnify Lessor its officers, employees, agents and/or contractors from any and all costs, expenses, actions, damages, claims and liability due to injury to any person or damage resulting from Tenant's utilization of the Premises This indemnity shall not apply to any claims arising from the sole negligence or intentional misconduct of the indemnified party (B ) Alteration or Improvements by Tenant Tenant shall not make, nor permit to be made, any alterations, additions or improvements to the Premises without Lessor's prior written consent Tenant shall keep the Premises free from any hens arising out of any work performed, materials furnished, or obligations incurred by or for Tenant Tenant shall within twenty (20) days following the imposition of any such hen, cause the same to be released of record by payment or posting of a proper bond No work which Lessor permits Tenant to perform on the Premises shall be deemed to be for the use and benefit of Lessor so that no mechanic's or other lien shall be allowed against Lessor by reason of its consent to such work Lessor shall have the right to post notices that Lessor is not responsible for payment for any such work (C ) Removal of Improvements The antennas and associated equipment installed on the Premises by Tenant and paid for by Tenant, unless they have been so affixed that they have become part of the Premises, shall remain the property of Tenant and may be removed upon the expiration of this Lease, provided (a) that any of such items may be removed only if Tenant repairs any damage caused by such removal and restores the Premises to the condition of the Premises prior to the installation and the commencement of the Lease, reasonable wear, tear and damage by the elements excepted, and (b) that Tenant shall have fully performed all of the covenants and agreements to be performed by Tenant hereunder and that no payments are due or will thereafter become due from Tenant to Lessor under the provisions of this Lease, but in no case shall the equipment be removed by Tenant or third party prior to the expiration of this Lease or until such time as all monies due under this Lease are paid in full Upon expiration of this Lease, if Tenant fads to remove such items from the Premises within sixty (60) days after demand by Lessor, all such equipment shall become the property of Lessor Tenant must gip"I Lessor sixty (60) days' notice of removal of any equipment from the Towers and/or the Premises to avoid disruptio service of other users Said removal shall be at a time and date specified by Lessor and shall not affect Tenant's obligati under this Lease PnmeCo Personal Communications 11127196 Page 4 6 Notice of Scheduled Interruption Lessor will give Tenant forty-five (45) days' written notice of any scheduled activity that will cause interruption of Tenant's activities, emergency situations excepted Tenant shall be allowed to erect temporary facilities as provided in Paragraphs 4 (D ) and 11 hereof 7 Site Management Tenant shall act as site manager for all subsequent users of the Towers, except Lessor, which shall act as its own manager Tenant shall review all requests for use of the Towers to determine potential interference and structural effect Lessor shall review all requests Rates for subsequent users shall be the same as set forth herein plus a reasonable management fee payable to Tenant Tenant and Lessor shall each work together to encourage all subsequent users to make reasonable use of the Towers and to eliminate the need for additional structures in the subject areas 8 Notice of Default In the event Tenant is in default under this Lease, Lessor shall give written notice thereof to Tenant Except as to interference as described herein, and notwithstanding any other provision herein, Tenant shall cure said default within 20 days following receipt of said notice If a subtenant is in default to Tenant in Tenant's capacity as site manager (as described in Paragraph 7), it will be the sole responsibility of Tenant to pursue the cure of said default and to evict the subtenant, if necessary Under no circumstances will Tenant be considered in default to Lessor based on any subtenant's default status 9 Termination If any of the following occurs, Tenant shall have the right to unmediately erminate this Lease by giving 30 days written notice to Lessor of such termination (A ) Tenant determines that it will be unable to obtain, after expending reasonable efforts, all necessary Governmental Approvals for Tenant's intended use of and improvements to the Premises desired by Tenant, or (B ) Tenant's application for any Governmental Approvals necessary for Tenant's use of the Premises and improvements desired by Tenant is denied, or (C ) any Governmental Approvals necessary for Tenant's use of the Premises and/or improvements to the Premises, whether now or hereafter desired by Tenant are canceled, expired, lapsed or otherwise withdrawn, terminated or denied so that Tenant, in its reasonable judgment, determines that it will no longer be able to use the Premises for Tenant's intended use, or (D ) the FCC allocates the frequencies at which Tenant may operate its antennas and equipment and may from time to time change such frequencies Any change of this nature that, in Tenant's reasonable judgment, renders its operation of a communications facility at the Premises obsolete, or (E ) if Tenant determines that the Premises has become unsuitable for Tenant's operations due to changes in system or network design or in the types of equipment used in such operations at the Premises become unprofitable Any termination notice rendered by Tenant pursuant to Paragraph 9 shall cause this Lease to expire with the same force and effect as though the date set forth in such notice were the date originally set as the expiration date of this Lease and the parties shall make appropriate adjustment, as of such termination date, with respect to payments due to the other under this Lease 10 Indemnity and Insurance (A ) Tenant hereby agrees to indemnify and hold Lessor harmless from and against any and all claims of liability for personal injury or property damage to the extent that they result from or arise out of (i) Tenant's breach of any term or condition of this Lease on Tenant's part to be observed or performed and/or (it) the acts or omissions of Tenant, its agents and employees in, on or about the Premises , excepting however, such claims or damages as may be due to or caused solely by the acts or omissions of Lessor, its employees or agents PnmeCo Personal Communications I P 11127196 Page 5 To the extent permitted by law, this indemnity shall not apply to any claims arising from the sole negligence or intentional misconduct or the portion of the joint or concurrent negligence of the indemnified party (B ) Public Liability Insurance Tenant shall maintain public liability insurance at all times during the term of this Lease with a company rated A- or better by Best rated carriers approved to do business in Texas by the State Insurance Commission with personal injury limits of at least $1,000,000 for damage to property and bodily injury and death, covering the Premises and Tenant's use thereof with companies, and in form, satisfactory to the Lessor Said policy or policies shall name Lessor and Tenant as insureds and shall bear endorsements to the effect that the insurer agrees to notify Lessor not less than thirty (30) days in advance of any modification or cancellation thereof Tenant shall deliver a certificate of insurance satisfactory to Lessor as proof that adequate insurance is in force (C ) Lessor shall not be responsible for any interruption of service, unless it is due to negligence on the part of Lessor (D ) Nothing herein shall constitute a waiver of any defense the Lessor or Tenant may have to any cause of action or claim brought under or as a result of operations under this Lease including and without limitation the defense of governmental immunity, all such defenses are expressly reserved 11 Damage and Destruction (A ) In the event that any of the Tower and/or the Premises are totally damaged or destroyed by fire or other casualty, or so extensively damaged that they cannot be restored within 180 days to the condition as the same existed prior to such damage, either party shall have the right to terminate this Lease by giving written notice to the other of the exercise of this right within thirty (30) days following the occurrence of the fire or other casualty In no event shall Lessor be responsible for damages due to delay occasioned in repairing such damage Tenant shall have the right to erect temporary, substitute facilities if any of the Towers and/or the Premises are rendered temporarily unsuitable for operation Rent shall abate for any period that any of the Towers and/or Premises are rendered unsuitable or unavailable for Tenant's use (B ) Lessor shall not be responsible for any damage to Tenant's equipment caused by vandalism, riot, war, fire, accident, failure, or act of God (C ) Lessor will not provide any insurance on Tenant's equipment If Tenant so desires, Tenant may maintain at Tenant's sole expense, any type of hazard insurance on all equipment located on the Premises Tenant understands that in no way will Lessor be responsible for any loss to Tenant's equipment 12 Notices All notices hereunder must be in writing and, unless otherwise provided herein, shall be deemed validly given if sent by certified mail, return receipt requested, addressed as follows (or to any other marling address which the party to be notified may designate to the other party by such notice), or by overnight delivery or as otherwise provided under applicable state law Should Lessor or Tenant have a change of address, the other party shall immediately be notified as provided in this Paragraph of such change Unless Lessor otherwise specifies in writing, rent checks from Tenant shall be sent to the person listed below to whom notices are sent PrimeCo Personal Communications L P 11127196 Page 6 Tenant Dallas MTA, L P c/o PrtmeCo Personal Communications, L P Address 5221 N O'Connor Blvd, Suite 1000 Irving, Texas 75039 Attn North Texas - Site Development Property Manager Telephone Number (972) 337-3000 With a copy to PrtmeCo Personal Communication, L P Address 5221 N O'Connor Blvd, Suite 1000 Irving, Texas 75039 Attn Southwest Region Legal Counsel Telephone Number (972) 337-3000 Lessor The City of Denton, Texas Attn Sharon Mays Director of Electric Utilities Address 901 Texas Street Denton, Texas76201 Telephone Number 817-566-8487 With a copy to City Attorney Address City of Denton, Texas 215 East McKinney Denton, Texas 76201 Telephone Number 817-566-8333 13 Compliance with Laws The Tenant shall comply with all federal, state, local, laws, rules, regulations and ordinances applicable to the telecommunications installation covered hereunder, as they may now read or hereinafter, or amended 14 Venue This Agreement is entered into in the City and County of Denton, Texas and shall be governed by the laws of the State of Texas Venue and jurisdiction of any suit or cause of action arising under or in connection with this Lease shall be exclusively in a court of competent jurisdiction sitting in Denton County, Texas PrimeCo Personal Communications I P 11127196 Page 7 IN WITNESS WHEREOF, the parties have executed this Lease as of the date herein above stated LESSOR CITY OF DEN TEXAS By Printed Name Ted Benavldes Title City Manager TENANT D MTA, L P , a Delaware limited partnership, by its sole general partner, PRI EC 1 780 MUNICATIONS, L P, a Delaware limited partnership By Printed Name Drecto has Title DSite Development REVIEWED 9Y l..lL C' PRIMECO LEGAL DEPARTMENT PruneCo Personal Communications I P 11127196 Page 8 EXHIBIT "A" 1 Spencer Radio Tower Equipment to be installed Personal Communications Services (PCS) transmitting and receiving equipment consisting of radio transceivers batteries, rectifiers, and ancillary equipment Application and frequency PCS (A -block 1850 1865 MHz, 1930-1945 MHz) Antennas 9 DB980H (typical style) 150 foot centerline (approximately 145 150 feet AGL) Feedlmes 9 runs of 1 5/8 coax 2 McKenna Park Radio Tower Equipment to be installed Personal Communications Services (PCS) transmitting and receiving equipment, consisting of radio transceivers batteries, rectifiers, and ancillary equipment Application and frequency PCS (A -block 1850-1865 MHz, 1930 1945 MHz) Antennas 9 DB980H (typical style) 150-foot centerline (approximately 145-150 feet AGL ) Feedlmes 9 runs of 1-5/8' coax PrimeCo Personal Communications I P 11127196 Page 9 EXHIBIT "Al" LEGAL DESCRIPTION OF LESSOR'S PROPERTY Site known as Spencer All that certain pact of parcel of land situated in Denton County fens [bout ' mi'., �' uthe»t of cl < City of Denton, and being part of a 640 acre survey patented to Mary L Austin on April 8, 1856, patent No 1059 Volume 12 Abstract No 4 and being a part of the tract convcved to J H Subktt b% T G Ratchft and wife by deed dated the 3" of July 1901 and recorded in col 83, pag,, 7 of chi Deed Rewrds of Denton County, Texas described by metes and bounds as follows BEGINNING at the Northeast fence coiner of the tract of land conveyed bk Ratchtt to Sublett a, stated thesame being on the South boundary line of a land running along the North boundan Inc, of said tract conveved by Ratcliff to Sublett at or near the Northeast corner thereof THENCE North 88 degrees West 560 2 tarns with fence and with the South bOUnd a line of said lane to a stake for corner THENCE South 2 degrees West 362 5 varas to a stake for corneron the Northeast boundai % line of a public road, THENCE South 49 degrees 15 minutes East 430 9 varas w tthfence and Northeast boundais line of said public road to a fence corner THENCE South 88 degrees East 229 varas with fence and with the North bOnndat% lust of i public toad which runs along the North boundary line of said tract conveyed bu Ratchtt to Subktt THENCE North I degret 33 minutes East 632 2 saras to tht pl tco of be_uvtrr_ u,d connm » acres of land Paae I of 2 Site known as McKenna Park All that certain tract or parcel of land situated in the COLintx of Denton Statc of Texas and being a pail of the Robert Beaumont Survev and being more particularly described as tollows BEGINNING at the Southwest corner of the Robert Beaumont Survev at a point 131 13 vrs East of the Northwest corner of the Eugene Puchalskt Survev in the North boundary Imc of tht same at a post and pile of rock in the West border of the Cross -Timbers and at a point known as Medlin's Point from which a P O brs North 90 deg East � vrs, another brs North 24 deg East 8 vrs THENCE East 302 3 vrs to a point for comer, said point being 20 feet East of the Southwest comer of a 15 acre tract deeded by R H Ewing and wife M E Ewing to D I. Wilkins THENCE North and parallel with said D L Wilkins West boundary lint 329'/� vrs to a point for corner said point being 20 feet West of the Northwest corner of said Wilkins tract THENCE West 302 3 vrs a point for corner THENCE South 325 '/< vrs along the West boundary line of said Beaumont Survey to place of beginning and containing 18 acres of land more or less and being the same tract of land conveyed to us by R H Ewing and wife M E Ewing by deed dated November 27 A D 1909 recorded in Volume 112 page 21 _�, of the Deed Records of lienton County, Texas Pagc 2 of 2 McKenna Park AMENDMENT NO.2 TO TOWER LEASE THIS AMENDMENT NO. 2 TO TOWER LEASE ("Second Amendment"), dated as of the latter of the signature dates below, is by and between City of Denton, Texas, a Texas Municipal Corporation, having a mailing address of 215 E. McKinney Street, Denton, Texas 76201 (hereinafter referred to as "Lessor") and Dallas WA, L.P. d/b/a Verizon Wireless, having a mailing address of One Verizon Way, Mail Stop 4AW100, Basking Ridge, New Jersey 07920 (hereinafter referred to as "Lessee"). WHEREAS, Lessor and Lessee entered into that certain Tower Lease dated December 1.7, 1996 (the "Lease"), as amended by Amendment No. 1 dated as of February 17, 2009 (the "First Amendment"), whereby Lessor leased to Lessee certain tower space upon the McKenna Park Tower as described herein (collectively, the "Agreement"); WHEREAS, Lessor and Lessee desire to further amend the Agreement to allow for installation of an emergency power generator and related pad, as set forth in Exhibit "C" attached hereto; and WHEREAS, Lessor and Lessee desire to adjust the rental due Lessor. NOW, THEREFORE, in consideration of the foregoing premises and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows: 1. Description of McKenna Park Tower. Exhibit "Al" to the Lease and Exhibit "A" to the First Amendment are hereby deleted in their entirety and replaced with Exhibit "A-2" attached hereto. Exhibit "A-2" is an integral part of this Second Amendment. 2. Equipment. Exhibit "A" to the Lease is deleted in its entirety, and replaced with Exhibit "B-2" attached hereto making provision for a power generator and reflecting a complete list of equipment installed or to be installed at the McKenna Park Tower site. Certain details for placement of the generator are shown in Exhibit "C" attached hereto. Exhibit "B-2" and Exhibit "C" are integral parts of this Second Amendment. 3. Rent. Commencing on July 1, 2012 (the "Commencement Date"), Lessee shall pay to Lessor, in addition to the Annual Rent, a fee of One Hundred Fifty and No/100 Dollars ($150.00) multiplied by the number of remaining months in 2012 from the Commencement Date (the "Additional Rent"), which said amount shall be paid by Lessee to Lessor in a single payment within sixty (60) days of the Commencement Date. The annualized Additional Rent in the amount of One Thousand Eight Hundred and No/100 Dollars ($1,800.00) shall be added to the Annual Rent beginning January 1, 2013. The Additional Rent shall be subject to the same adjustments to which the Annual Rent is subject in accordance with the Agreement. McKenna Park 4. Notice. Lessee's notice address as set forth in Section 12 of the Lease is hereby deleted in its entirety and replaced with the following: Dallas MTA, L.P. d/b/a Verizon Wireless 180 Washington Valley Road Bedminster, NJ 07921 Attn: Network Real Estate 5. Conflicts. Except as hereby amended,, all other provisions of the Agreement will remain in full force and effect as originally written and the Agreement is hereby confirmed as to all provisions contained therein. In the event of any conflict between the terms of this Second Amendment and the terms of the Agreement, this Second Amendment shall control. [SIGNATURE PAGE TO FOLLOW] McKenna Park IN WITNESS WHEREOF, the parties hereto intend that this Second Amendment shall be effective as the date of full execution hereof (the "Effective Date"). LESSOR: City of Denton, Texas, A Texas Municipal Corporation By: Name• Title: Date: ATTEST: JENNIFER WALTERS, CITY SECRETARY: By:Ak,&� APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: LESSEE: Dallas MTA, L.P. d/b/a Verizon Wireless By: Verizon WijeleA TexasA T/C, its general partner By: — Hans F. Leutd4egger Area Vice Pre ident Network Date: EL T� Z v McKenna Park NOTARY ACKNOWLEDGEMENT STATE OF TEXAS ) )SS. ACKNOWLEDGMENT COUNTY OF ) The foregoing instrument was acknowledged before me this day of , 2012, by George C. Campbell, City Manager, of the City of Denton, Tex . He is personally known to me or has produced a driver's license as identification. (AFFIX NOTARIAL SEAL) �pYP���� LINDA A. HOLLEY Notary Public, State of Texas My Commission Expires FF IAL NOTARY SIGNA ) December os, 2013 NOTARY PUBLIC -STATE OF TEXAS My commission expires: /a4-/3 STATE OF NORTH CAROLINA COUNTY OF MECKLENBURG L(,✓o.,9 A/V�_� (PRINTED, TYPED OR STAMPED NAME OF NOTARY) )SS. ACKNOWLEDGMENT BEFORE ME, the undersigned authority, on this day personally appeared Hans F. Leutenegger, Area Vice President Network of Verizon Wireless Texas, LLC, the general partner of DALLAS MTA, L.P. d/b/a Verizon Wireless, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he, being duly authorized to execute said instrument, executed the same for the purposes and considerations therein expressed. Given under my hand and seal of office this day o ICJ^ , 2012. (PERSONARIZED SEAAN M MUSA Notary Public, North Carolina Mecklenburg County My Commission Expires May 18, 2015 in and for the State of North Carolina 2 McKenna Nark Exhibit "A-2" Exhibit 66A-2" All titat certain tract or parcel of sand situated In The County of Denton. State of Texas. and bein a part of the Robert Beaumont Survey and being more particularly dew1b4:d as follows: BEGINNING At the Southwest corner of the ltobert Beaumont Survey at a point 1311.3 vrs Fast of il* Northwest corner of the Irttgcne 11'uchalski Survey in die Worth boundary line of Ote same at a post and pile of rock In the West border of tite Cross -Timbers and at it polut known as Medlin's mint from Which a F.Q. brs Nortit 90 deg, East $ vrs, another bm north 24 deg. East 8 vrs; f14ENCE Eapt 302.3 vrs to a point for corner, said point being 20 feet Fast of the South -'Vest comar of a 15 acre tract hooded by Inv. H. Ewing and wife Mi B. Ewing to D. L. Wilkins; THENCE North and parallel witli Said D. L. Wilkins West boundary lute 329 A vrs to a point for corder, 94id point being 20 feet WOsT of the Northwest oamer of said Wilklns tract. THENCE W46Si 3013 vrs a point for corner, THENCE South 3?S'/s vrs along the West bdttndaty lira of stud Seautnout Survey to place of ' beginning and containing i $ acres of Ian(] more or less and bet:ng the game tract of land conveyed to us by F. 14. Ewing and wife M. B. Ewitg by deal: dated No4emberV, A.D.. 1909, recorded in Volume 112, page 21: 5, of the Dead Records of Denton Coutity; Texas. McKenna Park Exhibit "B-2" Exhibit "B-2" Equipment to be installed: Personal Communications Services (PCS) transmitting and receiving equipment, consisting of radio transceivers batteries, rectifiers, and ancillary equipment Application and frequency - PCS (A -block 1850-1865 MHz, 1930-1945 MHz) Microwave Dish (5.250 — 5.850 GHz) Antennas 9 DB980H (typical style) 150-foot centerline (approximately 145-150 feet AGL) Microwave dish —1 P6F-52-N7A (6 foot) and supporting cable* Feedlines 9 runs of 1-5/8' coax Power Generator Kohler Model 50REOZJC * As set forth more fully in that certain Amendment No.1 dated as of February 17, 2009. McKenna Park Exhibit "C" Exhibit "C" �, 3 McKenna Park 011 TU r" 112 rol TU � L �61 . THIS AMENDMENT NO. 4 TO TOWER LEASE ("Fourth Amendment"), dated as of the latter of the signature dates below, is by and between City of Denton, Texas, a Texas Municipal Corporation, having a mailing address of 215 E. McKinney Street, Denton, Texas 76201 (hereinafter referred to as "Lessor") and Dallas MTA, L.P. d/b/a Verizon Wireless, having a mailing address of One Verizon Way, Mail Stop 4AW100, Basking Ridge, New Jersey 07920 (hereinafter referred to as "Lessee"). WHEREAS, Lessor and Lessee entered into that certain Tower Lease dated December 17, 1996 (the "Lease"), as amended by Amendment No. I dated as of February 17, 2009 (the "First Amendment"), as amended by Amendment No. 2 dated as of June 27, 2012, as amended by Amendment No. 3 dated as of December 18, 2013, whereby Lessor leased to Lessee certain tower space upon the McKenna Park Tower as described herein (collectively, the "Agreement"); WHEREAS, Lessor and Lessee desire to further amend the Agreement to modify and install equipment at the McKenna Park Tower site, as set forth in Exhibit "134" attached hereto; and NOW, THEREFORE, in consideration of the foregoing premises and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows: 1. Equipment. Exhibit "B-3" to the Agreement is hereby deleted in its entirety, and replaced with Exhibit "134" attached hereto reflecting a complete list of equipment installed or to be installed at the McKenna Park Tower site. Exhibit "B-4" is an integral part of this Fourth Amendment. 2. Rent. Lessor and Lessee agree that the above -referenced modifications shall have no effect on the Annual Rent set forth in the Agreement. 3. Conflicts. Except as hereby amended, all other provisions of the Agreement will remain in full force and effect as originally written and the Agreement is hereby confirmed as to all provisions contained therein. In the event of any conflict between the terms of this Fourth Amendment and the terms of the Agreement, this Fourth Amendment shall control. I XUR114MUNIT4 1 McKenna Park IN WITNESS WHEREOF, Lessor and Lessee have executed this Fourth Amendment as of the respective dates set forth below. City of Denton, Texas, a Texas Municipal Corporation By: Name: GS&i-e C. tznipbell Title: City Mana cl* Date: By: 1, op, APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY A By: . ........ Dallas MTA, L.P. d/b/a Verizon Wireless By: Vci-izoii Wireless 'Fexas, ,LLC'., its general paxwer By: Kazi Ahmed Director — Network Field Engineering Date: McKenna Park STATE OF TEXAS )SS. ACKNOWLEDGMENT COUNTY The foregoing instrument was acknowledged before me this jell' —Clay of 2016, by George C. Campbell, City Manager, of the City of Denton, Texas.`Hc iscrsonally known to me or has produced a driver's license as identification. MR 0 0 0414 0 [0 FINA E N N I F E R K OVA LIT R S 1, NO'YARY, PUBL �C, STAIE OF X i COMM, fEAP 12-19-2018 N GTA R Y M 4 7 es 1") V My commission expires: ((o-j�(CIAL',�"OTARY SIGNATURE) J13LIC-STATE OF TEXAS N j (PRINTED, TYPED OR STAMPED NAME OF NOTARY) k ffwp�� lmlnfflwmp� Lessee shall be permitted to have the following equipment on the tower at the site: Antennas: Three (3) W85-19-R28-G antennas at the 152-foot centerline Six (6) CWWX063X25G00 antennas at the 152-foot centerline Tower Mounted Amplifiers: Six (6) Tower Mounted Amplifiers at the 152-foot centerline Diplexers: Six (6) Diplexers at the 152-foot centerline Remote Radio Heads: Three (3) Remote Radio Heads at the 152-foot centerline OVP boxes: Two (2) OVP boxes Fiber Cables: Two (2) 1-1/4" Hybriflex Cables Coaxial Cables: Twelve (12) Lines of 1-5/8" Coax Frequency: AWS (2115-2135 MHz, 1715-1735 MHz) LTE (746-756 MHz, 777-787 MHz) PCS (1930-1945 MHz, 1850-1865 MHz) Microwave Dish (5.250-5.850 GHz)* Microwave dish: One (1) P6F-52-N7A (6 foot) and supporting cable* 101 M a -Ur 01 r4 * As set forth more fully in that certain Amendment No. I dated as of February 17, 2009. 2 Lessee Site Name: McKenna Park Lessee Contract No: 25389 Thisi " �� �It11(�n o. 6 to Tower Lease ("Amendment") is made and entered into this day � 201("Effective Date") by and between City of Denton, Texas, a Texas nitrriicipal corporafion ("Lessor"), and Dallas MTA, L.P. d/b/a Verizon Wireless ("Lessee"). Lessor and Lessee are at times collectively referred to hereinafter as the "Parties" or individually as the "Party". WHEREAS, Lessor and Lessee entered into the Tower Lease dated December 17, 1996, as amended by the February 17, 2009 Amendment No. 1 to Tower Lease, the June 27, 2012 Amendment No. 2 to Tower Lease, the December 18, 2013 Amendment No. 3 to Tower Lease, the May 18, 2016 Amendment No. 4 to Tower Lease, and the May 30, 2017 Amendment No. 5 to Tower Lease (collectively with the Lease, the "Agreement"), pursuant to which Lessor leases to Lessee certain space on Lessor's Tower and certain ground space located at 500 Thomas Street, Denton, Denton County, Texas 76201; and WHEREAS, Lessor and Lessee desire to amend the Agreement to allow Lessee to modify its equipment on the Tower. NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Any capitalized term used in this Amendment that is not defined herein has the meaning given that term in the Agreement. 2. Exhibit B-4 to the Agreement is hereby deleted in its entirety and replaced with Exhibit B-5 attached hereto and incorporated herein. As of the Effective Date of the Amendment, any and all references in the Agreement to Exhibits B-1, B-2, B-3, and B-4 are hereafter references to Exhibit B-5. 3. There is no rent increase associated with this Amendment. 4. Lessor and Lessee hereby warrant to the other that the person executing this Amendment on behalf of the warranting Party has the full right, power and authority to enter into, and execute, this Amendment on that Party's behalf, and that no consent from any other person or entity is necessary as a condition precedent to the legal effect of this Amendment. 5. Except as specifically provided in this Amendment, the Agreement shall remain in full force and effect and shall continue to be binding upon, and enforceable against, Lessor and Lessee in accordance with its terms. All covenants, terms and obligations of the Agreement not modified by this Amendment are hereby ratified and affirmed. The terms and provisions of this Amendment shall control in the event of any inconsistency or discrepancy between the Agreement and this Amendment. [Signatures on following page] 4834-0479-0098 vl 3000007-700001 Lessee Site Name: McKenna Park Lessee Contract No: 25389 IN WITNESS WHEREOF, Lessor and Lessee have executed this Amendment effective as of the day and year first above written. LESSOR: City of Denton, Texas, a Texas municipal corporation By: . . ....... . Name: JL)10 YL( Title: -C;+q M,,,jo,.(j6r I Date: 1&11LXj4- City Attorney LESSEE: Dallas MTA, L.P. d/b/a Verizon Wireless By: Verizon Wireless Texas, LLC Its: General Partner By: A., cob 11aTT) �txjl Director - Network Field Engineering 7� Date:.......... 4834-0479-0098 vi 3000007-700001 Lessee Site Name: McKenna Park Lessee Contract No: 25389 100,14,018 Antennas: (3) W85-19-R28-G antennas (6) CWWX063X25GOO TMAs: (3) TMAs RRHs: (9) Remote Radio Heacn AGL: Antennas at 152' Fiber Cables: (2) 1-1/4" hybrid cables Coaxial Cables: (12) 1-5/8" coax OEM Frequencieso 2115-2135; 1715-1735 MHz (AWS) 746-757; 776-787 MHz (LTE) 1930-1945 1850-1865 MHz (PCS) 5.250-5.850 GHz (Microwave Dish) Generator: Existing 4834-0479-0098 v I 3000007-700001