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HomeMy WebLinkAboutC2013-386 - 6/7/2013 - NA TENANT SITE NAME: Carmel Water Tank FIRST AMENDMENT TO GROUND AND TOWER LEASE AGREEMENT This First Amendment to Ground and Tower Lease Agreement ("Amendment") is entered into the day of JudIAL I , 20 13 , between the City of Corpus Christi, a Texas home-rule municipal corporation, with a mailing address of P.O. Box 9277, Corpus Christi, Nueces County, Texas 78469-9277, hereinafter designated "OWNER", and San Antonio MTA, L.P. d/b/a Verizon Wireless, with its principal office located at One Verizon Way, Mail Stop 4AW100, Basking Ridge, New Jersey 07920 (telephone number 866-862-4404), hereinafter designated"TENANT". WINES SETH: WHEREAS, OWNER and TENANT entered into that certain Ground and Tower Lease Agreement dated February 24, 1998, attached hereto as Exhibit A (the"Lease"); and WHEREAS, OWNER and TENANT desire to amend the Lease to include additional equipment at the Leased Site. NOW, THEREFORE, for and in consideration of the mutual covenants and promises herein contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, OWNER and TENANT hereto agree as follows: 1. OWNER and TENANT agree and acknowledge that TENANT shall be entitled modify its existing TENANT Antenna Array located on the Tower to include a final installed configuration of: Alpha sector: One (1) Antel BXA-70080-8CF antenna Two (2) CSA Wireless PCSA-065-16 antennas Four(4)runs of 1-5/8" coaxial cable Beta sector: One (1) Antel BXA-70063-8CF antenna Two (2) Allgon 7200_01 antennas Four(4) runs of 1-5/8" coaxial cable Gamma sector: One(1) Antel BXA-70080-8CF antenna Two (2) CSA Wireless PCSA-065-16 antennas Four(4)runs of 1-5/8" coaxial cable 2. In addition to the periodic adjustments found in Section 3 C of the Lease, OWNER and TENANT agree and acknowledge that TENANT'S current monthly Rent shall increase by Five Hundred and 00/100 Dollars($500.00) commencing on May 1,2013. 3. OWNER and TENANT agree and acknowledge that Sections 6 A and B of the Lease shall be deleted and replaced with the following: 2013-386 6/07/13 1 San Antonio MTA LP INDEXED TENANT SITE NAME: Carmel Water Tank This Lease may be sold, assigned or transferred by TENANT without any approval or consent of OWNER to TENANT's principal, affiliates, subsidiaries of its principal or to any entity which acquires all or substantially all of TENANT's assets in the market defined by the Federal Communications Commission in which the property is located by reason of a merger, acquisition or other business reorganization. As to other parties, this Lease may not be sold, assigned or transferred without the written consent of OWNER, which such consent will not be unreasonably withheld, delayed or conditioned. No change of stock ownership, partnership interest or control of TENANT or transfer upon partnership or corporate dissolution of TENANT shall constitute an assignment hereunder. 3. TENANT's notice address set forth in Section 12 of the Lease is deleted in its entirety and shall be replaced as follows: TENANT: San Antonio MTA, L.P. d/b/a Verizon Wireless 180 Washington Valley Road Bedminster,NJ 07921 Attention: Network Real Estate 4. Capitalized terms contained herein, unless otherwise defined, are intended to have the same meaning and effect as that set forth in the Lease. In the event of any inconsistency between the language of the Lease and this Amendment, then the language of this Amendment shall prevail. 5 Except as specifically amended hereinabove, the terms and provisions of the Lease shall remain in full force and effect and both OWNER and TENANT hereby affirm and consent to the Lease, as herein amended, and agree to be bound thereby. (SIGNATURE PAGE TO FOLLOW) 2 TENANT SITE NAME: Carmel Water Tank IN WITNESS WHEREOF, the parties hereto have set their hands and affixed their respective seals the day and year written above. OWNER: The City of Corpus Christi Approved : aq � y pproved as to form. � �3 -�/ � / cA mQheAA_ 0 PrinteW Roftald L, a LSO✓1 Assistant City Attorney Title: C►-\-1/4)6 ( ►ka. /l For City Attorney Date: -Su m& -1 aO► 3 TENANT: San Antonio MTA, L.P. d/b/a Verizon Wireless By: Verizon W'rele s Texas, LLC, its Ge er Pa tner . //;) By Hans F. Leutenegger Area V'ce Pr sident Network Date: 7 /�' 3 TENANT SITE NAME: Carmel Water Tank EXHIBIT "A" (See Attached Copy of Lease) 4 Tenant Site Name:Carmel Water Tank Exhibit A Page l of 18 cIe1N GROUND AND TOWER LEASE AGREEMENT SITE ID SAB6300-1 Carmel Water Tank THIS GROUND AND TOWER LEASE to connect TENANT's equipment on the Tower to its AGREEMENT ("Lease"), is entered into as of this equipment in its facility located on the Leased Site. 24th day of February . 19 98, by and Provided, however, that any equipment installed by between City of Corpus Christi , a Texas home-rule TENANT requires the prior written approval of municipal corporation ("OWNER") PO Box 9277, OWNER's AGENT and must not interfere with City's Corpus Christi, Nueces County, Texas 78469-9277 antennas or City's operation of the tower. TENANT, acting through its duly authorized City Manager, or its agents,employees, contractors,subcontractors and designee, ("OWNER'S AGENT") and SAN authorized representatives may park their vehicles on ANTONIO MTA, L.P., a Delaware limited OWNER's Property when TENANT is constructing, partnership("TENANT'),by its sole general partner, removing,replacing, servicing,maintaining, securing PRIMECO PERSONAL COMMUNICATIONS, and/or operating its communications facility. L.P.,a Delaware limited partnership("PRIMECO"), by Edgar S. DeLong, Jr., Vice President/General 2. LEASE AND EASEMENT Manager,5221 N.O'Connor Blvd.,Suite 1000, Irving, Dallas County,Texas 75309,Attn: Legal Department; OWNER leases the Leased Site to TENANT and Associate General Counsel. grants to TENANT a non-exclusive easement(during the term of this Lease)to access the Leased Site[seven In consideration of the mutual obligations and (7)days a week, twenty-four(24)hours a day]and to agreements in this Lease,the parties agree as follows: install, remove, replace, and maintain utility cables, conduits and pipes from the Leased Site to the source 1. THE LEASED SITE of electric,fiber,cable and telephone facilities. A. OWNER is the titleholder of that certain 3. TERM AND RENT real property commonly known as the Alameda Elevated Water Storage Tower located at 509 Cannel A. The term of this lease is for a term of Parkway, and also known as Lot 20. Block 36, Pope five(5)years and renewable for a maximum of four(4) Place Unit 5,as recorded in Volume 37.page 84 of the successive five (5) year terms. The initial term Nueces County Map Records,("OWNER's Property"). commences 60 days after final approval of the City of Corpus Christi City Council. B. TENANT hereby desires to lease a portion of OWNER's Property,and a certain portion of B. TENANT must advise OWNER's the Elevated Water Storage Tower("Tower") located AGENT in writing that it desires additional extensions, on OWNER's Property and a right of access and a each beginning upon the expiration of the term then in right to install utilities(the"Leased Site"). The Leased effect. OWNER may elect not to extend 2nd,3rd,or Site, consists of space for placement of base station 4th renewal periods by notifying TENANT in writing equipment, and Tower antenna space together with at least six(6)months prior to expiration of term then utility cable space as required to connect the in effect. TENANT's equipment to antennas mounted on the Tower, and is situated substantially as shown on the C. Upon execution of this Agreement, attached Exhibit"A2"and with respect to the space on TENANT shall pay to OWNER $700 per month the Tower, its location and orientation are set forth on during the Initial Term. the attached Exhibit"A3"(any sketch in Exhibits"A2" or "A3" may not be to scale and therefore is not Every 5 years after the effective date of this intended to be used for measurement purposes). Lease,90 days prior to the anniversary of the Effective TENANT has the right to run cables, wires,conduits Date of the Lease, either OWNER or TENANT may and pipes under,over and across OWNER's Property request an adjustment in the ground rental rates per site. AG\98\0910.022 Alameda Street Site February 19, 1998 1 Tenant Site Name:Carmel Water Tank Exhibit A • • Page 2 of 18 The adjustment will be computed by (1) requested by TENANT from time to time, provided dividing the most current rental rate per site by 160.9 TENANT obtains, pursuant to Paragraph 4.B., all which is the index number for August 1997 from the permits and approvals required by applicable Consumer Price Index, All Urban Consumers, U. S. jurisdictions for such requested configuration. City Average--All Items(1982-84=100)published by OWNER's AGENT must approve plans for any the Bureau of Labor Statistics of the United States improvements installed by TENANT on the Leased Department of Labor (or its successor index);and(2) Site,such approval will not be unreasonably withheld; then multiplying that rental rate by the index number provided that OWNER's AGENT must notify for the month of August just prior to the first day of the TENANT of its approval or disapproval of any such 5 year period for which the rental rate is being plans within ten(10)work days after the submission of adjusted;(3)carrying the calculation to 5 decimals,and such plans by TENANT to OWNER's AGENT,and (4) rounding the final rental rate adjustments to the in the event that OWNER's AGENT fails to so notify nearest$.25. TENANT, OWNER's AGENT shall be deemed to for example, IF the rent is$700 per have approved such plans. month and assuming the index number for the next August(August B. OWNER acknowledges that 2003)is 178.2,the computation is as TENANT's ability to use the Leased Site for its follows: intended purposes is contingent upon TENANT's obtaining and maintaining, both before and after the 5700=160.9=4.3505 x 178.2 =5775.2641 Commencement Date, all of the certificates, permits. licenses and other approvals (collectively, The Rent for each of the next 5 years is $775.25 per "Governmental Approvals")that may be required by month,after rounding. any federal, state or local authority for the foregoing uses and improvements to the Leased Site desired by D. Rent shall be paid to City of Corpus TENANT. OWNER shall promptly cooperate with Christi to attention of Director of Finance, PO Box TENANT in TENANT's efforts to obtain such 9277,Corpus Christi,Texas 78469-9277. Governmental Approvals and shall take no action that would adversely affect TENANT's obtaining or E. If TENANT adds additional maintaining such Governmental Approvals. antennas to TENANT'S Antenna Array the rent will be adjusted on a pro rata basis based upon the number of 5. TERMINATION antennas added to TENANT'S Antenna Array originally approved in February 1998. A. If any of the following occurs, TENANT has the right to immediately terminate this 4. USE OF THE LEASED SITE Lease for cause by giving written notice to OWNER's AGENT of such termination: A. TENANT may use the Leased Site to construct, remove, replace, service, maintain, secure, (1) TENANT determines, in its sole and operate a communications facility, including, discretion,that it will be unable to obtain all necessary without limitation, required TENANT antenna array Governmental Approvals for TENANT's intended use "TENANT'S Antenna Array"(TENANT'S Antenna of and improvements to the Leased Site desired by Array may only be modified,added to,or substituted TENANT;or from time to time with the City Manager's prior written approval)and antenna support structures, and for any (2) TENANT's application for any other uses incidental thereto; provided,however, that Governmental Approvals necessary for TENANT's use OWNER's AGENT may require TENANT to relocate of the Leased Site and improvements desired by its Antenna Array if it interferes with any other TENANT is denied;or antennas located at the Leased Site at TENANT's sole expense. OWNER's AGENT will determine whether (3) any Governmental Approvals there is any interference. Each such Antenna Array or necessary for TENANT's use of the Leased Site and/or antenna support structure may be configured as improvements to the Leased Site, whether now or AG\98\0910.022 Alameda Street Site 2 February 19.1998 Tenant Site Name:Carmel Water Tank Exhibit A Page 3 of 18 • hereafter desired by TENANT,are canceled,expired, 6. ASSIGNMENT AND SUBLETTING lapsed or are otherwise withdrawn, terminated or denied so that TENANT. in its reasonable judgment, A. Except to a Partner Company(each determines that it will no longer be able to use the of the partners of TENANT or PRIMECO is a Partner Leased Site for TENANT's intended use;or Company), affiliate or subsidiary of TENANT or PRIMECO or an affiliate or subsidiary of a Partner (4) the Federal Communications Company of TENANT or PRIMECO,TENANT must Commission(which allocates the frequencies at which not assign this Lease, or allow it to be assigned, in TENANT may operate its antennas and equipment) whole or in part, by operation of law or otherwise,or changes the frequencies at which TENANT operates its mortgage or pledge the same,or sublet the Leased Site, antennas and equipment,which change, in TENANT's or any part thereof,without the prior written consent of reasonable judgment, renders its operation of a OWNER, such consent not to be unreasonably communications facility at the Leased Site obsolete;or withheld or delayed. (5) TENANT determines that the Leased B. Each of the partners of TENANT or Site have become unsuitable for TENANT's operations PRIMECO is a Partner Company. An Affiliate of an due to changes in system or network design or in the entity is any entity fifty-one percent(51%)or more of types of equipment used in such operations. the ownership of which is owned,directly or indirectly, by such entity. A Subsidiary of an entity is any entity Any termination notice rendered by eighty percent (80%) or more of the ownership of TENANT pursuant to this Paragraph shall cause this which is owned by such entity. Lease to expire with the same force and effect as though the date set forth in such notice was the date C. No consent by OWNER to any originally set as the expiration date of this Lease. assignment or sublease by TENANT relieves TENANT of any obligation to be performed by B. Notwithstanding any other provision TENANT under this Lease, whether arising before or of this Lease to the contrary, and provided that after the assignment or sublease. The consent by TENANT is not then in default under this Lease, OWNER to any assignment or sublease does not TENANT may, during any extension period, upon relieve TENANT from the obligation to obtain ninety(90)days written notice to OWNER,terminate OWNER's express written consent to any other and cancel this Lease without cause, and OWNER is assignment or sublease. entitled to retain as a termination fee all prepaid, unearned rent as of the date of such termination. D. Any sale or other transfer, including by consolidation, merger or reorganization, of a C. If any of the following occurs, majority of the voting stock of TENANT, if TENANT OWNER has the right to cause TENANT to remove is a corporation, or any sale or other transfer of a its equipment from Tower by giving 90 days written majority in interest(whether of profits, losses,capital notice to TENANT's AGENT. TENANT shall,in any or voting power)or majority of the persons comprising case, have the option to construct its own tower at its the managers of the partnership, if TENANT is a At expense on a mutually agreeable site within OWNER's partnership, is not an assignment for purposes of this Property: Paragraph 6. Ir/ (1) If OWNER decides to remove the 7. FIRE OR OTHER CASUALTY Tower;or A. OWNER is self-insured. If (2) If OWNER or TENANT determine OWNER's AGENT delivers written notice to that the Tower is inadequate to support TENANT'S TENANT, within twenty(20)days after the casualty, Antenna Array based upon the certification of a of OWNER's election(a)not to repair,restore and or licensed engineer. reconstruct the Tower but to designate a site on which TENANT may relocate in accordance with Paragraph 7.C. below,or(b)to repair, restore and/or reconstruct AG\98\0910022 Alameda Street Site 3 April I. 1998 Tenant Site Name:Carmel Water Tank Exhibit 4o • • Page 4 of 18 the Tower. If, as a result of any such casualty, the OWNER and all associated, affiliated, allied and Leased Site becomes totally or partially unusable by subsidiary entities of OWNER, now existing or TENANT,rent shall abate during the period of repair hereinafter created. and their respective officers, in the same proportion to the total rent as the portion of boards,commissions.employees,agents.attorneys,and the Leased Site rendered unusable bears to the entire contractors(hereinafter referred to as"Indemnitees"), Leased Site. from and against: B. If OWNER(a)undertakes the repair, (1) Any and all liability, obligation, restoration and/or construction of the Tower, or of any damages,penalties,claims, liens,costs,charges, losses access thereto, but fails to complete such repair, and expenses(including,without limitation,reasonable restoration and/or construction within forty-five (45) fees and expenses of attorneys, expert witnesses and days after the casualty, (b) notifies TENANT of consultants),which may be imposed upon, incurred by OWNER's intention not to repair restore and/or or be asserted against the Indemnitees by reason of any reconstruct the Tower, or (c) fails to deliver to act or omission of TENANT,its personnel,employees, TENANT the written notice required under Paragraph agents, contractors or subcontractors, resulting in 7.A. within twenty (20) days, then TENANT may personal injury, bodily injury, sickness, disease or immediately cancel this Lease by giving written notice death to any person or damage to,loss of or destruction of its election to cancel to OWNER's AGENT. of tangible or intangible property, libel, slander, invasion of privacy and unauthorized use of any C. OWNER agrees that(if reasonably trademark,trade name.copyright,patent,service mark required)during any period of repair,restoration and/or or any other right of any person, firm or corporation, reconstruction(or for the balance of the Lease term if which may arise out of or be in any way connected OWNER elects not to repair the Tower), TENANT with the construction, installation, operation, may use and/or construct its own tower upon an maintenance, use or condition of the Leased Site or alternative portion of OWNER's Property which is TENANT's Antenna Array or the TENANT's failure equally suitable for TENANT's purposes, provided to comply with any federal, state or local statute, such space is available. The exact site to which ordinance or regulation. TENANT may relocate will be determined by OWNER, and it may be upon any portion of (2) Any and all liabilities, obligations, OWNER's Property (or other property owned or damages,penalties,claims,liens,costs,charges, losses controlled by OWNER), provided that TENANT and expenses(including,without limitation,reasonable reasonably approves the site as equally suitable for fees and expenses of attorneys, expert witnesses and TENANT's intended uses. OWNER will designate a other consultants), which are imposed upon, incurred temporary site to which TENANT may relocate within by or asserted against the Indemnitees by reason of any twenty-four (24) hours of the casualty, and it will claim or lien arising out of work, labor, materials or designate a permanent site to which TENANT may supplies provided or supplied to TENANT, its relocate in any notice to TENANT that it does not contractors or subcontractors, for the installation, intend to repair,restore and/or reconstruct the Tower. construction, operation, maintenance or use of the Leased Site or TENANT's Antenna Array,and,upon 8. INDEMNITY AND INSURANCE the written request of City Manager,TENANT,shall cause such claim or lien covering OWNER's property A. Disclaimer of Liability: OWNER to be discharged or bonded within thirty (30) days shall not at any time be liable for injury or damage following such request. occurring to any person or property from any cause whatsoever arising out of TENANT's construction, (3) Any and all liability, obligation, maintenance, repair, use, operation, condition, or damages,penalties,claims,liens,costs,charges, losses dismantling of the Leased Site or TENANT's Antenna and expenses(including,without limitation,reasonable Array. fees and expenses of attorneys, expert witnesses and consultants),which may be imposed upon,incurred by B. Indemnification:TENANT shall,at or be asserted against the Indemnitees by reason of any its sole cost and expense, indemnify and hold harmless financing or securities offering by TENANT or its AG\98\0910.022 Alameda Street Site 4 February 19,1998 Tenant Site Name:Carmel Water Tank Exhibit A • P • age 5 of 18 affiliates for violations of the common law or any laws, OWNER's attorney, and the actual expenses of statutes,or regulations of the State of Texas or United OWNER's,agents,employees or expert witnesses,and States, including those of the Federal Securities and disbursements and liabilities assumed by OWNER in Exchange Commission, whether by TENANT or connection with such suits,actions or proceedings but otherwise. shall not include attorneys' fees for services that unnecessarily duplicative of services provided by C. Assumption of Risk: TENANT OWNER or TENANT. undertakes and assumes for its officers, agents, affiliates, contractors and subcontractors and If TENANT requests OWNER to assist it in employees(collectively"TENANT"for the purpose of such defense then TENANT shall pay all reasonable this section),all risk of dangerous conditions,if any,on expenses incurred by OWNER in response thereto, or about the Leased Site;and TENANT hereby agrees including defending itself with regard to any such to indemnify and hold harmless the Indemnitees against actions, suits or proceedings. These expenses shall and from any claim asserted or liability imposed upon include all out-of-pocket expenses such as attorney fees the Indemnitees for personal injury or property damage and shall also include the costs of any services rendered to any person (other than from Indemnitees' gross by the OWNER's attorney,and the actual expenses of negligence)arising out of the TENANT's installation, OWNER's agents, employees or expert witnesses, operation,maintenance,condition or use of the Leased and disbursements and liabilities assumed by OWNER Site or TENANT's Antenna Array or TENANT's in connection with such suits,actions or proceedings. failure to comply with any federal,state or local statute, ordinance or regulation. F. Insurance: During the term of the Lease, TENANT, shall maintain, or cause to be D. Defense of Indemnitees: In the event maintained,in full force and effect and at its sole cost any action or proceeding shall be brought against the and expense, the following types and limits of Indemnitees by reason of any matter for which the insurance: Indemnitees are indemnified hereunder, TENANT shall, upon notice from any of the Indemnitees, at (1) Worker's compensation insurance TENANT's sole cost and expense, resist and defend meeting applicable statutory requirements and the same with legal counsel mutually selected by employer's liability insurance with minimum limits of TENANT and OWNER; provided however, that One Hundred Thousand($100,000)for each accident. TENANT shall not admit liability in any such matter on behalf of the Indemnitees without the written (2) Commercial general liability consent of OWNER and provided further that insurance with minimum of One Million Dollars Indemnitees shall not admit liability for, nor enter into ($1,000,000) as the combined single limit for each any compromise or settlement of any claim for which occurrence of bodily injury, personal injury and they are indemnified hereunder, without the prior property damage. The policy shall provide blanket written consent of TENANT. contractual liability insurance for all written contracts, and shall include coverage for products and completed E. Notice, Cooperation and Expenses: operations liability,independent contractor's liability, OWNER shall give TENANT prompt notice of the coverage for property damage from perils of explosion, making of any claim or the commencement of any collapse or damage to underground utilities,commonly action, suit or other proceeding covered by the known as XCU coverage. provisions of this paragraph. Nothing herein shall be deemed to prevent OWNER from cooperating with (3) Automobile liability insurance TENANT and participating in the defense of any covering all owned,hired, and nonowned vehicles in litigation by OWNER's own counsel. TENANT shall use by TENANT, its employees and agents, with pay all reasonable expenses incurred by OWNER in personal protection insurance and property protection response to any such actions, suits or proceedings. insurance to comply with the provisions of state law These expenses shall include all out-of-pocket expenses with minimum limits of One Million Dollars such as attorney fees and shall also include the ($1,000,000) as the combined single limits for each reasonable value of any services rendered by the occurrence for bodily injury and property damage. AG\98\0910.022 Alameda Street Site 5 February 19,1998 Tenant Site Name:Carmel Water Tank Exhibit o A Page 6 of 18 (4) At the start of and during the period TENANT shall immediately advise City Manager of of any construction, all-risk property insurance any claim or litigation that may result in liability to covering cables,materials,machinery and supplies of OWNER. any nature whatsoever which are to be used in or incidental to the installation of the Antenna Array. The I. Cancellation of Policies of Insurance: amount of insurance at all times shall be representative All policies maintained pursuant to this Lease shall of the insurable values installed or constructed. contain the following endorsement: (5) Business interruption insurance "At least thirty (30) days prior coverage in an amount sufficient to cover such loss of written notice shall be given to City revenues, for the period of time which it would take, Manager by the insurer of any under normal circumstances, to repair or replace that intention not to renew such policy or part(s) of the Antenna Array which is damaged and to cancel,replace or materially alter caused the loss of revenue. same, such notice to be given by registered mail to the parties named (6) All policies other than those for in this paragraph of the Lease." Worker's Compensation shall be written on an occurrence and not on a claims made basis. J. Insurance Companies:All insurance shall be provided under valid and enforceable policies, (7) The coverage amounts set forth insured by insurers authorized to do business by the above may be met by a combination of underlying and State of Texas or surplus line carriers on the State of umbrella policies so long as in combination the limits Texas Insurance Commissioner's approved list of equal or exceed those stated. companies qualified to do business in the State of Texas. All insurance carriers and surplus line carriers G. Named Insureds:All policies,except shall be rated B+or better by A.M. Best Company. for business interruption and worker's compensation policies, shall name OWNER and all associated, K. Deductibles: TENANT agrees to affiliated, allied and subsidiary entities of OWNER, indemnify and save harmless OWNER, the now existing or hereafter created,and their respective Indemnitees and Additional Insureds from and against officers,boards,commissions,employees,agents and the payment of any deductible and from the payment of contractors,as their respective interests may appear as any premium on any insurance policy required to be additional insureds (herein referred to as the furnished by this Lease. "Additional Insureds"). Each policy which is to be endorsed to add Additional Insureds hereunder, shall L. TENANT shall require that each and contain cross-liability wording,as follows: every one of its contractors and their subcontractors who perform work on the Leased Site to carry, in full "In the event of a claim being made force and effect,workers' compensation,commercial hereunder by one insured for which general liability and automobile liability insurance another insured is or may be liable, coverages of the type which TENANT is required to then this policy shall cover such obtain under the terms of this paragraph with insured against whom a claim is or appropriate limits of insurance. may be made in the same manner as if separate policies had been issued M. Review of Limits:Once during each to each insured hereunder." calendar year during the term of this Lease, City Manager may review the insurance coverages to be H. Evidence of Insurance:Certificates of carried by TENANT. If City Manager determines that insurance for each insurance policy required to be higher limits of coverage are necessary to protect the obtained by TENANT in compliance with this interests of OWNER or the Additional Insureds, paragraph,along with written evidence of payment of TENANT shall be so notified and shall obtain the required premiums shall be filed and maintained with additional limits of insurance, at its sole cost and City Manager annually during the term of the Lease. expense. AG\98\0910.022 Alameda Street Site February 19, 1998 6 Tenant Site Name:Carmel Water Tank Exhibit A • Page 7of18 9. UTILITIES repair the Leased Site or to make improvements or alterations or to remove or repair same pursuant to the TENANT shall be responsible directly to the serving terms of this Lease must be presented by OWNER's entities for all utilities required by TENANT's use of AGENT in writing to TENANT within thirty (30) the Leased Site,however.OWNER agrees to cooperate days after the termination or expiration of this Lease or with TENANT in its efforts to obtain utilities from any OWNER is deemed to have irrevocably waived any location provided by the OWNER or the servicing and all such claims. utility. Should electric power be provided by OWNER,TENANT will install an electric meter and 11. TENANT DEFAULTS TENANT's usage shall be read by OWNER or, at OWNER's option, by TENANT, on an annual basis A. The occurrence of any of the and the cost of electricity used by TENANT shall be following events constitutes an "Event of Default" paid by TENANT to OWNER annually as a payment hereunder by TENANT: separate from rent and shall be computed at the then- current public utility rate. (1) The failure by TENANT to make any payment of rent or any other payment required to be made by TENANT hereunder,as and when due,where 10. RIGHTS TO EQUIPMENT;CONDITION -such failure continues for twenty (20) days after - ON SURRENDER written notice thereof is sent by OWNER's AGENT to TENANT. A. TENANT's antennas and equipment remain personal to and the property of TENANT. At the termination or expiration of this Lease,TENANT shall move its antennas and/or equipment. TENANT (2) TENANT's failure to observe or shall repair any damage caused by such removal, and perform any of the covenants or provisions of this shall otherwise surrender the Leased Site at the Lease, other than as specified in paragraph 11.A.(1), expiration of the term, as same may have been where such failure continues for thirty(30)days after extended, or earlier termination thereof, in good written notice thereof is sent by OWNER's AGENT to condition,ordinary wear and tear,damage by fire and TENANT; provided, however, that it will not be other casualty excepted. Any of TENANT's deemed an Event of Default by TENANT if TENANT equipment or other property that has not been removed commences to cure such failure within said thirty(30) from the Leased Site at the time of Lease termination day period and thereafter diligently prosecutes such will be deemed abandoned by TENANT and OWNER cure to completion. is free to dispose of same in any manner OWNER chooses and without any liability to TENANT therefor. B. If there occurs an Event of Default by TENANT,in addition to any other remedies available B. Subject to the provisions of I.B.and to OWNER at law or in equity, OWNER may 4.A.above,TENANT shall not be required at any time terminate this Lease and all rights of TENANT to remove from the Leased Site: (i) any alterations, hereunder. additions or improvements installed in or about the Leased Site ("Alterations"); (ii) any of the work 12. NOTICES performed by or on behalf of TENANT at the commencement of this Lease to prepare the Leased Site All notices hereunder must be in writing and, unless for TENANT's use and occupancy, including by way otherwise provided herein, will be deemed validly of example the installation of TENANT's equipment; received if sent by certified mail, return receipt (iii)any Alterations which are substantially similar to requested,addressed as follows. Notice by any other the work referred to in(ii)above. method(whether by hand-delivery,overnight delivery service, or otherwise) will only be deemed effective C. Any claims relating to the condition upon receipt by the intended recipient. If OWNER or of the Leased Site, and the Tower, including but not TENANT have a change of address, the other party limited to TENANT's obligation, if any,to maintain or must immediately be notified as provided in this AG\98\0910.022 Alameda Street Site 7 February 19. 1998 Tenant Site Name:Carmel Water Tank Exhibit o A Page 8 of 18 • • Paragraph of such change. hazardous material(as defined in Paragraph 14.B.)on, under, about, or within OWNER's Property in TENANT: SAN ANTONIO MTA, L.P. violation of any applicable law or regulation. Address: do PrimeCo Personal Communications.L.P. B. As used in Paragraph 14.A., 1701 Directors Blvd..Suite 600 "Hazardous Material" means any substance,chemical, Austin.Texas 78744 or waste identified as hazardous,toxic,or dangerous in Attn:Site Acquisition Department any applicable federal,state,or local law or regulation Telephone Number: (512)349-8000 (including petroleum and asbestos). Facsimile Number: (512)349-8010 With a copy to: 15. MAINTENANCE PRIMECO PERSONAL COMMUNICATIONS, L.P. Address: 5221 N.O'Connor Blvd.,Suite 1000 A. TENANT must,at its sole expense, Irving,Texas 75309 maintain TENANT'S Antenna Array and related Attn:Legal Department; equipment in a safe condition, in good repair,and in a Associate General Counsel manner that does not conflict with OWNER'S use of Telephone Number. (972)337-3006 the Tower or leasing of the Tower to other tenants. Facsimile Number: (972)337-3027 B. TENANT must keep the Leased OWNER:City of Corpus Christi Site free of debris and anything of a dangerous, noxious,or offensive nature, or which would create a Address: PO Box 9277 hazard or undue vibration,heat,noise, or interference Corpus Christi,Texas 78469-9277 Attn:ACM Public Works with OWNER'S operations. Telephone Number: (512)880.3218 C. If a licensed engineer determines that Facsimile Number: (512)880-3839 the Tower is inadequate to support TENANT's 13. SALE OR TRANSFER BY OWNER Antenna Array, TENANT at its sole expense must reinforce the Tower to adequately support the TENANT's Antenna Array prior to its installation. If OWNER,during this Lease,sells,leases,transfers, or otherwise conveys all or any part of OWNER's D. If OWNER undertakes painting, Property to any transferee other than TENANT,then construction, or other alteration to the Tower, such transfer is subject to this Lease and all of TENANT must take reasonable measures, at its sole TENANT's rights hereunder. expense, to cover or remove from the Tower 14. HAZARDOUS SUBSTANCES TENANT'S Antenna Array and related equipment,to protect the same from paint and debris fallout that may occur during the painting, construction, or alteration A. OWNER warrants and agrees that process. TENANT may erect a temporary tower neither OWNER nor to OWNER's knowledge, any during OWNER's painting,construction,or alteration third party has used,generated,stored,or disposed of, process. or permitted the use,generation,storage,or disposal of, any Hazardous Material(as defined in Paragraph 14.B.) 16. CONDEMNATION on, under, about or within OWNER's Property in violation of any law or regulation. OWNER and A. If all of OWNER's Property, TENANT each agree that they will not use,generate, including without limitation the Tower, is taken or store,or dispose of any Hazardous Material(as defined condemned, either temporarily or permanently, for in Paragraph 14.B.) on, under, about, or within public purposes, or sold to a condemning authority OWNER's Property in violation of any applicable law under threat of condemnation to prevent taking, then or regulation. OWNER and TENANT each agree that this Lease automatically ceases and terminates. they will not use, generate, store, or dispose of any AG\98\0910.022 Alameda Street Site 8 February 19, 1998 Tenant Site Name:Carmel Water Tank Exhibit o • Page 9 of •18 B. If any portion of the Tower which 18. TAXES ON PROPERTY OF TENANT includes the Leased Site is taken or condemned.either temporarily or permanently, for public purposes, or TENANT shall be liable for and must pay to the sold to a condemning authority under threat of applicable taxing authority if billed directly to condemnation to prevent taking,then OWNER agrees TENANT,or to OWNER if billed to OWNER. upon that TENANT may use and/or construct upon an thirty (30) days prior written notice from OWNER. alternative portion of OWNER's Property which is any and all taxes and assessments levied against any equally suitable for TENANT's purposes. provided personal property or trade or other fixtures placed by such space is available. The exact site to which TENANT in or about the Leased Site. TENANT may relocate will be determined by OWNER's AGENT,and it may be upon any portion 19. QUIET ENJOYMENT AND NON- of OWNER's Property (or other property owned or INTERFERENCE controlled by OWNER), provided that TENANT reasonably approves the site as equally suitable for OWNER warrants and agrees that TENANT, upon TENANT's intended uses. OWNER's AGENT will paying the rent and performing the covenants herein designate a site to which TENANT may relocate prior provided, shall peaceably and quietly have and enjoy to the taking,condemnation or sale. If no alternative the Leased Site. • portion of OWNER's Property (or other property owned or controlled by OWNER) is equally suitable for the purposes of TENANT, then this Lease 20. COORDINATION OF OPERATION automatically ceases and terminates. Because TENANT operates 24 hours a day any action C. OWNER shall receive the entire undertaken or permitted by OWNER in making condemnation award for land, buildings and towers, repairs,alterations,additions,or improvements in the and TENANT hereby expressly assigns to OWNER Tower that might interfere with, suspend, cut-off or any and all right,title and interest of TENANT now or terminate access to or use by TENANT of the Leased hereafter arising in and to any such award for the land, Site or TENANT's antennas or equipment, including buildings,towers and any tenant improvements as are without limitation,air-conditioning and utilities thereto, paid for by OWNER. TENANT shall have the right to could cause inconvenience,expense and economic loss recover from such authority, but not from OWNER, to TENANT. Therefore,OWNER agrees(i)to use its any compensation as may be awarded to TENANT on best efforts to minimize such inconvenience,possible account of the leasehold interest, moving and loss or expense to TENANT by using its best efforts relocation expenses,and depreciation to and removal of not to cause or permit any interruption or interfere with the personal property and fixtures of TENANT. the operations of TENANT's antennas or equipment, particularly during the hours of 4:00 p.m.to 7:00 p.m. 17. LIENS on any weekday, and(ii)to use its best efforts to give TENANT advance notice of any repairs, alterations, TENANT shall keep the Leased Site free from any additions or improvements to be made with respect to liens arising out of any work performed, materials the maintenance and operation of the Tower and the furnished,or obligations incurred by or for TENANT. Leased Site or of any planned shut downs associated TENANT shall,within twenty(20)days following the with the Tower for scheduled or routine maintenance imposition of any such lien, cause the same to be that might adversely affect the operation of TENANT's released of record by payment or posting of a proper communications facility,antennas or equipment. bond. No work which OWNER permits TENANT to perform on the Leased Site will be deemed to be for the 21. BROKERS use and benefit of OWNER so that no mechanic's or other lien is allowed against the estate of OWNER by OWNER and TENANT represent to each other that reason of its consent to such work. OWNER may post they have not negotiated with any real estate broker in notices that it is not responsible for payment for any connection with this Lease, except for-NONE- who such work by TENANT. has acted on behalf of TENANT and will be compensated by TENANT. OWNER and TENANT AG\98\0910.022 Alameda Street Site 9 February 19. 1998 Tenant Site Name:Carmel Water Tank Exhibit A • Page 10 of 18 1111 agree that if any claim is made against the other for a binding upon either OWNER or TENANT, and any real estate broker's commission,finder's fee or the like addition, variation or modification to this Lease is by reason of the acts of such party(except for claims of ineffective unless made in writing and signed by the broker acting on behalf of TENANT referred to in authorized agents of the parties. the preceding sentence), the party upon whose acts such claim is predicated will pay for all losses. costs, C. Owner Compliance with Laws. damages,claims,liabilities and expenses in connection OWNERagrees that OWNER's Property(including, therewith (including, but not limited to, reasonable without limitation,the Building and the Tower)and all attorneys' fees) and defend such action by legal improvements, comply and during the term of this counsel reasonably acceptable to the other party. Lease shall continue to comply with all applicable building, life/safety, disability and other laws, codes 22. ESTOPPEL CERTIFICATES and regulations of any applicable governmental or quasi-governmental authority. All such compliance A. TENANT, at the request of shall be accomplished at OWNER's sole cost and OWNER's AGENT, shall provide OWNER with a expense. Except for improvements made by certificate stating:(i)that this Lease is unmodified and TENANT,OWNER at its sole cost shall maintain in in full force and effect; (ii) whether or not, to good condition and repair,the Building,the Tower and TENANT's knowledge,there are then existing any set- other improvements upon which the Leased Site are offs,or defenses against the enforcement by OWNER located. of any TENANT's agreements, terms, covenants or conditions hereof(and,if so specifying the same);and D. Venue. This Lease and the (iii)the dates,if any,to which the rent has been paid in performance hereof shall be governed, interpreted, advance. construed and regulated by the laws of the State of Texas. B. OWNER, at the request of TENANT, shall provide TENANT with a certificate E. Covenants bind Successors. This stating: (i) whether OWNER has any claim against Lease, and each covenant and condition herein, is TENANT and if so, stating the nature of such claim; intended to benefit the Leased Site and must extend to (ii) that OWNER recognizes TENANT's right to and bind the heirs,personal representatives,successors TENANT's antennas, equipment and other property; and assigns of the parties. (iii)that TENANT has the right to remove TENANT's equipment and other property from the Leased Site F. Provisions are covenants and notwithstanding that same may be considered a fixture conditions.The parties agree that all of the provisions under local law; and(iv)that OWNER has no interest hereof must be construed as both covenants and in and disclaims any interest to TENANT's equipment conditions, the same as if the words importing such and other property. covenants and conditions had been used in each separate paragraph. 23. MISCELLANEOUS PROVISIONS G. Both Parties Negotiated This Lease. A. Title. OWNER warrants that The parties acknowledge that each has had an OWNER is seized of good and sufficient title to and opportunity to review and negotiate this Lease and interest in the Leased Site and has full authority to enter have executed this Lease only after such review and into and execute this Lease and that there are no negotiation. The language of each part of this Lease undisclosed liens.judgments or impediments of title on must be construed simply and according to its fair OWNER's Property that would affect this Lease. meaning, and this Lease must not be construed more strictly in favor or against either parry. B. Exhibits. This Lease, including attached exhibits which are hereby H. No Alcohol, Drugs,or Firearms. incorporated by reference, incorporates all agreements TENANT will not permit any alcoholic beverages, and understandings between OWNER and TENANT, illegal drugs,or firearms to be brought onto the Leased and no verbal agreements or understandings will be Site. AG\98\0910.022 Alameda Street Site 10 February 19.1998 Tenant Site Name:Carmel Water Tank Exhibit • • Page 11 of 18 I. Owner's Breach. If the Lease, OWNER and TENANT will be entitled to OWNER breaches this Lease in any manner and if immediate restraint by injunction of any violation of OWNER fails to commence to cure such breach within any of the covenants,conditions or provisions of this thirty (30)days after receiving a written notice from Lease. TENANT exactly specifying the violation (or if OWNER fails thereafter to diligently prosecute the M. Captions. The captions of the cure to completion),then TENANT may enforce each paragraphs of this Lease are for convenience of of its rights and remedies under this Lease or provided reference only and do not affect the interpretation of by law or it may(although it shall not be obligated to this Lease. do so)cure OWNER's breach or perform OWNER's obligations (on OWNER's behalf and at OWNER's N. Memorandum of Lease. expense) and require the OWNER to reimburse (or Concurrently with the execution of this Lease, offset against rent)all reasonable expenses incurred in OWNER will execute before a notary and deliver to doing so plus interest(from the date such expenses are TENANT for recording a "Memorandum of Lease incurred until reimbursement)at ten percent(10%)per Agreement" in the form of the attached Exhibit"B," annum. with the same Exhibits"Al", "A2" and "A3" as are attached to this Lease. Such Memorandum will not J. Invalidity of Portion of Lease. If disclose any financial terms,unless required to do so by any portion of this Lease is declared by a court of the laws of such jurisdiction. competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent O. Multiple Counterparts. This Lease necessary in such court's opinion to render such may be executed in one or more counterparts,each of portion enforceable and as so modified, such portion which will be deemed an original for all purposes but and the balance of this Lease will continue in full force all of which taken together will constitute only one and effect. instrument. K. Dispute Resolution. If a IN WITNESS WHEREOF,OWNER and TENANT dispute arises between the parties relating to this Lease, have duly executed this Lease as of the date first above the parties agree to meet to try to resolve the dispute. written. Such meeting will be attended by individuals with decision-making authority to attempt, in good faith,to TENANT: SAN ANTONIO MTA, L.P., a negotiate a resolution of the dispute prior to pursuing Delaware limited partnership, by its sole general other available remedies. If, within thirty (30) days partner, PRIMECO PERSONAL after such meeting, the parties have not succeeded in COMMUNICATIONS, L.P., a Delaware limited negotiating a resolution of the dispute,either party may partnership by Edgar S. DeLong, Jr. its Vice request that such dispute be resolved through non- President/General Manager. binding mediation. The mediator will be an individual / (Hans Fredericks, Silas & or firm with expertise in wireless telecommunications, �1 fl irlietirr Director), acting in the subject matter of the dispute. If either By: /44.. „' '. as well as subject p party institutes any action or proceeding in court to Edgar S. DeLong,Jr. enforce any provision hereof, or any action for PrimeCo Personal Communications damages for any alleged breach of any provision Vice President/General Manager hereof, then the prevailing party in such action or South Central MTA proceeding is entitled to receive from the non- prevailing party such amount as the court may adjudge to be reasonable attorneys' fees for the services OWNER:THE CITY OF CORPUS CHRISTI rendered to the prevailing party,together with its other reasonable litigation expenses. /V L_— L. Injunction Available as Remedy. Bill Hennings,City Manage In addition to the other remedies provided for in this L/// AG\98\0910.022 Alameda Street Site 1 1 February 19. 1998 Tenant Site Name:Carmel Water Tank Exhibit A • Page 12 of 18 • ATTEST: 4/ Armando Chapa,City Secretary Legal form approved 2q-taltbrt.,a9 , 1998; James R. Bray,Jr.,City Attorney By: LA L ie Alison Gallaw ,Assistant City Att drtley Sv co - AG\98\0910.022 Alameda Street Site 12 February 19, 1998 Tenant Site Name:Carmel Water Tank Exhibit A • Page 13 of 18 DOC# 1998015648 RECORDING REQUESTED BY AND rr WHEN RECORDED RETURN TO: k� `.1,3h 44.1, PRIMECO PERSONAL COMMUNICATIONS,L.P., EXHIBIT "B" A Delaware limited partnership CORRECTED Address: 5221 N.O'Connor,Blvd.Suite 1000 MEMORANDUM OF LEASE AGREEMENT Westlake,Texas 76262 Attn:Legal Department Associate General Counsel-Southwest Region THIS MEMORANDUM OF LEASE AGREEMENT,made and entered into as of this 24th day of February, 1998, by and between the City of Corpus Christi,a Texas home-rule municipal corporation by its City Manager("OWNER"), PO Box 9277,Corpus Christi,Nueces County,Texas 78469-9277 and SAN ANTONIO MTA,L.P.,a Delaware limited partnership("TENANT"),by its sole general partner,PRIMECO PERSONAL COMMUNICATIONS,L.P.,a Delaware limited partnership Edgar S. DeLong, Jr., Vice President/General Manager, 5221 N. O'Conner, Blvd., Suite 1000, Irving, Dallas County,Texas 75309. • 1. OWNER, on the terms and conditions set forth in an unrecorded document dated February 24, 1998, and entitled"Ground and Tower Lease Agreement,"which terms and conditions are incorporated herein by reference,and in consideration of the rent and covenants therein provided,does hereby lease to TENANT,and TENANT hereby rents and accepts from OWNER,certain property("Leased Site")which is described in Exhibit"A2"and"A3"attached hereto and incorporated herein by this reference and which is located at Lot 20. Block 36. Pope Place Unit 5. 509 Cannel Parkway, in the State of Texas,within the property of OWNER which is described in Exhibit"Al"attached hereto and incorporated herein by this reference("OWNER's Property"). together with a non-exclusive easement to access the Leased Site and to install and maintain utilities,for an initial term commencing on April 26, 1998 which term may be extended by TENANT for four(4)additional five(5)year period(s)subject to the conditions of Paragraph 3.B. and 3.C.of the Ground and Tower Lease Agreement. IN WITNESS WHEREOF,OWNER and TENANT have duly executed this Memorandum of Lease Agreement as of the date first above written. OWNER: City of Corpus Christi,a Texas TENANT:SAN ANTONIO MTA.L.P..a Delaware limited home-rule Municipal Corporation partnership.b>its sole general partner.PRIMECO PERSONAL COMMUNICATIONS,L.P..a Delaware limited partnership by Edgar S.DeLong.Jr.its Vice President/General Manager By: `- 2-- By: 4ikek (Hans Fredericks) Sales &Marketing Director, acting far Name: Bill Hennings Name: Edgar S. DeLong,Jr. Its:City Manager Its: Vice President/General Manager ATTEST: After date of original memorandum, significant lease revisions were added that required a new, more current memorandum be executed. The outdated one was Name: Armando C pa recorded instead of this one. Its: City Secretary LEGAL FORM APPROVED ON 24 February, 1998;JAMES R. BRAY,JR..CITY ATTORNEY 4 �— Alison allaway.Assi tant City Attorney AG\9810910.022 Alameda Street Site B-l March 3. 1998 Tenant Site Name:Carmel Water Tank Exhibit A • P • age 14 of 18 EXHIBIT rtB" NOTARIES - MEMORANDUM OF LEASE AGREEMENT STATE OF TEXAS COUNTY OF NUECES Avid The foregoing instrument was acknowledged before me this I P day of it( Yid(1 , 19v,by Bill Hennings. as City Manager of the City of Corpus Christi,a Texas Municipal corporation,on behalf of the municipal corporation. /jta 1 B /, /•. • •L SEAL) ! i4.0 VV .MARIA V.JUN EZ (OFFI AL NOTARY SIG URE) Otintl NOTARY PUBLIC-STATE OF a' 7ssfon •pires: (PRINT,TYPED OR STAMPED NAME OF NOTARY) COMMISSION NUMBER: STATE OF TEXAS COUNTY OF TRAVIS r FiEns FFe eLic .5' Salts &Marketing Director, acting for The foregoing instrument was acknowledged before me this.C"day of I9Yr,byydgar S.DeLong,Jr.,as Vice President/General Manager of PrimeCo Personal Communications.L.P.,a Delaware limited partnership.as the sole general partner of San Antonio MTA.L.P.,a Delaware limited partnership,on behalf of San Antonio MTA,L.P. He is personally known to me. M.WAX LENOTA. AL SEAL) jeO 4 _ * Notary Public (OFFICIAL NOTAR 1 NATURE State of T81� NOTARY PUBLIC-STATE OF e s &s Comm. loo expires: (PRINT,TYPED OR STAMPED NAME OF NOTARY) COMMISSION NUMBER: AG''98`,0910.022 Alameda Street Site March 3, 1998 B_? Tenant Site Name:Carmel Water Tank Exhibit A • Page 15of18 EXHIBIT "A2" • LEASED SITE ALAMEDA J r W D WCl. 4 CX a W W b M M T.0—.00e " " " " cr o o U O N N 3 O' H ow�,m Li Iiii / V) 3O On / / a Zr? U Q •' I = I H (C1 I ,.$ N 26 0 \ ,C) 4 t • P ~ \ LU Wt5 N / a. h `O 3 -I' .0—.ZZ .43 c3 OO 3 v PROPRIETARY INFORMATION NOT FOR USE OR DISCLOSURE OUTSIDE PRIMECO EXCEPT UNOER WRRTEN AGREEMENT APR • �N CARMEL VILLAGE WATER TANK """°" '"'I L MN PRIMECO�' SITE PLAN L A� O R 1•=40• A (CATION, SIN Numb. kis MC Re Ma Tenant Site Name:Carmel Water Tank Exhibit A • Page 16of18 EXHIBIT "A2" 41110 x LEASED SITE / x x x X i y x W ... 1 X , X x \ X , 61.. C ohm z y�W J �L. X Rio �•- J z" .o-.tt W .0-,L --A-- .o-,oi —i •o-,s o ` ` _ `� , \ X x n g° oa ro/v1 \I I. \ z7i� �O X 10O IOE O O N _4 X4jW O N i'8% k�8 O 2 " y x IQw1 v X \ \ h x PROPRIETARY INFORMATION NOT MR USE OR DISCLOSURE OU1S1OE PRI1ECO EXCEPT UNDER WRITTEN AGREEMENT cx ; - / CARMEL VILLAGE WATER TANK "`` Sri ;�' PRIMECO�' DETAIL SITE PLAN A2 1 CX ! l-'10' IYU/MM• S4 IIUrMr SMo MC(b M. Tenant Site Name:Carmel Water Tank Exhibit A • 410 Page 17 of 18 EXHIBIT "A3" LEASED SITE CARMEL WATER TANK (4) NEW PRIMECO DIRECTIONAL ANTENNAS MAX. (12) ow.) 0 3 PLACES. CATWALK 1 1 I I I I I I IJlI I _I—F —I — I -�- III 1 III 1111111 • (12) CABLE COAX ALONG • 1111111 TOWER SUPPORT lllilil 1111111 !1111111' • 1111111 11111116 11111116 11111111 �Illilll' � 1111111 IIIIIIII !1111111 !IIIIIII 11111111' 11111111 '1111111 IIIIIi111 1111111 1111111 !1111111! 11111111 P 1 SOUTH WATER TANK ELEVATION SCALE 1'-20' PROPRIETARY INFORMATION NOT FOR USE OR DISCLOSURE OUTSIDE PRIMECO C(CEPT UNDER WRi1TEN AGREEMENT —, ' CARMEL VILLAGE WATER TANK " °' sm. L +;' ELEVATION A3 nnIrIL 1WIIIII Si.w'0. Seca. MC n.Ns Tenant Site Name:Carmel Water Tank Exhibit A • • Page 18 of 18 /IN 0 PRIM ECO" •1uor..cMMMMMMATIOMS DELEGATION OF AUTHORITY DATE: March 13, 1998 TO: Whom It May Concern FROM: Ed DeLong Vice President/General Manager This delegation shall be effective for the following period(s): Period Start: Monday. March 16, 1998 Period End: Friday, March 20, 1998, @ 7:00pm During the above period, I delegate signing authority to: Hans Fredericks Sales & Marketing Director Edh ar S. DeLonl Jr VP/GM South Central MTA Delegator's ame Delegator's Title c, N_e_ March 13, 1998 Delegator's Signature 1110 Date