HomeMy WebLinkAbout5 - Water Tower Leases
AGENDA:
REQUESTED BY :
SUBJECT MATTER:
DATE:
Introduction:
DISCUSSION:
HERITAGE
1891
COMMUNITY
1991
1t7JSf)~~
2Q91
5
RALPH TESCHNER, FINANCE DIRECTOR
CONSIDER APPROVAL OF WATER TOWER LEASES FOR
CELLULAR ONE AND US WEST
NOVEMBER 5, 1990
Cellular One and US WEST both mobile telephone
companies, have requested to enter into a
lease agreement which would allow them to use
the Cit~'s water towers for the purpose of
install1ng, maintaining and operating a
communications antenna facility.
Both proposals include the placement of
antennas near the top of the water tower
itself, with a small building structure to be
constructed very near the base of the towers.
The building will house upwards of $750,000 to
$1,000,000 of cellular communication equipment
on site.
A Water Tower Lease Agreement has been drafted
by Staff which also includes a number of
exhibit documents providing a descril?tion of
the leased premises, site plan 1ncluding
landsca~ing and a profile of the antenna
facilit1es to be mounted on the tower.
Cellular One has presented drawings for the
construction of the building and antennas on
the water tower near Sand Point Park at Crest
Avenue and CSAH 42. The existing driveway
will be shared jointly by the City and
Cellular One for access purl?oses. The size of
their appurtenant building l.S proposed to be
12' x 28' or 336 square feet.
US WEST will be utilizing the old water tower
ad~acent to The Pond on Tower Street and their
bUl.1ding would be of similar dimensions,
12' x 36' with a square footage of 432 feet.
They will provide a bituminous surface drive
for access.
Both will have a structural engineer present
shop drawings for installation of the antennas
and building after a lease is entered into.
Neither Cellular One nor US WEST's facility
operation will interfere with the function of
the water tower or impede city use of the
property. Also it shall be the responsibility
of the company itself to take measures to
cover the buildings and protect them during
repainting of the tanks.
4629 Dakota St. S,E., Prior Lake, Minnesota 55372 I Ph. (612) 447-4230 I Fax (612) 447-4245
..
Appropriate landscapin9 as indicated on the
attached site plans w1ll be provided. The
buildings shall be either constructed of brick
or of material simulating a brick al?pearance.
The antenna facilities shall be pa1nted the
same color as the adjoining tower.
As the network of mobile phone cells develop
over the seven county area and expand into the
outstate areas, the utilization of municipal
water towers have become more and more common.
Listed below for council information are a
number of recent community lease agreements
and their respective rental amounts:
CITY
CELLULAR COMPANY RENT AMOUNT
Rosemount
Minnetonka
Wayzata
spring Lake Park
st. Louis Park
Little Canada
Shorewood
White Bear Lake
Inver Grove Hgts
Eagan
(USWEST)
(USWEST)
(Cellular One)
(Cellular One)
(Cellular One)
(Cellular One)
(Cellular One)
(USWEST)
(Cellular One)
(USWEST)
$216.67/mo.
$262.50/mo.
$345.00/mo.
$500.00/mo.
$575.00/mo.
$600.00/mo.
$600.00/mo.
$666.00/mo.
$700.00/mo.
$750.00/mo.
As is evident by the rapidly escalating amount
of the monthly rentals, there exists a time
relationship as to when the lease agreements
were entered. It al?pears there is an industry
wide race to bUl.ld a network capable of
providing market penetration into a constantly
expanding geographical area. This expansion
requires a great deal of capitalization. As a
result, leases as opposed to purchase of land
based towers are more feasible from a cost
standpoint.
Amongst the major points of negotiation were
the following financial considerations:
$750.00/month rent per water tower lease.
Entire amount of rent to be pre-paid on an
annual basis on the first of each year.
Three Motorola transportable mobile phones,
three battery packs and three voltage
adapters to be provided by Lessee and
u~graded upon renewal of the lease every
f1fth year.
Administrative expense reimbursement for
processing the lease agreements in an
amount not to exceed $1,000.00.
Warren Dunlap, site Acquisition Coordinator,
for Cellular One and Bernie Wong, who is in
charge of lease negotiations for us WEST will
be present to answer any questions the council
may have regarding the lease arrangements.
1.)
2. )
3. )
4. )
The Water Tower Lease agreement has been
reviewed by Citr Attorney, Glenn Kessel and
his recommendatl.ons have been incorporated.
~
RECOMMENDATION:
ALTERNATIVES:
BUDGET IMPACT:
ACTION REQUIRED:
If one were to look beyond the immediate
financial incentives that the lease would
afford, a community wide benefit as well is
derived by a regionally improved communication
system. Therefore, in lieu of these mutually
beneficial considerations staff would endorse
approval of a non-exclusive Water Tower Lease
Agreement between the City of Prior Lake and
Cellular One and between the city and USWEST.
In addition, the water tower sites for these
facilities would be a consistent location for
the buildings and are an appropriate use under
the existing zoning. The buildings will be
well maintained and landscaped. With the
presence of the current towers, the addition
of a small building will not be detrimental to
the neighbors nor reduce the adjacent property
values.
The alternatives are as follows:
1. Approve the Water Tower Lease Agreement
as submitted.
2. Amend Water Tower Lease Agreement subject
to Council approved changes.
3. Reject Water Tower Lease Agreement for a
specific reason.
City
of
with
If both leases were to be approved by the
Council, an additional revenue source
$18,000.00. would be realized beginning
the 1991 Operating Budget.
Motion to aPl?rove the Water Tower Lease
Agreements contl.ngent ul?on Staff's acceptance
of respective shop drawl.ngs.
0:
WATER TOWER LEASE AGREEMENT
This Water Tower Lease Agreement ("this Lease") is entered into
this day of 1990, by and between the city of
Prior Lake, a Minnesota Munici~al co~oration ("Lessor") and
ACC/McCaw Cellular of Minneapoll.s, a jOl.nt venture organized and
existing under the laws of Washington state ("Lessee").
In consideration of the terms and conditions of this agreement,
the parties agree as follows:
1) Leased Premises. Subject to the terms and conditions of this
Lease, Lessor leases to Lessee certain space on Lessor's water
tower located at 14040 Crest Avenue NE, square feet of ground
space for an equipment building adjacent~o the reservoir and
certain other. property (collectively referred to as the
"Premises"). The property is legall:( described in Exhibit A
attached hereto (the "property"), SUbJect to any and all existing
easements.
2) Term: Renewals: The term of this Lease shall be five (5)
years, commencing on (the "Commencement Date")
and ending December 31, 1995. Lessee shall have the right to
extend this Lease for four (4) additional five-year renewal terms
subject to all of the terms and conditions of this lease. This
Lease shall automatically be renewed for each successive renewal
term unless one of the following events occurs: 1) Lessee
notifies Lessor of Lessee's intention not to renew the Lease at
least sixty (60) days prior to the expiration of the initial
term or any renewal term: or 2) Lessor notifies Lessee of
Lessor's intention not to renew the lease at least sixty (60)
days prior to the expiration of the initial term or any renewal
term. 3) Lessee is not found to be in default of any of the terms
or conditions of the Lease. If either Lessor or Lessee gives such
notice to the other party, this Lease shall terminate 365 days
from the date said notice was given.
3) Rent 01 Upon the Commencement Date, the Lessee shall pay
Lessor, as rent, the following sum of seven hundred fifty
($750.00) per month (Rent) based upon Lessee's installation as
described in Exhibit B (Site Plan). The entire annual rent shall
be paid on January 1 of each rear for each succeeding year that
the lease is in force to the Cl.ty of Prior Lake at Lessor's
address specified in paragraph 20 below. The initial year shall
include an additional days of rent prorated from the
Commencement Date until 12/31/90.
02) On the Commencement Date of the Lease, the Lessee
agrees to provide the Lessor the following supplementary
equipment, all of which are at the cost and expense of the
Lessee:
a) Three (3) Motorola Ultra portable telephones.
(Model # F09NFD8478AG)
b) Three (3) extra batteries.
c) Three (3) 12 volt adapters.
~
At the commencement date
replace, at Lessee's
equipment with three (3)
comparable value.
03) The rent shall be increased annually by an amount
e9Ua1 to the increase in the Consumer Price Index (CPI) for the
Ml.nneapolisjSt. Paul area as determined by the Minneapolis
Library Department of Economics.
of each renewal term, the Lessee shall
cost, the above described cellular
similar and cost effective telephones of
04) If this Lease is terminated at a time other than on
the last day of the month, Rent shall be prorated as of the date
of termination and, in the event of termination for any reason
other than nonpayment of rent, all prepaid Rents shall be
refunded to the Lessee. Said prorated Rent shall be that portion
of Rent for one calender year which the number of days in such
period bears to 365.
05) Lessee may not add additional equipment and/or
antennas from that shown on Exhibit C without the approval of the
Lessor, which approval shall not be unreasonably withheld or
delayed. Lessor may charge additional rent for additional
equipment or antennas from that shown on Exhibit C.
4) Property Use. (01) Lessee may use the leased premises for
this installation, operation, and maintenance of facilities for
the transmission and reception of radio communication signals in
such frequencies as may be assigned to Lessee by the Federal
Communications Commission (the "FCC") and for the storage of
related equipment in accordance with the terms of this Lease.
Lessee shall use the leased premises in compliance with all
federal, state, and local laws and regulations. Lessor agrees to
reasonably cooperate with Lessee in obtaining, at Lessee's
expense, any federal licenses and permits required for Lessee's
use of the lease premises.
(02) Lessee shall have the right, at its sole cost and
expense, to install, operate, and maintain on the leased portions
of the Property the improvements which include a building to
house Lessee's equipment (the "Equipment Building"). Lessee shall
submit to Lessor its plans for said improvements prior to
construction. All such improvements shall be constructed with the
Lessor's approval, such approval shall not be unreasonably
withheld. No such installation and/or construction shall
interfere with or damage the mechanical or electrical systems of
Lessor's Property. The Equipment Building and all equipment
stored or operated therein shall remain the exclusive property of
Lessee, subject to the provisions of Paragraph 15 of this Lease.
No equipment shall be stored on the Property outside of the
Equipment Building.
5) Buildinq Construction standards.
(01) The exterior finish of the building must be brick
or a material which simulates the appearance of a brick fascia.
Cedar and redwood would be considered acceptable alternatives.
(02) A site Landscape Plan (Exhibit B) and Building
Construction Plan shall be submitted in accordance with City
policy and criteria and subject to the review and approval of the
City of Prior Lake before construction.
2
(03) Lessee's Antenna Facilities shall at all times be
painted, at Lessee's expense, the same color as the adjoining
elevated storaqe tank.
6) Installation of E i ment and Leasehold 1m rovements.
01 Lessee s a ave e r1g , a l. s so e cost and
expense to install, operate, and maintain in accordance with good
engineering practices, with all applicable FCC rules and
regulations, on the leased portions of the Tower described in
Exhibit C attached hereto, all of the equipment, personal
property, and facilities which facilities include radio
transmitting and receiving antennas (the "Antenna Facilities").
(02) Lessee's installation of all such equil?ment,
personal property, and facilities shall be done accordl.ng to
plans approved by Lessor, which approval shall not be
unreasonably withheld. Any damage done to the Lessor's property
and/or water tower during installation and/or during operations
shall be repaired or replaced at Lessee's expense.
(03) Lessee shall provide Lessor with as-built drawings
of the equipment installed on the Tower and the iml?rovements
installed on the property, which show the actual locatl.on of all
equipment and improvements. Said drawings shall be accompanied
by a complete and detailed inventory of all equipment, personal
property, and Antenna Facilities actually placed on the Tower.
7) E~ipment Upqrade. Lessee may update or replace the Antenna
Facill.ties from time to time with the prior written approval of
Lessor, provided that the rel?lacement facilities are not greater
in number than the exist1ng facilities and that any change in
their location on the leased portions of the Tower is reasonably
satisfactory to Lessor. Lessee shall submit to Lessor a detailed
proposal for any such replacement facilities and any supplemental
materials as may be reasonably requested, for Lessor's
evaluation and approval, which approval shall not be unreasonably
withheld.
8) Building Maintenance. (01) Lessee shall, at its own expense,
maintain building and any equipment on or attached to the
premises in a safe condition, in good repair and in a manner
suitable to Lessor so as not to conflict with the use of the
premises by Lessor. Lessee shall not unreasonably interfere
with the working use of the water storage facilities.
(02) Lessee shall have sole responsibility for the
maintenance, repair, and security of its e9Uipment, personal
property, Antenna Facilities, and leasehold l.mprovements, and
shall keep the same in good repair and condition during the Lease
term.
(03) Lessee must keep
rodents, vermin and anything of a
nature or which would create
heat or noise, etc.
(04) In the event the Lessor repaints its water tower,
it shall be the responsibility of the Lessee to provide ade9?ate
measures to cover the Lessee's building and protect such facllity
from paint and debris fallout which may occur during the paint
restoration process.
the property free of debris,
dan<1erous, noxious or offensive
a fl.re hazard, undue vibration,
3
9) Property Access. (01) Lessee, at
Lease, shall have vehicle ingress and
and access to the Equipment Building and
the existing roadway access.
(02) Lessee, at all time during this Lease, shall have
access to the Property and the Equipment Building in order to
install, operate, and maintain its transmission facilities.
Lessee shall have access to the Tower only with the approval of
Lessor. Lessee shall request access to the Tower twenty-four
(24) hours in advance, except in an emergency, and Lessor's
approval thereof shall not be unreasonably withheld.
all times during this
egress over the Property
the Tower by means of
(03) Lessor shall be allowed and granted access to the
leased premises at reasonable times to examine and inspect the
leased premises for safety reasons or to ensure that the Lessee's
covenants are being met.
10) Utilities. Lessee shall separately meter charges for the
consumption of electricity and other utilities associated with
its use of the leased premises and shall pay all costs associated
therewith.
11) Personal
improvements
property to
liability of
Property and
constructed on
be taxed for
said Lessee to
Real Estate Taxes. If any
the property should cause part
real estate purposes, it shall
pay such property taxes.
such
of the
be the
12) License Fees. Lessee shall pay, as they become due and
payable, all fees, charges and expenses required for licenses
and/or permits required for Lessee's use of the leased premises.
13) com~liance with statutes and Requlations. Lessee's Antenna
Faci1itl.es and building shall be erected, maintained and operated
in accordance with site standards, state statutes, rules and
regulations now in effect or that thereafter may be issued by the
FCC and related governing bodies.
14) Interference. Lessee's installation, operation, and
maintenance of its transmission facilities shall not damage or
interfere in any way with Lessor's water tower operations or
related repair and maintenance activities. Lessor, at all time
during this Lease, reserves the right to take an~ action it deems
necessary, in its sole discretion, to repair, mal.ntain, alter, or
improve the leased premises in connection with water tower
operations and to temporarily interfere with Lessee's
transmission operations, equipment, or Antenna Facilities as may
be necessary in order to carry out any of such activities. The
Lessor agrees to give reasonable advance notice of any such
activities to the Lessee and to reasonably cooperate with Lessee
to carry out such activities with a minimum amount of
interference with Lessee's transmission operations.
Lessor in no way guarantees to Lessee noninterference with
Lessee's transmission operations, provided, however, that in the
event any other party requests permission to place any type of
additional antenna or transmission facility on the Tower or the
Property, the procedures of this paragraph 11 shall govern to
determine whether such antenna or transmission facility will
interfere with Lessee's transmission operations.
4
If Lessor receives anf such request, Lessor shall submit the
proposal complete wlth all technical specifications reasonably
requested by Lessee to Lessee 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 to the installation of antennas or transmission
facilities pursuant to said proposal. If Lessee gives notice of
objection due to interference during such 30 day period then
Lessor shall not proceed with such proposal.
In the event Lessee's transmission operations interfere with any
type of electronic reception or transmission of other parties in
the surrounding area Lessee agrees to remedy such interference in
accordance with the applicable regulations and standards of the
FCC. Lessee warrants that it shall maintain all of its Antenna
Facilities in full compliance with all applicable regulations of
the FCC.
15) Termination. Except as otherwise provided herein, this
Lease may be terminate,d by one party upon sixty (60) days'
written notice of default to the other party as follows: (a) by
either party upon a default of any covenant or term hereof by the
other party, which default is not cured within sixty (60) days of
receipt of written notice of default to the other party (without,
however, limitin9 any other rights of the l?arties pursuant to
any other provislons hereof); (b) by Lessee l.f it is unable to
obtain or maintain any license, l?ermit, or other <1overnmenta1
approval necessary for the constructl.on and/or operatl.on of the
transmission facilities or Lessee's business; (c) by Lessee if
the property is or becomes unacceptable under the Lessee's
design or engineering specifications for its Antenna Facilities
or the communications systems to which the Antenna Facilities
belong; (d) by Lessor if the Prior Lake City Council decides, at
its sole discretion and for any reason, to redevelop the property
and/or discontinue use of the Tower for all purposes, or (e) by
Lessor if it determines, in its sole discretion and for any
reasons, that the Tower is structurally unsound for use as a
water tower, including but not limited to consideration of age of
the structure, damage or destruction of all or part of the Tower
or the Property from any source, or factors relating to condition
of the property.
Upon termination of this Lease for any reason, Lessee shall
remove its equipment, personal property, Antenna Facilities, and
leasehold improvements from the Tower and the Property on or
before date of termination, and shall repair any damage to the
Tower and the Property caused by such equipment, normal wear and
tear excepted; all at Lessee's sole cost and expense. Any such
property which is not removed by the end of lease period shall
become the property of Lessor.
16) Insurance. (01) Lessee shall provide Comprehensive General
Liability Insurance Coverage, including premises/operation
coverage, independent contractors liability, completed operations
coverage, and contractual liability coverage, in a combined
. single limit of not less than Two Million Dollars ($2,000,000)
per occurrence, subject to Two Million Dollars ($2,000,000)
aggregate. Lessee may satisfy this requirement by underlying
insurance plus an umbrella poliCYe
5
(02) Neither party shall be liable to the other (or to
the others successors or assigns) for any loss or damages caused
by fire or any of the risks enumerated in a standard "All Risk"
insurance policy, and in the event of such insured loss, neither
party's insurance company shall have a subrogated claim against
the other.
(03) Lessee shall provide Lessor, prior to the
Commencement Date and before each renewal of the Lease term,
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 8 (02) above. Lessee will name Lessor as
an additional insured on the certificate(s). Said certificate
shall also provide that the coverage may not be cancelled,
non-renewed, or materially changed without thirty (30) days'
prior written notice to Lessor.
17) Damage or Destruction. If the Property or the Tower are
destroyed or damaged so as to hinder its effective use of the
Antenna Facilities, Lessee mar elect to terminate this Lease upon
thirty (30) days' written notl.ce 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.
18) Condemnation. In the event the whole of the Property is
taken by eminent domain, this Lease shall terminate as of the
date title to the Property vests in the condemning authority. In
event a portion of the Propertr is taken by eminent domain,
either party shall have the r1ght to terminate this Lease as of
said date of title transfer, by giving thirty (30) days' written
notice to the other l?arty. In the event of any taking under the
power of eminent domal.n, Lessee shall not be entitled to any
portion of the reward paid for the taking and the Lessor shall
receive full amount of such award. Lessee shall hereby expressly
waive any right or claim to any portion thereof. Although all
damages, whether awarded as compensation for diminution in value
of the leasehold or to the fee of the Property, shall belong to
Lessor, Lessee shall have the right to claim and recover from the
condemning authority, but not from Lessor, such compensation as
may be separately awarded or recoverable by Lessee on account of
any and all damage to Lessee's business and any costs or expenses
incurred br Lessee in removing its equipment, personal property,
Antenna Facl.lities, and leasehold improvements.
19) Indemnification. Lessee agrees to indemnify, defend, and hold
harmless Lessor and its elected officials, officers, employees,
agents, and representatives, from and a<1ainst any and all claims,
costs, losses, expenses, demands, actl.ons, or causes of action,
including reasonable attorneys' fees and other costs and expenses
of litigation, which may be asserted a<1ainst or incurred by the
city or for which the city may be ll.able, which arise from the
negligence, willful misconduct, or other fault of Lessee or its
employees, agents, or subcontractors in the performance of this
Lease or from the installation, operation, use, maintenance,
repair, removal, or presence of Lessee's transmission facilities
on the Property and the Tower! and specifically including the
representations and warrant es of Paragraph 21 (02) of this
Lease.
6
If Lessee fails or neglects to defend such actions, Lessor may
defend the same and any expenses (including reasonable attorneys'
fees) which it may payor incur in defending said actions, as
well as the amount of any judgment or settlement which it may be
required to pay, shall promptly be reimbursed by Lessee.
20) Notices. All notices, requests, demands, and
communications hereunder shall be in writing and shall be
given if personally delivered or mailed, certified mail,
receipt requested, to the following addresses:
other
deemed
return
If to Lessor, to:
City of Prior Lake
4629 Dakota street SE
Prior Lake, MN 55372
Attention: City Manager
Minnesota Cellular Telephone
Company (d/b/a Cellular One)
2515 24th Avenue South
Minnea~olis, MN 55406
Attentl.on: Director of Engineering
McCaw Cellular Communications, Inc.
5808 Lake Washington Blvd. NE
Kirkland, WA 98033
Attention: Legal Department
21) Representations and Warranties. (01) Lessor represents that
(a) it has full right, power, and authority to execute this
Lease; and (b) it has good and unencumbered title to the Property
free and clear of anr liens or mortgages. Lessor warrants that
Lessee shall have qul.et enjoyment of the Property during the term
of this Lease in accordance with its terms. (c) Lessor warrants
that Lessee shall have quiet enjoyment of the Property during the
term of this lease or any renewal thereof, subject to the terms
of this Lease.
If to Lessee, to:
With a copy to:
(02) Lessee represents and warrants that its use of the
Premises, herein, will not generate and it will not store or
dispose on the Premises nor transport to or over the Premises any
hazardous substance except as specifically described hereafter:
Lessee will locate one or more electrical storage batteries,
temporary diesel generator and related fuel on the Premises to be
used for power wh1ch may be constructed of or contain a hazardous
substance and further agrees to hold Lessor harmless from and
indemnify Lessor against any release of any such hazardous
substance and any damage, loss, or expense or liability resulting
from the breach of this representation or from the violation of
any state or federal law by such release including all attorneys
fees, costs and penalties incurred as a result thereof except any
release caused by the negligence of Lessor, its emplorees or
agents. For purposes hereof, hazardous substance shall l.nclude,
but not be limited to, substances defined as "hazardous
substances", "hazardous materials" or "toxic substances" in the
Comprehensive Environmental Response, Compensation and Liability
Act of 1980, as amended, the Hazardous Materials Transportation
Act and the Resource Conservation and Recovery Act.
22) Assignment. (01) Lessee may not assign or sublet this Lease
without the prior written consent of Lessor, which consent shall
7
This Lease was executed as of the date first set above.
Lessor:
By:
Its:
Mayor
By:
Its:
Lessee:
city Manager
ACC/McCaw Cellular Communications
of Minneapolis, Inc.
Managing Partner
David M. Thaler
District Manager
9
EXHIBIT A
LEASED PREMISES
ON THE PROPERTY
Pursuant to that certain Water Tower Lease Agreement dated
, between the City of Prior Lake, as Lessor and
Minnesota Cellular Telephone Company, as Lessee, Lessee is
leasing from Lessor a certain portion of the real property owned
by the Lessor (the "Property"), which is legally described as
follows:
Property Address:
14040 Crest Avenue NE
Property Description:
Out1ots A & B, Sand Pointe 5th Additon
10
not be unreasonably withheld or delayed. Not withstanding the
provisions of this paragraPh! Lessee shall have the right,
without Lessor's consent, to ass gn this Lease to any parent,
subsidiary or affiliate of Lessee or any corporation Into which
Lessee may be merged or consolidated or which purchases all or
substantially all of the assets of Lessee, as long as Lessee
remains obligated on the Lease. Any approved sublease that is
entered into by Lessee shall be subject to all of the provisions
of this Lease.
(02) The parties acknowledge that this is a nonexclusive
lease. Nothing in this Lease shall I?rec1ude Lessor from leasing
other space for communications equl.pment to any person or entity
which may be in competition with Lessee, or any other party.
23) Successors and Assigns. This Lease shall run
Property described on Exhibit A. This Lease shall
upon and inure to the benefits of the parties, their
successors, personal representatives and assigns.
with the
be binding
respective
24) Miscellaneous. (01) Each party agrees to furnish to the
other, within ten (10) days after request, such truthful estoppel
information as the other may reasonably request.
(02) This Lease constitutes the entire agreement and
understanding of the parties and sUl?ersedes all offers,
negotiations, and other agreement of any kl.nd. There are not
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.
(03) This Lease shall be construed in accordance with
the laws of the state of Minnesota.
(04) If any term of this Lease is found to be void or
invalid, such invalidity shall not effect the remaining terms of
this Lease,which shall continue in full force and effect.
(05) Lessee agrees to pay Lessor all reasonable expenses
incurred bf Lessor in reviewing this Lease Agreement. These
expenses l.nclude engineering, legal and other administrative
expenses, but not to exceed $1,000.00.
25) Remedy. The Lessor and the Lessee agree that the Lessee's
sole remedy under this Lease shall be the termination of the
Lease and removal of its Antenna Facilities from the Leased
Premises. The Lessee shall not be entitled to monetary damages
nor to any injunctive relief.
8
EXHIBIT B
SITE LANDSCAPE PLAN
CELLULAR ONE:
1.) Access is via the City's existing drivewaf plus a 40 foot
northeasterly extension which shall be a b1tuminous surface.
2.) The plant material features six Austrian pines to reflect
last years planting of nine trees to the west of the tower.
The two Ash trees are common trees in the neighborhood and
add diversity to the landscape. The p1antings are arranged
to protect the views of the homes on the east side of the
building. Four additional Austrian pines must be introduced
to the northwest of the building to improve visual impression
from Crest Avenue and CSAH 42 intersection.
3.) The exterior finish of the building must be either brick or a
material that resembles brick or cedar or redwood.
11
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EXHIBIT C
ANTENNA FACILITIES ON TOWER
PRIOR
LAKE
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Exhibit
A IT AOffiD TO and made a pan of that certain Agreement by and between
and dated
Kathrein
Celwave
Kathrein
Decibel
Celwave
740
PD 10176
740 217
DB 833-F
PD 1132
The cell site will have no more than six antennas at any time. However, the number of
antennas may consist of any combination of the above listed models.
Vertical PaUern
PD10nl
Horizontal PaUern
270.
PD10176
10.
+10
ELECTRICAL SPECIFICATIONS
Frequency Range -MHZ
Gain -dB
Bandwidth -MHz for 1.5: 1 VSWR
Honzontal Beamwldth
(1/2- power points) -degrees
Vertical BeamWldth
(1l2-power points) -degrees
Maximun power input -watts
Front-te-back ratio -dB
Ughtning Protection
Termination -direct
21
500
25 min.
Direct Ground
Type N female
PD10171
~900
9
100
105
o'
-10
o'
MECHANICAL SPECIFICATIONS
Width -in,(mm)
Height -in,(mm)
Depth -in,(mm)
Weight -Ibs. (kg)
Radiating Element Matenal
Radome Matenal
Reflector Material
Wind Loading Area
(flat plate equdalent)
-sq. ft. (sq. m)
Rated Wind VelOCity -mph (km/hr)
Lateral Thrust at Rated Wind
-lbs. (kg)
Torsional Moment at Rated Wind
w/std. mounting -ft. IbsO<gm)
Mounting Hardware(supplied)-
10.18 (1.4)
P01253 Clamp Set.
fits round pipe, 1-3/4 in.
PD10176
24 (609.9)
43 (109,2)
4 ( 101.6)
15 (33)
6061-T6 Aluminum Alloy
Weather-Resistant Plastic
5052-H32 Irridited Aluminum
5.68 (0.511)
100 (161)
(
227.2 (499.8)
CELWAVE
! U.S. Sal_ Aoute79. Marlboro. NJ 077<46. Tel. (201) 462-1880' FAX (201) <462~lnll
Hwy, 44 West, P.O. Box 490198. Leesburg. FL 34749-0198 . Tel, (904) 787-9200 . FAX (904) 787-5004
115 East Watkins Street, Phoenix. AZ. 85004-2925 . Tel, (602) 252.a)58 . FAX (602) 258-2832
941 North Plum Grove Road. Suite B. Schaumburg. II. 60195 . Tel, (708) 843-7511 . FAX (708) 517-7998
r
KATHREID I
Omnidirectional High Gain Antenna
740198, 740 218
r;5\
'eY
9 dB gain omnidirectional
center-fed collinear antenna.
supporting pipe. For the al-
ternate mounting with coax
running outside the pipe the
housing also provides ade-
quate protection.
Careful design and material
selection results in an ex-
pectancy of long service
life, confirmed by the ex-
perience of our many cu-
stomers.
(
The radiator assembly is
enclosed in a rugged fibre-
glass radome for maximum
protection from severe
weather, saltwater and cor-
rosive atmosphere. Special
construction provides com-
plete weather-protection
for the connector inside the
Type No.
740 198
740 218
Mounting mode Mast-top mounted Upslde~n mounted
Frequency range 825 - 890 MHz 825 - 845 MHz
Input Type N female connector in the antenna base
VSWR < 1.5
Gain
9 dB (ref. to the half wave dipole:
Max. power input 500 Watts ( at 60"C - 1400F amOtent)
Polarization Vertical
Ughtning
protection ..
Scope of supply
Material
The antenna IS DC grounded by a cross-sec-
tion of 31 mm2 (0.048 SQ.") copper
Antenna including mounting V-bolts and nuts
Radiating elements: copper and brass In a
50 mm (1 31/J:1") fibreglass radome (colour: ho-
ney similar RAL 1007), rugged cast aJuminum
bottom. stainless steel mounting V..oolts. All
screws and nuts: stainless steel
To pipes of 20-105 mm (3/~'-4lfe'i 00 by
means of supplied stainless steel V-boIts
3205 mm (121.4")
7,3 kg (16 Ibs)
0,163 m2 (1.75 ft2)
Mounting
'-
length L
Net weight
Max. exposed
...
Lateral thrust
Bending moment
24 kp (53 Ibs) at 160 kmIh - 100 mph
38 mkp (275 fllbs) at 160 kmJh - 100 mph
(at attachment point)
rated (1,65 safety faetor)./survival
160 kmIh - 100 mph/190 kmIh - 119 mph
120 kmIh - 75 mph/160 kmIh - 100 mph
330 x 16 x 16 em (130" x 6.3. x 6.3")
Wind velocity
w/o ice
Ih" radial ice
Packing
. based on the yield point
.. the antenna-top is directly connected to the bottom
l.
t
10
Gain G (ref. to the half wave dipole)
9
8
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820
840
860
880 900
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...
.--
... -. .
"_-J-_.~ .f:....
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"'~~:~....
:.- . ~~ '~"7
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-.... . .
i:
Beam tilt
~+2"
- (1)'
j -~'
820
840 860 880 900 __ f I MHz
t Typical Standing Wave Ratio (VSWR)
2.2
1.8
1,4
1,0
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820
840
860
880
900
-- , , .., ,-
~XPANDED SPEC1RUM .A-MP~
ANTENNA
'r
800.900MHz
PD10176
9.0 dB Gain
Celwave's PD10176 is an AMPS style, 105 degree
sector directional antenna covering a 100 MHz
bandwidth with 9 dB gain. It's one piece, light-
weight reflector is slotted to reduce weight and
wind load. It is constructed of irridited aluminum
to inhibit corrosion, The design of the PD10176
includes a unique, side-fed dipole and strip line
feed system for low loss and bandwidth, A high
impact, A8S radome with weather tight, closed
cell neoprene gasket protects radiating elements
in all weather, The antenna does not require
pressurization and is supplied with mounting
bracket for AMPS monopole platform use, Tower
leg mounting brackets, PD1253, are available
options.
(
· 100 MHz Bandwidth
Allows both TX and/
or AX from same
antenna, Reduces
inventory,
Reduces loss and
intermodulation
susceptibility,
Ughtweight. easy to
install, minimizes wind
loading,
High impact plastic.
Won't crack or split
under temperature
extremes, Extends lite
of the radiator.
Inhibits corrosion,
reduces inter-
modulation
susceptibility.
· No braided cable and
connectors to radiating
element
· One piece, slotted
reflector
· Weather tight radome
and gasket
· Irrldlted aluminum
(
/05~rr~,J
CELWAVE
f @
KATHREln
Directional Antenna
740 217
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105 degree panel for cellular and trunked use.
Broadband 9 dB panel,
completely enclosed in a
rugged, impact-resistant
fibreglass radome for maxi-
mum protection from ha-
viest icing, saltwater and
corrosive atmosphere. The
fibreglass radome keeps
the electrical characteri-
stics, even under heaviest
icing. nearly constant. The
reflector screen eliminates
the effect of mounting struc-
ture.
Type No.
Input
frequency range
Bandwidth
VSWR
Gain
Max. power input
Polarization
Ughtning
PfOI8dion
Scope of supply
Material
Mounting
(specialord'"
Net weight
Max. exposed
-
LatenIIIhrust
Bending moment
""'nd velocity
w/o ice
'/2- radial ice
Packing
Careful design and material
selection results in an ex-
pectancy of long service life,
confirmed by the experien-
ce of our many customers,
Because of the large DC
grounding cross-section,
this antenna is particularly
recommended for use. in
areas of high incidence of
lightning.
740 217
Type N female connector in a weather protective
housing directly at the antenna
806 - 890 MHz
84 MHz
<1.4
9 dB (ref. to the half wave dipole)
450 Watts (at 60" C - 140" F ambient)
Vertical
The antenna is DC grounded by a cross-section
of 204 mm2 (0.32 sq. , aluminum
Antenna with two types of weather protective
housings for the connector (see mounting
instruction)
Heavy duty cast aluminum radiators 35 x 2 mm
(1 3/,. x 5/..', reflector screen of high strength
aluminum alloy sheet Hot dip galvanized steel
Clamps. All screws and nuts: stainless steel
By means of hot dip galvanized steel clamps
K 6114 0 , , (see reverse side) to pipes of
40 , , , 521 mm (1 tit." . . . 15j 00
12 kg (26.4 Ibs)
0.5 m2 (5.38 fl2)
72 kp (158 Ibs) at 160 km/h -100 mph
6,5 mkp (47 ftlbs) (at the lower mounting clamp)
at 160 km/h - 100 mph
rated (1.65 safety factor)'/survivaI
220 km/h - 130 mph/270 km/h - 170 mph
160 km/h - 100 mph/250 km/h - 155 mph
106 X 50 X 25 em (4i?" X 1ft" X.,
. based on the yield ooint
Radiation Pattern
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Horizontal
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Vertical
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Typical Standing Wave Ratio (VSWR)
tu
1,8
1,4
1,0
DB833.F
. DECIBEL
Mechanical Data
Materials:
Radome High impact molded plastic
Re1Iector 5CrIeIl 6061-1'6
Radiators Aluminum alloy
Support pipe 6061-18
Mounting ~ Galvanized steel
Maximum exposed area (ftaI plate equivalent) - ft2 (m2) 2 (.186)
LatIIlII UVust II 100 mph (161 kmIhr) - Ibs. (llg) 80 (36.29)
0ImensI0ns (JtxW)cDt - .... (nwn) <<'S3 (838.2)x2U (S20.7)~ (1n.8)
Net weIgtt - taL (Iig)
DB833-f 30 (13.81)
D8S08O 5 (2.21)
Shipping welgIt - Ibs. (1lg)
DB833-f 32(14.52)
D8S08O 10 (4.53)
1050 DIRECTIONAL ANTENNA
9 dBd GAIN, 820-900 MHz
~I- ~m- :l-fi+ I
~ ~ . ~ ~ ~ ~ ~ ~ ~
DBa33-F VIrtIcal PIIIIm
I CAN BE SHIPPED UPS. I
Electrical Data
ftequenc.} Range - f.ttz ~900
Gail-did 9%1
VSWR 15 to 1 Of beaer
Beam.vIdIb "E" Plane (11II..-) 2.f'%~
BeamMdaa '1f- Plane (11II pcMIr) 1Q5O;t50
f10rt to back IlIIIo - dB 25
MaxInun power input - _ 525
NomNf Impedance - .. 50
l.Jg/1lnklg prot8\.1Iun DInlct gnlIIld
TinnInaIIoI N-FemaIe (1IxId)
HELJAXe )lInper ~aIe
Designed for AMPS cenular stations, <-
this antenna provides galn of 9 dBd in
a 1050 horizontal radiation pattern.
It mounts to AMPS-style monopole plat-
forms, and the entire antenna can be
mounted on the unistruts behind the
AMPS-style platform radome, If required.
Model DB833-F is also available for
pipe-to-pipe mO~~~Q, If the optional
mounting kit, 085080, is ordered. This
permits the antenna to be mounted to
towers. poles and other structures.
Design and Construction
All DB833 antennas use a special phas.-
ing of three radiating elements to pro-
vide the required 820-900 MHz
frequency bandwidth and horizontal and
vertical radiation patterns, including a
major downward lobe for additional
close coverage.
Eight-rod backscreens are made of high
strength 6061-T6 welded aluminum-to-
aluminum t9 minimize corrosion and
unwanted signals. .
Radiators are made of aluminum alloy
and are fed via a high Quality, low-loss
cable harness.
The one-piece radome is molded of high
impact plastic and offered in DB Horizon
Blue 1\1 color. The radome and a C
moisture resistant gasket are secured to . .
an integral aluminum alloy plate with
stainless steel hardware.
All metals used in radiators, feed and
matching systems are compatible to
minimize intermodulation.
Ordering Information
Order DB833-F for AMPS-style plat-
forms. For pipe mounting order OB5080
Pipe Mount Kit. VAPOR-WRA~ and
jumper are included, Order DB833P-F
for pressurized. Order DB833f.F for EIA
flange, non-pressurized.
IEUAX IS I /IllISlInd 1IallImd f1 AndrIw ~.
W'OR-WRAI' IS . /IllISlInd hclImn f1 0IcIlII ~ Inc.
l-
128 3184 QUEBEC ST. · P.O. BOX 569610 · DALLAS TX 75356.9610 · PHONE (214)631-0310 . TELEX 73-0212 . FAX (214)631-4706
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Sl "....DARD
PD1136
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PD10021
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PD1132
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J"" E'" "'-;.
rJ )29
S' """OARO
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.~ -
;1 fl" "1-
8
S'ANOaAD
PD1132-D
Unidirectional
Collinear Antennas
L ~ =--~~~---'--.'-_. - - ~.~.-. -
--.-.~
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25.
MH
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06
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,
10.5 dB Forward Gain. Collinear
17.0 & 8.0 dB Gain, Collinear
17.0 dB Forward Gain. Collinear
17.0 dB Forward Gain, Collinear
806-960 MHz*
PD1136
PD10021
PD1132
PD1132-D
'.'-.
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+.
+.'
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9SO
1000
MHz
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,
. Exact frequency must be specified.
This series of four collinear antenna arrays is designed to
meet various sector coverage requirements for mobile radio
services in the 806-960 MHz bands, All of the antennas
feature durable copper alloy radiating elements encased in a
weather-proof fiberglass housing which is joined to a sturdy
reflector assembly of high strength aluminum, The PD1 132,
PD1136 and PD1oo21 can be ultilized for top or sidemounted
applications where as the PD1132-D is designed for
sidemounting,
A pressurization option (PD1252) is available for all the
above facilitating pressurization of the antenna to 12 PSIG,
terminating in a 7/8 inch E,I.A. flange, These antennas may
be mounted inverted, specify option PD1254.
The PD1132-D Dual Directional Antenna was designed to
provide dual independent directional coverage with space
conservative mounting. Comprised of two separate
directional antennas welded to a common support; the
PD1 132-0 features six standard frequency bands within its
806-960 MHz frequency range. The 825-890 MHz frequency
band covers the entire wireline and non-wireline cellular
system bands, Three PD1 132-0 antennas may be arranged
combining six independent 600 horizontal beamwidths to
yield 3600 diversity coverage.
The PD10021 is a uniquely designed Dual Array
Directional antenna configuration specifically for
applications where limited gain (8 dB) is required on
transmit and higher gain (17,0 dB) on the receive side. The
dual array features 30 dB vertical isolation between
antennas. The radiating elements utilized in the PD1oo21 are
similar to the PD10040 in combination with the PD1 132, each
with their own termination,
Hortlzontal Pattern
o P01132 MCI POllU.O
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C E IJW~WE I U.LIllel:Route78,Mlrlboro.NJOn.,. Tel. (201) 462-1880'Telex 4944313CB.NJ
Hwy. 44 w_ p,O, Box 389. ~g. FL 327"t-0388. Tel, (lIlM) 787-11200
115 E.at WallO,. Street. Phoenix. AZ 85004-2925 . Tel. (1Kl2) 252-8051
&41 NotIhPlum Grove Road. Suite B. Schaumbutg.IL 60195' Tel. (312) 80-7511
In Europe: FnIjavej 30 DK-3otOO, Hiller~. Denmark' Tel. (02) 26 36 36 . Telex ot216ot ca OK
1nR
WATER TOWER LEASE AGREEMENT
This Water Tower Lease Agreement ("this Lease") is entered into
this day of 1990, by and between the City of
Prior Lake, a Minnesota Municipal corporation ("Lessor") and
Minneal?olis SMSA Limited Partnership by US WEST NewVector Group,
Inc., 1ts General Partner ("Lessee").
In consideration of the terms and conditions of this agreement,
the parties agree as follows:
1) Leased Premises. Subject to the terms and conditions of this
Lease, Lessor leases to Lessee certain space on Lessor's water
tower located at 4741 Tower Street SE, square feet of ground
space for an equipment building adjacen~to the reservoir and
certain other property (collectively referred to as the
"Premises"). The property is 1egal1f described in Exhibit A
attached hereto (the "Property"), subJect to any and all existing
easements.
2) Term: Renewals: The term of this Lease shall be five (5)
years, commencing on (the "Commencement Date")
and ending December 31, 1995. Lessee shall have the right to
extend this Lease for four (4) additional five-year renewal terms
subject to all of the terms and conditions of this lease. This
Lease shall automatically be renewed for each successive renewal
term unless one of the following events occurs: 1) Lessee
notifies Lessor of Lessee's intention not to renew the Lease at
least sixty (60) days prior to the expiration of the initial
term or any renewal term; or 2) Lessor notifies Lessee of
Lessor's intention not to renew the lease at least sixty (60)
days prior to the expiration of the initial term or any renewal
term. 3) Lessee is not found to be in default of any of the terms
or conditions of the Lease. If either Lessor or Lessee gives such
notice to the other party, this Lease shall terminate 365 days
from the date said notice was given.
3) Rent 01 Upon the Commencement Date, the Lessee shall pay
Lessor, as rent, the following sum of seven hundred fifty
($750.00) per month (Rent) based upon Lessee's installation as
described in Exhibit B (Site Plan). The entire annual rent shall
be paid on January 1 of each rear for each succeeding year that
the lease is in force to the Cl.ty of Prior Lake at Lessor's
address specified in paragraph 20 below. The initial year shall
include an additional days of rent prorated from the
Commencement Date until 12/3l/90.
02) On the Commencement Date of the Lease, the Lessee
agrees to provide the Lessor the following supplementary
equipment, all of which are at the cost and expense of the
Lessee:
a) Three (3) Motorola Ultra portable telephones.
(Model # F09NFD8478AG)
b) Three (3) extra batteries.
c) Three (3) 12 volt adapters.
At the commencement date
replace, at Lessee's
equipment with three (3)
comparable value.
of each renewal term, the Lessee shall
cost, the above described cellular
similar and cost effective telephones of
03) The rent shall be increased annually by an amount
e9Ual to the increase in the Consumer Price Index (CPI) for the
Ml.nneapolisjst. Paul area as determined by the Minneapolis
Library Department of Economics.
04) If this Lease is terminated at a time other than on
the last day of the month, Rent shall be prorated as of the date
of termination and, in the event of termination for any reason
other than nonpayment of rent, all prepaid Rents shall be
refunded to the Lessee. Said prorated Rent shall be that portion
of Rent for one calender year which the number of days in such
period bears to 365.
05) Lessee may not add additional equipment and/or
antennas from that shown on Exhibit C without the approval of the
Lessor, which approval shall not be unreasonably withheld or
delayed. Lessor may charge additional rent for additional
equipment or antennas from that shown on Exhibit C.
4) Property Use. (01) Lessee may use the leased premises for
this installation, operation, and maintenance of facilities for
the transmission and reception of radio communication signals in
such frequencies as may be assigned to Lessee by the Federal
Communications Commission (the "FCC") and for the storage of
related equipment in accordance with the terms of this Lease.
Lessee shall use the leased premises in compliance with all
federal, state, and local laws and regulations. Lessor agrees to
reasonably cooperate with Lessee in Obtaining, at Lessee's
expense, any federal licenses and permits required for Lessee's
use of the lease premises.
(02) Lessee shall have the right, at its sole cost and
expense, to install, operate, and maintain on the leased portions
of the Property the improvements which include a building to
house Lessee's equipment (the "Equipment Building"). Lessee shall
submit to Lessor its plans for said improvements prior to
construction. All such improvements shall be constructed with the
Lessor's approval, such approval shall not be unreasonably
withheld. No such installation and/or construction shall
interfere with or damage the mechanical or electrical systems of
Lessor's Property. The Equipment Building and all equipment
stored or operated therein shall remain the exclusive property of
Lessee, subject to the provisions of Paragraph 15 of this Lease.
No equipment shall be stored on the Property outside of the
Equipment Building.
5) Building Construction Standards.
(01) The exterior finish of the building must be brick
or a material which simulates the appearance of a brick fascia.
Cedar and redwood would be considered acceptable alternatives.
~02) A site Landscape Plan (Exhibit B) and Building
Constructl.on Plan shall be submitted in accordance with City
policy and criteria and subject to the review and approval of the
City of Prior Lake before construction.
2
(03) Lessee's Antenna Facilities shall at all times be
painted, at Lessee's expense, the same color as the adjoining
elevated storage tank.
6) Installation of E
01 Lessee s a ave e r1g , a 1 s so e cost and
expense to install, operate, and maintain in accordance with good
engineering practices, with all applicable FCC rules and
regulations, on the leased portions of the Tower described in
Exhibit C attached hereto, all of the equil?ment, personal
property, and facilities which facilities 1nclude radio
transmitting and receiving antennas (the "Antenna Facilities").
(02) Lessee's installation of all such equipment,
personal property, and facilities shall be done according to
plans approved by Lessor, which approval shall not be
unreasonably withheld. Any damage done to the Lessor's property
and/or water tower during installation and/or during operations
shall be repaired or replaced at Lessee's expense.
(03) Lessee shall provide Lessor with as-built drawings
of the equipment installed on the Tower and the iml?rovements
installed on the property, which show the actual locat1on of all
equipment and improvements. Said drawings shall be accompanied
by a complete and detailed inventory of all equipment, personal
property, and Antenna Facilities actually placed on the Tower.
7) E~ipment Upqrade. Lessee may update or replace the Antenna
Faci11ties from time to time with the prior written approval of
Lessor, provided that the re~lacement facilities are not greater
in number than the exist1ng facilities and that any change in
their location on the leased portions of the Tower is reasonably
satisfactory to Lessor. Lessee shall submit to Lessor a detailed
proposal for any such replacement facilities and any supplemental
materials as may be reasonably requested, for Lessor's
evaluation and approval, which approval shall not be unreasonably
withheld.
8) Buildinq Maintenance. (01) Lessee shall, at its own expense,
maintain building and any equipment on or attached to the
premises in a safe condition, in good repair and in a manner
suitable to Lessor so as not to conflict with the use of the
premises by Lessor. Lessee shall not unreasonably interfere
with the working use of the water storage facilities.
(02) Lessee shall have sole responsibility for the
maintenance, repair, and security of its e9Uipment, personal
property, Antenna Facilities, and leasehold l.mprovements, and
shall keep the same in good repair and condition during the Lease
term.
(03) Lessee must keep the property free of debris,
rodents, vermin and anything of a dangerous, noxious or offensive
nature or which would create a fl.re hazard, undue vibration,
heat or noise, etc.
(04) In the event the Lessor repaints its water tower,
it shall be the responsibility of the Lessee to provide ade9?ate
measures to cover the Lessee's building and protect such fac1lity
from paint and debris fallout which may occur during the. paint
restoration process.
3
9) Property Access. (01) Lessee,
Lease, shall have vehicle ingress
and access to the Equipment Building
the existing roadway access.
(02) Lessee, at all time during this Lease,
access to the Property and the Equipment Building
install, operate, and maintain its transmission
Lessee shall have access to the Tower only with the
Lessor. Lessee shall request access to the Tower
(24) hours in advance, except in an emergency,
approval thereof shall not be unreasonably withheld.
at all times during this
and egress over the Property
and the Tower by means of
shall have
in order to
facilities.
approval of
twenty-four
and Lessor's
(03) Lessor shall be allowed and granted access to the
leased premises at reasonable times to examine and inspect the
leased premises for safety reasons or to ensure that the Lessee's
covenants are being met.
10) Utilities. Lessee shall separately meter charges for the
consumption of electricity and other utilities associated with
its use of the leased premises and shall pay all costs associated
therewith.
11) Personal
improvements
property to
liability of
Estate Taxes. If any
t e property s ou cause part
real estate purposes, it shall
pay such property taxes.
such
of the
be the
12) License Fees. Lessee shall pay, as they become due and
payable, all fees, charges and expenses required for licenses
and/or permits required for Lessee's use of the leased premises.
14) Interference. Lessee's installation, operation, and
maintenance of its transmission facilities shall not damage or
interfere in ~ny way with Lessor's water tower operations or
related repal.r and maintenance activities. Lessor, at all time
during this Lease, reserves the right to take anr action it deems
necessary, in its sole discretion, to repair, mal.ntain, alter, or
improve the leased premises in connection with water tower
operations and to temporarily interfere with Lessee's
transmission operations, equipment, or Antenna Facilities as may
be necessary in order to carry out any of such activities. The
Lessor agrees to give reasonable advance notice of any such
activities to the Lessee and to reasonably cooperate with Lessee
to carry out such activities with a minimum amount of
interference with Lessee's transmission operations.
Lessor in no way guarantees to Lessee noninterference with
Lessee's transmission operations, provided, however, that in the
event any other party requests permission to place any type of
additional antenna or transmission facility on the Tower or the
Property, the procedures of this paragraph 11 shall <1overn to
determine whether such antenna or transmission faci1l.ty will
interfere with Lessee's transmission operations.
4
If Lessor receives anf such request, Lessor shall submit the
proposal complete Wl.th all technical specifications reasonably
requested by Lessee to Lessee 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 to the installation of antennas or transmission
facilities pursuant to said proposal. If Lessee gives notice of
objection due to interference during such 30 day period then
Lessor shall not proceed with such proposal.
In the event Lessee's transmission operations interfere with any
type of electronic reception or transmission of other parties in
the surrounding area Lessee agrees to remedy such interference in
accordance with the applicable regulations and standards of the
FCC. Lessee warrants that it shall maintain all of its Antenna
Facilities in full compliance with all applicable regulations of
the FCC.
15) Termination. Except as otherwise provided herein, this
Lease may be terminated by one party upon sixty (60) days'
written notice of default to the other party as follows: (a) by
either party upon a default of any covenant or term hereof by the
other party, which default is not cured within sixty (60) days of
receipt of written notice of default to the other party (without,
however, 1imitin9 any other rights of the l?arties pursuant to
any other provis10ns hereof); (b) by Lessee 1f it is unable to
obtain or maintain any license, permit, or other <1overnmenta1
approval necessary for the construction and/or operat1on of the
transmission facilities or Lessee's business; (c) by Lessee if
the property is or becomes unacceptable under the Lessee's
design or engineering specifications for its Antenna Facilities
or the communications systems to which the Antenna Facilities
belong; (d) by Lessor if the Prior Lake City Council decides, at
its sole discretion and for any reason, to redevelop the property
and/or discontinue use of the Tower for all purposes, or (e) by
Lessor if it determines, in its sole discretion and for any
reasons, that the Tower is structurally unsound for use as a
water tower, including but not limited to consideration of age of
the structure, damage or destruction of all or part of the Tower
or the Property from any source, or factors relating to condition
of the property.
Upon termination of this Lease for any reason, Lessee shall
remove its equipment, personal property, Antenna Facilities, and
leasehold improvements from the Tower and the Property on or
before date of termination, and shall repair any damage to the
Tower and the Property caused by such equipment, normal wear and
tear excepted; all at Lessee's sole cost and expense. Any such
property which is not removed by the end of lease period shall
become the property of Lessor.
16) Insurance. (01) Lessee shall provide Comprehensive General
Liability Insurance Coverage, including premises/operation
coverage, independent contractors liability, completed operations
coverage, and contractual liability coverage, in a combined
single limit of not less than Two Million Dollars ($2,OOO,OOO)
per occurrence, subject to Two Million Dollars ($2,000,000)
aggregate. Lessee may satisfy this requirement by underlying
insurance plus an umbrella policy.
5
(02) Neither party shall be liable to the other (or to
the others successors or assigns) for any loss or damages caused
by fire or any of the risks enumerated in a standard "All Risk"
insurance policy, and in the event of such insured loss, neither
party's insurance company shall have a subrogated claim against
the other.
(03) Lessee shall provide Lessor, prior to the
Commencement Date and before each renewal of the Lease term,
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 8 (02) above. Lessee will name Lessor as
an additional insured on the certificate(s). Said certificate
shall also provide that the coverage may not be cancelled,
non-renewed, or materially changed without thirty (30) days'
prior written notice to Lessor.
17) Damage or Destruction. If the Property or the Tower are
destroyed or damaged so as to hinder its effective use of the
Antenna Facilities, Lessee maf elect to terminate this Lease upon
thirty (30) days' written notl.ce 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.
18) Condemnation. In the event the whole of the Property is
taken by eminent domain, this Lease shall terminate as of the
date title to the Property vests in the condemning authority. In
event a portion of the Property is taken by eminent domain,
either party shall have the right to terminate this Lease as of
said date of title transfer, by giving thirty (30) days' written
notice to the other I?arty. In the event of any taking under the
power of eminent doma1n, Lessee shall not be entitled to any
portion of the reward paid for the taking and the Lessor shall
receive full amount of such award. Lessee shall hereby expressly
waive any right or claim to any portion thereof. Although all
damages, whether awarded as compensation for diminution in value
of the leasehold or to the fee of the Property, shall belong to
Lessor, Lessee shall have the right to claim and recover from the
condemning authority, but not from Lessor, such compensation as
may be separately awarded or recoverable by Lessee on account of
any and all damage to Lessee's business and any costs or expenses
incurred by Lessee in removing its equipment, personal property,
Antenna Facilities, and leasehold improvements.
19) Indemnification. Lessee agrees to indemnify, defend, and hold
harmless Lessor and its elected officials, officers, employees,
agents, and representatives, from and a<1ainst any and all claims,
costs, losses, expenses, demands, act1ons, or causes of action,
including reasonable attorneys' fees and other costs and expenses
of litigation, which may be asserted a~ainst or incurred by the
city or for which the city may be ll.able, which arise from the
negligence, willful misconduct, or other fault of Lessee or its
employees, agents, or subcontractors in the performance of this
Lease or from the installation, operation, use, maintenance,
repair, removal, or presence of Lessee's transmission facilities
on the property and the Tower, and specifically including the
representations and warranties of Paragraph 21 (02) of this
Lease.
6
If Lessee fails or neglects to defend such actions, Lessor may
defend the same and any ex~enses (includin<1 reasonable attorneys'
fees) which it may payor l.ncur in defendlng said actions, as
well as the amount of any judgment or settlement which it may be
required to pay, shall promptly be reimbursed by Lessee.
20) Notices. All notices, requests, demands, and
communications hereunder shall be in writing and shall be
given if personally delivered or mailed, certified mail,
receipt requested, to the following addresses:
other
deemed
return
City of Prior Lake
4629 Dakota street SE
Prior Lake, MN 55372
Attention: City Manager
Minneapolis SMSA Limited PartnerShip
US WEST NewVector Group, Inc.
3350 161st Avenue SE
P.o. Box 7329
Be11vue, Washington 98008-1329
Attention: Real Estate Department
21) Representations and Warranties. (01) Lessor represents that
(a) it has full right, power, and authority to execute this
Lease; and (b) it has good and unencumbered title to the Property
free and clear of an~ liens or mortgages. Lessor warrants that
Lessee shall have qu1et enjoyment of the Property during the term
of this Lease in accordance with its terms. (c) Lessor warrants
that Lessee shall have quiet enjoyment of the Property during the
term of this lease or any renewal thereof, subject to the terms
of this Lease.
If to Lessor, to:
If to Lessee, to:
(02) Lessee represents and warrants that its use of the
Premises, herein, will not generate and it will not store or
dispose on the Premises nor transport to or over the Premises any
hazardous substance except as specifically described hereafter:
Lessee will locate one or more electrical storage batteries,
temporary diesel generator and related fuel on the Premises to be
used for power whl.ch may be constructed of or contain a hazardous
substance and further agrees to hold Lessor harmless from and
indemnify Lessor against any release of any such hazardous
substance and any damage, loss, or expense or liability resulting
from the breach of this representation or from the violation of
any state or federal law by such release including all attorneys
fees, costs and penalties incurred as a result thereof except any
release caused by the negligence of Lessor, its emplOfees or
agents. For purposes hereof, hazardous substance shall l.nclude,
but not be limited to, substances defined as "hazardous
substances", "hazardous materials" or "toxic substances" in the
Comprehensive Environmental Response, Compensation and Liability
Act of 1980, as amended, the Hazardous Materials Transportation
Act and the Resource Conservation and Recovery Act.
22) Assignment. (01) Lessee may not assign or sublet this Lease
without the prior written consent of Lessor, which consent shall
not be unreasonably withheld or delayed. Not withstanding the
provisions of this paraqrapht Lessee shall have the right,
without Lessor's consent, to assl.gn this Lease to any parent,
subsidiary or affiliate of Lessee or any corporation into which
7
Lessee may be merged or consolidated or which purchases all or
substantially all of the assets of Lessee, as long as Lessee
remains obligated on the Lease. Any approved sublease that is
entered into by Lessee shall be subject to all of the provisions
of this Lease.
(02) The parties acknowledge that this is a nonexclusive
lease. Nothing in this Lease shall l?rec1ude Lessor from leasing
other space for communications equ1pment to any person or entity
which may be in competition with Lessee, or any other party.
23) Successors and Assiqns. This Lease shall run
Property described on Exhibit A. This Lease shall
upon and inure to the benefits of the parties, their
successors, personal representatives and assigns.
24) Miscellaneous. (01) Each party agrees to furnish to the
other, within ten (10) days after request, such truthful estoppel
information as the other may reasonably request.
with the
be binding
respective
(02) This Lease constitutes the entire agreement and
understanding of the parties and sUl?ersedes all offers,
negotiations, and other agreement of any k1nd. There are not
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.
(03) This Lease shall be construed in accordance with
the laws of the state of Minnesota.
(04) If any term of this Lease is found to be void or
invalid, such invalidity shall not effect the remaining terms of
this Lease,which shall continue in full force and effect.
(05) Lessee agrees to pay Lessor all reasonable expenses
incurred br Lessor in reviewing this Lease Agreement. These
expenses l.nc1ude engineering, legal and other administrative
expenses, but not to exceed $1,000.00.
25) Remedy. The Lessor and the Lessee agree that the Lessee's
sole remedy under this Lease shall be the termination of the
Lease and removal of its Antenna Facilities from the Leased
Premises. The Lessee shall not be entitled to monetary damages
nor to any injunctive relief.
8
This Lease was executed as of the date first set above.
Lessor:
City of Prior Lake
By:
Its:
Mayor
By:
Its:
Lessee:
City Manager
Minneapolis SMSA Limited Partnership
US WEST NewVector Group, Inc.
By:
9
EXHIBIT A
LEASED PREMISES
ON THE PROPERTY
Pursuant to that certain Water Tower Lease Agreement dated
, between the City of Prior Lake, as Lessor
and Minneapolis SMSA Limited Partnership, US WEST NewVector
Groul?, Inc. as Lessee, Lessee is leasing from Lessor a certain
portl.on of the real property owned by the Lessor (the
"Property"), which is legally described as follows:
Property Address:
4741JTower street SE
Property Description:
180' x 240' in SW 1/4 of SE 1/4 of 2-122-14
10
EXHIBIT B
SITE LANDSCAPE PLAN
US WEST:
1.} Proposed driveway must be constructed of bituminous and
tapered to the width of the existing driveway.
2.) The view to the southwest must be improved via the addition
of seven Austrian Pines as added to the Site Plan (Exhibit B)
3.) The exterior finish of the building must be brick or a
material that resembles brick or cedar or redwood.
11
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EXHIBIT C
ANTENNA FACILITIES ON TOWER
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