2016-313SALegal\Our Documents\Ordinances\16\DME-New Cingular Wireless PCS LLC -Tower -Ground Lease -McKenna Park-OrdIdoc
ORDINANCE D,2016-313
AN ORDINANCE OF THE CITY COUNCIL OF THE CITYO TEXAS
AUTHORIZING THE CITY MANAGER TO APPROVE AND EXECUTE A "THIR
AMENDMENT TO TOWER/GROUND LEASE AGREEMENT" BY AND BETWEEN T
CITY . LESSOR, AND NEW
. r WIRELESS,r
., AS LESSEE
LEASE OF TOWER SPACE ON THE MCKENNA PARK TOWER AND ON T
GROUNDS; AUTHORIZING THE EXPENDITURE AND RECEIPT OF FUN
THEREFOR; PROVIDING AN EFFECTIVE DATE. I
SECTION 1. The City Manager is hereby authorized to execute a Third Amendment to
Tower/Ground Lease Agreement (the "Second Amendment") on behalf of the City of Denton,
Texas, as Lessor, with New Cingular Wireless, PCS, LLC., a Delaware Limited Liability
Company, as Lessee, for the continued lease of tower space on the McKenna Park Tower and
grounds, a copy of which Third Amendment is attached hereto and incorporated by reference
herein.
SECTION 2. The expenditure and the receipt of funds as provided in the attached
Second Amendment are hereby authorized.
SECTION 3. This ordinance shall become effective immediately upon its passage and
approval
PASSED AND APPROVED this the i0b day of �- , 2016.
1 1 WATTS, MAYOR
ATTEST.
JENNIFER WALTERS, CITY SECRETARY
:
By:
APP ,, -)VED TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
By: ee,_ figs
Cell Site No.: DX6057
Cell Site Name: Scripture/Thomas
Fixed Asset No.: 10025474
Market: N. TX
Address: 500 Thomas Street
10- , =.'mmpala
Amendment-y,-da-teda-s ot the latter ot tile signature clates below l,Tne --LYfe—effv-e-71-21K:;�:��
between the City of Denton, Texas, a Texas municipal corporation, having a mailing address of
901 C Texas Street, Denton, TX 76209 (hereinafter referred to as "Lessor"), and New Cingular
Wireless PCS, LLC, a Delaware limited liability company, having a mailing address of 575
Morosgo Drive NE, Atlanta, GA 30324 (hereinafter referred to as "Lessee").
WHEREAS, Lessor and Lessee entered into a Tower/Ground Lease Agreement dated June
18, 2002, as amended by an Amendment No. I to Tower/Ground Lease Agreement dated January
6, 2009, as amended by Second Amendment to Tower/Ground Lease Agreement dated July 17,
2014 (hereinafter, collectively, the "Agreementwhereby Lessor leased to Lessee certain Leased
described -, that are a ie�ortion of the "Pro - r- " located at 500 Thomas
Street, Denton, TX; and
WHEREAS, the terrn of the Agreement will expire on November 30, 2017, and the parties
mutually desire to renew the Agreement, memorialize such renewal period and modify the
Agreement in certain other respects, all on the terms and conditions contained herein; and
WHEREAS, Lessor and Lessee desire to amend the Agreement to extend the term of the
Agreement; and
WHEREAS, Lessor and Lessee desire to amend the Agreement to adjust the Rent (as
defined below) in conjunction with the modifications to the Agreement contained herein; and
WHEREAS, Lessor and Lessee desire to amend the Agreement to modify the notice
section thereof; and
WHEREAS, Lessor and Lessee desire to amend the Agreement to permit Lessee to add,
be in com[i�liance with ang current or future fede_ral
state or local mandated application, including but not limited to emergency 911 communication
services; and
WHEREAS, Lessor and Lessee, in their mutual interest, wish to amend the Agreement as
set forth below accordingly.
NOW THEREFORE, in consideration of the foregoing and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee
agree that the recitals set forth above are incorporated herein as if set forth in their entirety and
further agree as follows:
1 . Extension of Term. The term of the Agreement shall be extended to provide that the
Agreement has a new initial term of five (5) years ("New Initial Term") commencing on
Category 3, 4, & 5 Amendment Form
Cell Site No.: DX6057
Cell Site Name: Scripture/Thomas
Fixed Asset No.: 10025474
Market: N. TX
Address: 500 Thomas Street
December 1, 2017 ("New Term Commencement Date"). As of the New Tenn Commencement
Date, the term provided in the Agreement and any extensions thereof, as applicable, shall be void
and of no further force and consequence. The Agreement will automatically renew, commencing
on the expiration of the New Initial Term, for up to five (5) separate consecutive additional periods
of five (5) years each (each such five (5) year additional period is hereinafter referred to as an
"Additional Extension Term" and each such Additional Extension Tenn shall be considered an
Extension Tenn under the Agreement), upon the same terms and conditions of the Agreement, as
amended herein, without further action by Lessee unless Lessee notifies Lessor in writing of
Lessee's intention not to renew the Agreement at least sixty (60) days prior to the expiration of the
New Initial Term or the then current Additional Extension Tenn. The New Initial Tenn, the
Additional Extension Tenn are collectively referred to as the Term ("Term").
2. Rent. Commencing on December 1, 2017, the current rent payable under the Agreement
shall be Two Thousand One Hundred Forty -One and 68/100 Dollars ($2,141.68) per month (the
"Rentand shall continue during the Tenn, subject to adjustment as provided herein. Section
4(a)(3) of the Agreement shall be amended to provide that Rent shall be adjusted as follows: in
7i_;?r,VWM0` *f 17_W-bv?,
Extension Tenn exercised, the monthly Rent will increase by three percent (3%) over the Rent
paid during the previous year.
3. Emergency 911 Service. In the future, without the payment of additional Rent, or any
other consideration. and at a location mutuallv accevtable to Lessor and Lessee, Lessor agrees that
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communication services.
4. Charges. All charges payable under the Agreement such as utilities and taxes shall be
9 e were
s
incurred; any charges beyond such period shall not be billed by Lessor, and shall not be payable
by Lessee. The foregoing shall not apply to monthly Rent which is due and payable without a
requirement that it be billed by Lessor. The provisions of this subparagraph shall survive the
termination or expiration of the Agreement.
5. Acknowledgement. Lessor acknowledges that: 1) this Third Amendment is entered into
of the Lessor's free will and volition; 2) Lessor has read and understands this Third Amendment
and the underlying Agreement and, prior to execution of this Third Amendment, was free to
consult with counsel of its choosing regarding Lessor's decision to enter into this Third
Amendment and to have counsel review the -terms- and conditions of this Third Amendment; 3)
Lessor has been advised and is informed that should Lessor not enter into this Third Amendment,
the underlying Agreement between Lessor and Lessee, including any termination or non -renewal
provision therein, would remain in full force and effect.
6. Notices. Section 16 of the Agreement is hereby deleted in its entirety and replaced
with the following:
2
Category 3, 4, & 5 Amendment Fonn
Cell Site No.: DX6057
Cell Site Name: Scripture/Thomas
Fixed Asset No.: 10025474
Market: N. TX
Address: 500 Thomas Street
"(a) NOTICES. All notices, requests, demands and communications hereunder will be given by
first class certified or registered mail, return receipt requested, or by a nationally recognized
overnight courier, postage prepaid, to be effective when properly sent and received, refused or
returned undelivered. Notices will be addressed to the parties as follows:
New Cingular Wireless PCS, LLC
Attn: Network Real Estate Administration
'Ze: Cell Site V: DX6057
Cell Site Name: Scripture/Thomas (TX); Fixed Asset No.: 10025474
575 Morosgo Drive NE
Atlanta, GA 30324
iipiiiiiiiiiiiiiilii Fill 1111�1111111111 4 & . - I
1711011F,01 1114111� I I I I "� I I I I I I I I I I
11"ITITM-N,• , ', �
New Cingular Wireless PCS, LLC
Attn: AT&T Legal Department
Re: Cell Site #: DX6057
Cell Site Name: Scripture/Thomas (TX); Fixed Asset No: 10025474
208 S. Akard Street
Dallas, Texas, 75202-4206
A copy sent to the Legal Department is an administrative step which alone does not constitute
legal notice.
MM
1101 C Texas Street
Wenton, TX 76209
(b) In the event of a change in ownership, transfer or sale of the Property, within ten (10)
days of such transfer, Lessor will send the below documents to Lessee. In the event Lessee does
the
cur -rent landlord
(i) New deed to Property
(ii) New. W-9
(iii) New Paynient Direction. Form.
(iv) Full contact infort-nation for new Lessor including all phone numbers
Either party hereto may change the place for the giving of notice to it by thirty (30) days
prior written notice to the other as provided herein."
Category 3, 4, & 5 Amendment Form
Cell Site No.: DX6057
Cell Site Name: Scripture/Thomas
Fixed Asset No.: 10025474
Market: N. TX
Address: 500 Thomas Street
7. Other Terms and Conditions Remain. In the event of any inconsistencies between
the Agreement and this Third Amendment, the terms of this Third Amendment shall control.
Except as expressly set forth in this Third Amendment, the Agreement otherwise is unmodified
and remains in full force and effect. Each reference in the Agreement to itself shall be deemed
-8so to refer to this Third Amendment.
8. Capitalized Terms. All capitalized terms used but not defined herein shall have the
same meanings as defined in the Agreement.
Category 3, 4, & 5 Amendment Form
Cell Site No.: DX6057
Cell Site Name: Scripture/Thomas
Fixed Asset No.: 10025474
Market: N. TX
Address: 500 Thomas Street
IN WITNESS WHEREOF, the parties have caused their properly authorized
representatives to execute this Third Amendment on the dates set forth below.
096*140
City of Denton, Texas, New Cingular Wireless PCS, LLC,
a Texas municipal corporation a Delaware limited liability company
By: AT&T Mobility Corporation
Its: Matiager
7 /"z
By: By:
—7�
Title: Interim City Manager
Date: k 0
Category 3, 4, & 5 Amendment Form
Print Nan 1-t-igh Ann Dodson
Area Manager - RE&C
Title: NTX Network Ops
Date: C1
Cell Site No.: DX6057
Cell Site Name: Scripture/Thomas
Fixed Asset No.: 10025474
Market: N. TX
Address: 500 Thomas Street
STATE OF
S&
COUNTY OF,a,,
I certify that I know or have satisfactory evidence that Howard Martin is the person who
appeared before me, and said person acknowledged that said person signed this instrument, on
oath stated that said person was authorized to execute the instrument and acknowledged it as the
Interim City Manager of the City of Denton, Texas, a Texas municipal corporation, to be the
free and voluntary act of such party for the uses and purposes mentioned in the instrument.
DATED:
Notary Seal
JENNIFER K, WALTERS
NOIA, RY PUBLIC-STA7 E OF T EXAS
COMM, EXP 12-19-2018
NOTARY M 1117650
Category 3, 4, & 5 Amendment Form
(Legibly Print or Stamp Name of Notary)
Not-Av Public in and for the State of
apl' )o-int-rnent expires:
Cell Site No.: DX6057
Cell Site Name: Scripture/Thomas
Fixed Asset No.: 10025474
Market: N. TX
Address: 500 Thomas Street
STATE OF
SS.
COUNTY OF )
I certify that I know or have satisfactory evidence that i _ii)_}"...
is the person who appeared before me, and said person acknowlecl that he/she signed this
instrument, o f oath stated that he/she was authorized to execute the instrument and acknowledged
it as thec t _ of AT&T Mobility Corporation, the
Manager of New Cingular Wirefess PCS, LLC, a Delaware limited liability company, to be
the free and voluntary act of such party for the uses and purposes mentioned in the instrument.
DATED:`
r r, KATHLEEN MEZA
MY COMMISSION EXPIRES
9
Fobruary 21, 2018
Category 3, 4, & 5 Amendment Form
(Sig , ttlrc 0TNotary) �..
(Legibly Print or Stamp Name of Notary)
Notary Public in and for the State of
My appointment
I I I t
01161 1
1011 HIN to I VIA N I WRALTA I U101 to MA 0 DION 0 1
IN RE: City of Denton, Texas, a Texas municipal corporation
Name of MunicipalitylMunicipal Entity
We, the undersigned Officers, Board Members, Trustees, and/or Superintendents of the above-named
Municipality/Municipal entity (the "Municipality/Municipal Entity"), hereby certify that we have
reviewed the books and records of the Municipality/Municipal Entity, and that the individuals named
below are the current Officers, Board Members, Trustees, and/or Superintendents of the
Municipality/Municipal Entity, holding the title indicated:
NOTE: Please have the necessary Officers, Board Members, Trustees, and/or Superintendents according
to your Municipal By -Laws, sign this Certificate and check the box if authorized to sign real estate
transactions on behalf of the Municipality/Municipal Entity.
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SIGNATORIES:
1-1 1 person 0 2 persons
DATED as of this
10025474
day of
Other
20