CC SR 20160906 06 - Monopole Lease ExtensionsRANCHO PALOS VERDES CITY COUNCIL MEETING DATE: 09/06/2016
AGENDA REPORT AGENDA HEADING: Regular Business
AGENDA DESCRIPTION:
Consideration and possible action to grant 3 -year extensions of the current City Hall
monopole lease agreements
RECOMMENDED COUNCIL ACTION:
(1) Approve 3 -year extensions of the lease agreements with Verizon Wireless
(VZW), AT&T and Southern California Edison (SCE) for their existing wireless
telecommunications facilities on the City Hall monopole.
FISCAL IMPACT: The City currently collects roughly $85,000 in annual rent for the
ground and building leases related to the monopole at City Hall.
Amount Budgeted: $181,900 (revenue)
Additional Appropriation: N/A
Account Number(s): 101 -6000 -363 -XX -X (Rent — Citywide)
ORIGINATED BY: Kit Fox, AICP, Senior Administrative Analyst -'-,D
REVIEWED BY: Gabriella Yap, Deputy City Manager:'
APPROVED BY: Doug Willmore, City Manager'
ATTACHED SUPPORTING DOCUMENTS:
A. Lease amendment for VZW (page A-1)
B. Lease amendment for AT&T (page B-1)
C. Lease amendment for SCE (page C-1)
D. November 4, 2015, City Council Minutes (excerpt) (page D-1)
E. November 4, 2015, City Council Staff report (page E-1)
BACKGROUND AND DISCUSSION:
On November 4, 2015, the City Council approved extensions of the lease agreements
with VZW, AT&T and SCE for their respective telecommunications facilities on the
monopole at City Hall (Attachment D). These extensions expired on June 30, 2016.
As described in the November 4, 2015, Staff report (Attachment E), these lease
agreements were extended to allow additional time for Staff to consult with the carriers
about possible modifications to and/or relocation of the monopole related to the
redevelopment of the civic center campus. The proposed lease amendments
(Attachments A, B and C) would extend the existing carriers' leases until June 30, 2019,
under their current terms and conditions. The City would be obligated to provide the
1
carriers with sixty (60) days' notice of the commencement of any reconstruction of the
current City Hall buildings in order to terminate the agreements prior to June 30, 2019.
These proposed agreements have been prepared by the City Attorney's Office and
approved by the carriers.
This matter was previously agendized for the City Council's review at the meeting of
August 16, 2016, but was continued to tonight's meeting without discussion due to the
lateness of the hour.
ALTERNATIVES:
In addition to the Staff recommendation, the following alternative actions are available
for the City Council's consideration:
1. Continue the consideration of the extended lease agreements for VZW,
AT&T and SCE to a future date certain, based upon City Council
discussion and public testimony from tonight's meeting.
2. Do not extend the current lease agreements with VZW, AT&T and SCE,
and notify the carriers to remove the monopole and their respective
equipment from City property within a reasonable period of time.
2
SIXTH AMENDMENT
TO BUILDING LEASE AGREEMENT
THIS SIXTH AMENDMENT TO THE BUILDING LEASE AGREEMENT
("Amendment") by and between the CITY OF RANCHO PALOS VERDES ("Lessor") and
LOS ANGELES SMSA LIMITED PARTNERSHIP, DBA VERIZON WIRELESS
("Lessee") is effective as of the 1 st day of July, 2016.
RECITALS
A. On February 16, 1988, Lessor and Lessee entered into that certain Building Lease
Agreement ("Agreement") whereby Lessor agreed to lease certain real property and grant an
irrevocable, non-exclusive easement to Lessee for ten (10) years in exchange for payment by
Lessee. On November 4, 2015, Lessor and Lessee executed the Fifth Amendment to the
Agreement, which extended the term of the Agreement until June 30, 2016.
B. Lessor and Lessee now desire to amend the Agreement to extend the term until
either June 30, 2019, or until Rancho Palos Verdes City Hall, located at 30940 Hawthorne
Boulevard, Rancho Palos Verdes, California 90275, is reconstructed, as defined below,
whichever occurs first.
TERMS
1. Extension of Term. The term of this Agreement is hereby extended until either
June 30, 2019, or until Rancho Palos Verdes City Hall, located at 30940 Hawthorne Boulevard,
Rancho Palos Verdes, California 90275, undergoes reconstruction, whichever occurs first. For
the purposes of this Agreement, "reconstruction" includes any discretionary or necessary
construction, demolition, repair, remodeling, or retrofitting activity that interferes with the
Lessee's use of its wireless telecommunications facilities or any accessory equipment such that
the facilities or equipment require removal or replacement. The decision to engage in such
reconstruction shall be in the sole discretion of the Lessor, and Lessor shall provide Lessee at
least sixty (60) notice of commencement of such reconstruction, at which commencement the
term shall terminate.
2. Continuing Effect of Agreement. Except as amended by this Agreement, all
provisions of the Agreement shall remain unchanged and in full force and effect. From and after
the date of this Amendment, whenever the term "Agreement" appears in the Agreement, it shall
mean the Agreement, as amended by this Amendment to the Agreement.
3. Affirmation of Agreement; Warranty Re Absence of Defaults. Lessor and
Lessee each ratify and reaffirm each and every one of the respective rights and obligations
arising under the Agreement. Each party represents and warrants to the other that there have been
no written or oral modifications to the Agreement other than as provided herein. Each party
represents and warrants to the other that the Agreement is currently an effective, valid, and
binding obligation.
01203.0015/304312.1
A-1
Lessee represents and warrants to Lessor that, as of the date of this Amendment, Lessor is
not in default of any material term of the Agreement and that there have been no events that,
with the passing of time or the giving of notice, or both, would constitute a material default
under the Agreement.
Lessor represents and warrants to Lessee that, as of the date of this Amendment, Lessee
is not in default of any material term of the Agreement and that there have been no events that,
with the passing of time or the giving of notice, or both, would constitute a material default
under the Agreement.
4. Adequate Consideration. The parties hereto irrevocably stipulate and agree that
they have each received adequate and independent consideration for the performance of the
obligations they have undertaken pursuant to this Amendment.
5. Authority. The persons executing this Agreement on behalf of the parties hereto
warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute
and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such
party is formally bound to the provisions of this Agreement, and (iv) the entering into this
Agreement does not violate any provision of any other Agreement to which said party is bound.
[SIGNATURES ON FOLLOWING PAGE]
01203.0015/304312.1
A-2
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first -above written.
Lessor:
CITY OF RANCHO PALOS VERDES
Ken Dyda, Mayor
ATTEST:
Carla Morreale, City Clerk
APPROVED AS TO FORM:
ALESHIRE & WYNDER, LLP
Dave Aleshire, City Attorney Lessee:
LOS ANGELES SMSA LIMITED
PARTNERSHIP, DBA VERIZON
WIRELESS
Name:
Title:
By:
Name:
Title:
Address:
NOTE: LESSEE'S SIGNATURES SHALL BE DULY NOTARIZED, AND
APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED
BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR
REGULATIONS APPLICABLE TO LESSEE'S BUSINESS ENTITY.
01203.0015/304312.1
A-3
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed
the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On , 2016 before me, , personally appeared proved to me on
the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct.
WITNESS my hand and official seal.
Signature:
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
❑ INDIVIDUAL
❑ CORPORATE OFFICER
TITLE(S) TITLE OR TYPE OF DOCUMENT
❑ PARTNER(S) ❑ LIMITED
❑ GENERAL
❑ ATTORNEY-IN-FACT
❑ TRUSTEE(S) NUMBER OF PAGES
❑ GUARDIAN/CONSERVATOR
❑ OTHER
SIGNER IS REPRESENTING: DATE OF DOCUMENT
(NAME OF PERSON(S) OR ENTITY(IES))
SIGNER(S) OTHER THAN NAMED ABOVE
01203.0015/304312.1
A-4
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed
the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On , 2016 before me, , personally appeared proved to me on
the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct.
WITNESS my hand and official seal.
Signature:
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
❑ INDIVIDUAL
❑ CORPORATE OFFICER
TITLE(S) TITLE OR TYPE OF DOCUMENT
❑ PARTNER(S) ❑ LIMITED
❑ GENERAL
❑ ATTORNEY-IN-FACT
❑ TRUSTEE(S) NUMBER OF PAGES
❑ GUARDIAN/CONSERVATOR
❑ OTHER
SIGNER IS REPRESENTING: DATE OF DOCUMENT
(NAME OF PERSON(S) OR ENTITY(IES))
SIGNER(S) OTHER THAN NAMED ABOVE
01203.0015/304312.1
A-5
FOURTH AMENDMENT
TO BUILDING LEASE AGREEMENT
THIS FOURTH AMENDMENT TO THE BUILDING LEASE AGREEMENT
("Amendment") by and between the CITY OF RANCHO PALOS VERDES ("Lessor") and
NEW CINGULAR WIRELESS PCS, LLC, formerly known as Los Angeles Cellular
Telephone Company and AT&T Wireless, ("Lessee") is effective as of the 1 st day of July, 2016.
RECITALS
A. On November 15, 1988, Lessor and Lessee entered into that certain Building
Lease Agreement ("Agreement") whereby Lessor agreed to lease certain real property and grant
an irrevocable, non-exclusive easement to Lessee for ten (10) years in exchange for payment by
Lessee. On November 4, 2015, Lessor and Lessee executed the Third Amendment to the
Agreement, which extended the term of the Agreement until June 30, 2016.
B. Lessor and Lessee now desire to amend the Agreement to extend the term until
either June 30, 2019, or until Rancho Palos Verdes City Hall, located at 30940 Hawthorne
Boulevard, Rancho Palos Verdes, California 90275, is reconstructed, as defined below,
whichever occurs first.
TERMS
1. Extension of Term. The term of this Agreement is hereby extended until either
June 30, 2019, or until Rancho Palos Verdes City Hall, located at 30940 Hawthorne Boulevard,
Rancho Palos Verdes, California 90275, undergoes reconstruction, whichever occurs first. For
the purposes of this Agreement, "reconstruction" includes any discretionary or necessary
construction, demolition, repair, remodeling, or retrofitting activity that interferes with the
Lessee's use of its wireless telecommunications facilities or any accessory equipment such that
the facilities or equipment require removal or replacement. The decision to engage in such
reconstruction shall be in the sole discretion of the Lessor, and Lessor shall provide Lessee at
least sixty (60) notice of commencement of such reconstruction, at which commencement the
term shall terminate.
2. Continuing Effect of Agreement. Except as amended by this Agreement, all
provisions of the Agreement shall remain unchanged and in full force and effect. From and after
the date of this Amendment, whenever the term "Agreement" appears in the Agreement, it shall
mean the Agreement, as amended by this Amendment to the Agreement.
3. Affirmation of Agreement; Warranty Re Absence of Defaults. Lessor and
Lessee each ratify and reaffirm each and every one of the respective rights and obligations
arising under the Agreement. Each party represents and warrants to the other that there have been
no written or oral modifications to the Agreement other than as provided herein. Each party
represents and warrants to the other that the Agreement is currently an effective, valid, and
binding obligation.
01203.0015/304314.1
B-1
Lessee represents and warrants to Lessor that, as of the date of this Amendment, Lessor is
not in default of any material term of the Agreement and that there have been no events that,
with the passing of time or the giving of notice, or both, would constitute a material default
under the Agreement.
Lessor represents and warrants to Lessee that, as of the date of this Amendment, Lessee
is not in default of any material term of the Agreement and that there have been no events that,
with the passing of time or the giving of notice, or both, would constitute a material default
under the Agreement.
4. Adequate Consideration. The parties hereto irrevocably stipulate and agree that
they have each received adequate and independent consideration for the performance of the
obligations they have undertaken pursuant to this Amendment.
5. Authority. The persons executing this Agreement on behalf of the parties hereto
warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute
and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such
party is formally bound to the provisions of this Agreement, and (iv) the entering into this
Agreement does not violate any provision of any other Agreement to which said party is bound.
[SIGNATURES ON FOLLOWING PAGE]
01203.0015/304314.1
B-2
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first -above written.
Lessor:
CITY OF RANCHO PALOS VERDES
Ken Dyda, Mayor
ATTEST:
Carla Morreale, City Clerk
APPROVED AS TO FORM:
ALESHIRE & WYNDER, LLP
Dave Aleshire, City Attorney Lessee:
NEW CINGULAR WIRELESS PCS, LLC
Name:
Title:
By:
Name:
Title:
Address:
NOTE: LESSEE'S SIGNATURES SHALL BE DULY NOTARIZED, AND
APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED
BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR
REGULATIONS APPLICABLE TO LESSEE'S BUSINESS ENTITY.
01203.0015/304314.1
B-3
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed
the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On , 2016 before me, , personally appeared proved to me on
the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct.
WITNESS my hand and official seal.
Signature:
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
❑ INDIVIDUAL
❑ CORPORATE OFFICER
TITLE(S) TITLE OR TYPE OF DOCUMENT
❑ PARTNER(S) ❑ LIMITED
❑ GENERAL
❑ ATTORNEY-IN-FACT
❑ TRUSTEE(S) NUMBER OF PAGES
❑ GUARDIAN/CONSERVATOR
❑ OTHER
SIGNER IS REPRESENTING: DATE OF DOCUMENT
(NAME OF PERSON(S) OR ENTITY(IES))
SIGNER(S) OTHER THAN NAMED ABOVE
01203.0015/304314.1
B-4
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed
the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On , 2016 before me, , personally appeared proved to me on
the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct.
WITNESS my hand and official seal.
Signature:
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
❑ INDIVIDUAL
❑ CORPORATE OFFICER
TITLE(S) TITLE OR TYPE OF DOCUMENT
❑ PARTNER(S) ❑ LIMITED
❑ GENERAL
❑ ATTORNEY-IN-FACT
❑ TRUSTEE(S) NUMBER OF PAGES
❑ GUARDIAN/CONSERVATOR
❑ OTHER
SIGNER IS REPRESENTING: DATE OF DOCUMENT
(NAME OF PERSON(S) OR ENTITY(IES))
SIGNER(S) OTHER THAN NAMED ABOVE
01203.0015/304314.1
B-5
SECOND AMENDMENT
TO BUILDING LEASE AGREEMENT
THIS SECOND AMENDMENT TO THE BUILDING LEASE AGREEMENT
("Amendment") by and between the CITY OF RANCHO PALOS VERDES ("Lessor") and
SOUTHERN CALIFORNIA EDISON COMPANY ("Lessee") is effective as of the 1 st day of
July, 2016.
RECITALS
A. On July 1, 1994, Lessor and Lessee entered into that certain Building Lease
Agreement ("Agreement") whereby Lessor agreed to lease certain real property and grant an
irrevocable, non-exclusive easement to Lessee for ten (10) years in exchange for payment by
Lessee. On November 4, 2015, Lessor and Lessee executed the First Amendment to the
Agreement, which extended the term of the Agreement until June 30, 2016.
B. Lessor and Lessee now desire to amend the Agreement to extend the term until
either June 30, 2019, or until Rancho Palos Verdes City Hall, located at 30940 Hawthorne
Boulevard, Rancho Palos Verdes, California 90275, is reconstructed, as defined below,
whichever occurs first.
TERMS
1. Extension of Term. The term of this Agreement is hereby extended until either
June 30, 2019, or until Rancho Palos Verdes City Hall, located at 30940 Hawthorne Boulevard,
Rancho Palos Verdes, California 90275, undergoes reconstruction, whichever occurs first. For
the purposes of this Agreement, "reconstruction" includes any discretionary or necessary
construction, demolition, repair, remodeling, or retrofitting activity that interferes with the
Lessee's use of its wireless telecommunications facilities or any accessory equipment such that
the facilities or equipment require removal or replacement. The decision to engage in such
reconstruction shall be in the sole discretion of the Lessor, and Lessor shall provide Lessee at
least sixty (60) notice of commencement of such reconstruction, at which commencement the
term shall terminate.
2. Continuing Effect of Agreement. Except as amended by this Agreement, all
provisions of the Agreement shall remain unchanged and in full force and effect. From and after
the date of this Amendment, whenever the term "Agreement" appears in the Agreement, it shall
mean the Agreement, as amended by this Amendment to the Agreement.
3. Affirmation of Agreement; Warranty Re Absence of Defaults. Lessor and
Lessee each ratify and reaffirm each and every one of the respective rights and obligations
arising under the Agreement. Each party represents and warrants to the other that there have been
no written or oral modifications to the Agreement other than as provided herein. Each party
represents and warrants to the other that the Agreement is currently an effective, valid, and
binding obligation.
01203.0015/304310.1
C-1
Lessee represents and warrants to Lessor that, as of the date of this Amendment, Lessor is
not in default of any material term of the Agreement and that there have been no events that,
with the passing of time or the giving of notice, or both, would constitute a material default
under the Agreement.
Lessor represents and warrants to Lessee that, as of the date of this Amendment, Lessee
is not in default of any material term of the Agreement and that there have been no events that,
with the passing of time or the giving of notice, or both, would constitute a material default
under the Agreement.
4. Adequate Consideration. The parties hereto irrevocably stipulate and agree that
they have each received adequate and independent consideration for the performance of the
obligations they have undertaken pursuant to this Amendment.
5. Authority. The persons executing this Agreement on behalf of the parties hereto
warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute
and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such
party is formally bound to the provisions of this Agreement, and (iv) the entering into this
Agreement does not violate any provision of any other Agreement to which said party is bound.
[SIGNATURES ON FOLLOWING PAGE]
01203.0015/304310.1
C-2
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first -above written.
Lessor:
CITY OF RANCHO PALOS VERDES
Ken Dyda, Mayor
ATTEST:
Carla Morreale, City Clerk
APPROVED AS TO FORM:
ALESHIRE & WYNDER, LLP
Dave Aleshire, City Attorney Lessee:
SOUTHERN CALIFORNIA EDISON
COMPANY
LOW
Name:
Title:
By:
Name:
Title:
Address:
NOTE: LESSEE'S SIGNATURES SHALL BE DULY NOTARIZED, AND
APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED
BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR
REGULATIONS APPLICABLE TO LESSEE'S BUSINESS ENTITY.
01203.0015/304310.1
C-3
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed
the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On , 2016 before me, personally appeared , proved to me on
the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct.
WITNESS my hand and official seal.
Signature:
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
❑ INDIVIDUAL
❑ CORPORATE OFFICER
TITLE(S) TITLE OR TYPE OF DOCUMENT
❑ PARTNER(S) ❑ LIMITED
❑ GENERAL
❑ ATTORNEY-IN-FACT
❑ TRUSTEE(S) NUMBER OF PAGES
❑ GUARDIAN/CONSERVATOR
❑ OTHER
SIGNER IS REPRESENTING: DATE OF DOCUMENT
(NAME OF PERSON(S) OR ENTITY(IES))
SIGNER(S) OTHER THAN NAMED ABOVE
01203.0015/304310.1
C-4
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed
the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On , 2016 before me, , personally appeared proved to me on
the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct.
WITNESS my hand and official seal.
Signature:
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
❑ INDIVIDUAL
❑ CORPORATE OFFICER
TITLE(S) TITLE OR TYPE OF DOCUMENT
❑ PARTNER(S) ❑ LIMITED
❑ GENERAL
❑ ATTORNEY-IN-FACT
❑ TRUSTEE(S) NUMBER OF PAGES
❑ GUARDIAN/CONSERVATOR
❑ OTHER
SIGNER IS REPRESENTING: DATE OF DOCUMENT
(NAME OF PERSON(S) OR ENTITY(IES))
SIGNER(S) OTHER THAN NAMED ABOVE
01203.0015/304310.1
C-5
AYES: Brooks, Duhovic, and Misetich
NOES: Mayor Knight
ABSENT: Campbell
Councilman Misetich moved, seconded by Mayor Pro Tem Brooks, to approve a
preliminary concept allowing LA-RICS to pursue the construction of a new monopole in
the same general area as the City's current emergency communications antenna tower,
with the opportunity for public input regarding the matter, and direction to staff to work
with LA-RICS regarding the particular details with staff to return with the proposal for
Council's final approval.
The motion passed on the following roll call vote:
AYES: Brooks, Duhovic, Misetich, and Mayor Knight
NOES: None
ABSENT: Campbell
RECESS AND RECONVENE:
Mayor Knight called a brief recess from 9:02 P.M. to 9:12 P.M.
Status Report for City Hall Monopole Lease Agreements
City Clerk Morreale reported that there were four requests to speak regarding this item.
Senior Administrative Analyst Fox provided a staff report and PowerPoint presentation
regarding this item.
Emily Murray, counsel, American Tower Corporation (on behalf of Verizon), provided
comments regarding photo simulations of possible camouflage options for the
monopole; requested the approval of the short-term lease extensions to June 30, 2016;
and noted that American Tower Corporation was willing to work with staff to identify
long-term solutions to address issues that have been raised, including the camouflage
of the monopole as a "mono -pine" as a possible concept for future consideration.
Bonnie Belair, American Tower Corporation, stated that American Tower would be
willing to work together with the other carriers on the existing monopole regarding the
relocation of the pole as well as equipment facility rooms; noting that American Tower
was looking for a long-term commitment. She reiterated that there would be a
significant gap in coverage if the carrier cell sites were removed from the monopole and
anticipated greater demand for coverage with the increased use of cell phones, tablets,
and other devices.
Vidya Krishnamurthy, Engineering Manager, Verizon Wireless, stated that the monopole
site has been in use for over 20 years and noted the importance of the site for
City Council Minutes
November 4, 2015
Page 7 of 9
D-1
significant cell phone signal coverage on the Peninsula due to the topography of the
area.
Andres Matzkin, Real Estate Development Manager, Verizon Wireless, provided
comments regarding the significant impact on the cell phone coverage if the monopole
site were discontinued and noted that there was the anticipation of increased need over
the next years with the increased use of mobile phones and other wireless devices.
Councilman Duhovic moved, seconded by Mayor Pro Tem Brooks, to approve the staff
recommendation to: Receive and file a status report on the leases for the existing
antenna monopole at City Hall; provide feedback to Staff regarding the future of the City
Hall monopole; and consider approving short-term extensions of the lease agreements
with Verizon Wireless (VZW), AT&T and Southern California Edison (SCE) for their
existing wireless telecommunications facilities on the City Hall monopole, with staff
directed during the extension period to work diligently regarding options for the
camouflage of the monopole.
The motion passed on the following roll call vote:
AYES: Brooks, Duhovic, Misetich, and Mayor Knight
NOES: None
ABSENT: Campbell
ITEM REMOVED FROM THE CONSENT CALENDAR:
Award Construction Contract for Construction of the Sunnyside Ridge Trail
Segment Project - Revised Scope (Supports 2014 City Council Goal,
Infrastructure)
City Clerk Morreale reported that late correspondence was distributed prior to the
meeting regarding this item.
Councilman Misetich reported that he requested this item be removed from the Consent
Calendar so that staff could provide a brief staff report.
Director of Public Works Throne provided a brief staff report regarding this item.
Discussion ensued among Council Members, staff, and City Attorney Aleshire.
Councilman Misetich moved, seconded by Mayor Pro Tem Brooks, to: 1) Adopt the
revised project plans and specifications on file in the Public Works Department for the
Sunnyside Ridge Trail Segment Project - Revised Scope; 2) Award a construction
contract to Concept Consultant, Inc. in the amount of $290,864 for the base bid items,
and authorize Staff to utilize an additional $30,000 (about 10%) for project contingency;
and, 3) Authorize the Mayor and City Clerk to execute the agreement.
The motion passed on the following roll call vote:
City Council Minutes
November 4, 2015
Page 8 of 9
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PALOS VERDES
MEMORANDUM
TO: HONORABLE MAYOR &CITY COUNCIL MEMBER
FROM: GABRIELLA YAP, DEPUTY CITY MANAGER _r
DATE: NOVEMBER 4, 2015
SUBJECT: STATUS REPORT FOR CITY HALL MONOPOLE LEASE
AGREEMENTS
REVIEWED BY: DOUG WILLMORE, CITY MANAGER
Project Manager: Kit Fox, AICP, Senior Administrative Analyst
RECOMMENDATION
Receive and file a status report on the leases for the existing antenna monopole at City
Hall; provide feedback to Staff regarding the future of the City Hall monopole; and
consider approving short-term extensions of the lease agreements with Verizon Wireless
(VZW), AT&T and Southern California Edison (SCE) for their existing wireless
telecommunications facilities on the City Hall monopole.
FISCAL IMPACT
Budgeted Amount: $ 157,500 (revenue)
Account Number(s): 101 -6000 -363 -XX -X (Rent — Citywide)
The City currently collects roughly $85,000 in annual rent for the ground and building
leases related to the monopole at City Hall. This rent is adjusted annually for inflation,
using the Consumer Price Index (CPI) as a benchmark. Please note that the total revenue
projection referenced above includes all City properties.
There is no fiscal impact associated with receiving this status update. Similarly, if the City
Council agrees to short-term extensions of the current lease agreements, revenue
projections for FY2015-16 should remain unchanged. However, if the City Council elects
not to extend these lease agreements, the projected future revenue from leases related
to the monopole will be reduced to zero.
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MEMORANDUM: Status Report on Monopole Lease Agreements
November 4, 2015
Page 2
EXECUTIVE SUMMARY
Staff has drafted short-term extensions of the current lease agreements with VZW, AT&T
and SCE, for the purpose of allowing their use of the monopole at City Hall to continue
while the City explores options to improve the aesthetics of the monopole. The City
Council is also asked to consider the possibility of replacing the current monopole with a
new monopole that could potentially support the current commercial carriers, LA-RICS
and/or the City's emergency communications antennae.
BACKGROUND
The 80 -foot -tall antenna monopole at Rancho Palos Verdes City Hall has been a fixture
since the late 1980s. It was initially denied by the Planning Commission (due to a tie
vote) in August 1987, and this action was then appealed to the City Council by the original
applicant, PacTel Cellular Telephone (now VZW). The City Council subsequently
approved the monopole on appeal in February 1988. These entitlements have
subsequently been revised several times over the years to accommodate additional
carriers and/or modified antennae — sometimes on appeal to the City Council.
The City entered into its first lease agreement for the monopole in February 1988, with
the VZW monopole' occupying leased ground adjacent to the 2 -story building at City Hall,
and VZW equipment occupying leased space inside the first floor of this same building.
In November 1988, the City entered into its second lease agreement for the monopole
with Los Angeles Cellular Telephone Company (now AT&T), allowing the placement of a
280 -square foot equipment enclosure adjacent to the 2 -story building at City Hall.2 In July
1994, the City entered into its third lease agreement for the monopole with SCE, allowing
the placement of SCE equipment within a 110 -square -foot closet on the second floor of
the 2 -story building at City Hall.3 The aerial photo on the following page depicts the
relative locations of the monopole and equipment lease areas for each of the carriers at
City Hall.
The monopole itself is owned by VZW, and currently managed on its behalf by American Tower
Corporation (ATC).
2 AT&T sublets space for the co -location of antennae on the monopole from VZW, in an agreement
to which the City is not a party.
3 SCE also sublets space for the co -location of antennae on the monopole from VZW, in an
agreement to which the City is not a party.
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MEMORANDUM: Status Report on Monopole Lease Agreements
November 4, 2015
Page 3
All three (3) lease agreements included provisions for automatic and negotiated
extensions over the years. Eventually, Staff "synchronized" the leases so that they would
all expire on June 30, 2014. In 2012, Staff and the former City Attorney began to discuss
long-term extensions of these lease agreements with VZW, AT&T and SCE, with the
intention of updating them to the standards of modern telecommunications agreements
and technology, and bringing compensation in line with current market rates.
In early 2014, Staff met with the City Council's Civic Center Master Plan Subcommittee
(Mayor Knight and Councilmember Duhovic) to discuss issues related to the development
of a Civic Center Master Plan, including the status of and future plans for the monopole.
It should be noted that the leases with all three (3) carriers included provisions allowing
the City to require the relocation of the monopole in the event of the redevelopment of the
City Hall campus. The Subcommittee expressed a strong desire for Staff to explore
modifications to the existing monopole with the lessees that would improve its aesthetics
and reduce its visual impacts upon the community. Since the City's monopole is a "first
generation" wireless facility, it does not incorporate any of the "stealth" features that are
common in the more modern facilities being constructed today.
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MEMORANDUM: Status Report on Monopole Lease Agreements
November 4, 2015
Page 4
Given the short time then remaining until the expiration of the current leases, Staff
proposed (as an interim measure and subject to approval by the City Council) to amend
and extend each the leases for an additional short period of time, subject to existing terms
and conditions. The purpose of these short-term extensions would be to allow time for
Staff and VZW/ATC to explore options to improve the aesthetics of the monopole before
committing to new, long-term lease agreements. Staff and the former City Attorney
drafted short-term extensions of these leases until June 30, 2016, which have been
approved by all three (3) carriers. Drafts of these extensions have subsequently been
reviewed and approved by the current City Attorney.
As a separate matter on tonight's agenda, the City Council is receiving an update on the
proposal by the Los Angeles Regional Interoperable Communications System (LA-RICS)
Authority to install a new antenna monopole on Coast Guard property adjacent to City
Hall. LA -RIGS is now suggesting that it may be interested in replacing the existing
monopole at City Hall with a new monopole on City property that would support antennae
for LA-RICS and the monopole's current carriers (rather than constructing a separate
monopole on the Coast Guard property solely for LA-RICS' use). LA-RICS envisions that
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MEMORANDUM: Status Report on Monopole Lease Agreements
November 4, 2015
Page 5
this new monopole might replace both the current monopole and the City's emergency
communications antenna tower. However, this proposal raises a number of issues that
need to be further researched, including coordination with VZW/ATC, the other carriers
on the current monopole and/or the Peninsula Volunteer Alert Network (PVAN). Staff
understands that VZW/ATC has recently reached out to LA-RICS to discuss the possibility
of co -location.
DISCUSSION
Proposed Extensions of Current Lease Agreements
As mentioned above, Staff and the former City Attorney drafted short-term extensions of
the current lease agreements with VZW, AT&T and SCE. The current City Attorney has
reviewed and approved these agreements. All three (3) carriers have indicated to Staff
that these agreements are acceptable. The extended leases would not change any
existing terms or conditions of the current agreements, and would all expire on June 30,
2016. Staff would use the remaining term of these extended leases to consult with the
monopole's owner and the carriers on the feasibility of modifying the monopole to improve
its aesthetics. Staff would then return to the City Council prior to the expiration of the
extended leases to report on the outcome of these consultations, and to present
recommendations to and/or receive further direction from the City Council.
Monopole Replacement and/or Co -Location with LA-RICS
As mentioned above, LA-RICS has expressed interest in the possibility of constructing a
new monopole on City property that could accommodate LA-RICS and the existing
carriers on the City Hall monopole. LA-RICS has indicated that it would prefer this
arrangement to co -locating on the existing, privately -owned monopole. The exact
location of a new monopole has not been determined yet, although LA-RICS has
suggested either the current monopole location or the site of the City's emergency
communications antenna tower near the RPVty studio, which is operated by PVAN. LA-
RICS also envisions that the new monopole would be owned and managed by the City,
rather than by one of the carriers (as is currently the case).
At any location, it is a virtual certainty that a new monopole would need to be taller than
the current 80 -foot monopole in order to accommodate both LA-RICS and all of the
existing carriers. To allow a new monopole to be constructed by LA-RICS on City
property, the City Council would need to approve a site license agreement with LA-RICS.
Furthermore, Staff believes that the joint installation of non-commercial (i.e., LA-RICS)
and commercial antennae on a new, City Hall monopole would also require the approval
of a conditional use permit (CUP) by the Planning Commission, which LA-RICS has very
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MEMORANDUM: Status Report on Monopole Lease Agreements
November 4, 2015
Page 6
much sought to avoid. The pursuit of a new monopole serving all of these (potentially
competing) carriers is likely to be a very complex undertaking, for which City Staff does
not have the necessary technical expertise.
LA-RICS would like to know as soon as possible if the City is interested in replacing the
current monopole, as described above. At this point, Staff has no assurance about the
actual height, location or appearance of such a monopole. The City Attorney would need
to review any site license agreement to be executed between LA-RICS and the City for
the installation of a new monopole. In addition, Staff believes that such an installation
would require the approval of a CUP by the Planning Commission, which would be
appealable to the City Council. As a reminder, both the existing monopole and the
existing emergency communications antenna tower on City property were subject to CUP
approvals, and both were ultimately approved only after being appealed to the City
Council. Similar public opposition to a new monopole is to be expected. Committing to
a major new permanent structure on the civic center campus in the absence of an
approved master plan for the site may create complications and unintended
consequences for the future, orderly redevelopment of the site. Furthermore, City
ownership and management of a new monopole may require the long-term commitment
of an unknown amount of City resources.
Other Plans for the Future of the Monopole
Notwithstanding the lease extensions drafted by Staff or the latest proposal by LA-RICS,
the City Council may wish to discuss whether or not it desires any monopole to remain at
the City Hall campus. Since all three (3) leases are currently expired and the carriers'
use of the monopole is effectively on a "month-to-month" basis, the City could give notice
to the carriers to vacate the City's property under the current terms of their respective
agreements. If this option is selected, Staff would recommend giving the carriers a
reasonable amount of time (e.g., six (6) months or more) to acquire and install
replacement facilities. However, the City Council should also be aware that such
replacement facilities might include (but not necessarily be limited to):
Additional monopoles and/or "stealth" antenna installations on nearby private
property; and,
Additional dispersed installation(s) of antennae within the City's public rights-of-
way.
Staff has asked the carriers' representatives to be prepared to answer questions about
how they might go about replacing the coverage provided by the current monopole in the
event that the City Council desires for it to be removed. Staff anticipates that these
representatives will be present at tonight's meeting to address such questions. Also,
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MEMORANDUM: Status Report on Monopole Lease Agreements
November 4, 2015
Page 7
preliminary discussions with the carriers suggest that "stealth" installations attached to
the existing City Hall building (e.g., the elevator tower) may not provide enough height to
replace the coverage currently provided by the monopole.
CONCLUSION
In conclusion, Staff recommends that the City Council receive and file a status report on
the leases for the existing antenna monopole at City Hall; provide feedback to Staff
regarding the future of the City Hall monopole; and consider approving short-term
extensions of the lease agreements with VZW, AT&T and SCE for their existing wireless
telecommunications facilities on the City Hall monopole.
ALTERNATIVES
In addition to the Staff recommendation, the following alternative actions (or some
combination thereof) are available for the City Council's consideration:
1. Extend the current lease agreements with VZW, AT&T and SCE until June 30,
2016 (or some other date as agreed to by the City Council), with direction to the
carriers to work with Staff explore feasible options to improve the aesthetics of the
monopole and report back to the City Council prior to the expiration of the extended
lease agreements.
2. Continue the consideration of the extended lease agreements for VZW, AT&T and
SCE to a future date certain, based upon City Council discussion and public
testimony from tonight's meeting.
3. Do not extend the current lease agreements with VZW, AT&T and SCE, and notify
the carriers to remove the monopole and their respective equipment from City
property within a reasonable period of time.
4. Authorize LA-RICS to pursue the construction of a new, City -owned monopole on
City property to support LA-RICS and the current carriers' equipment.
5. Do not authorize LA-RICS to pursue the construction of a new monopole on City
property.
Attachments:
• Draft short-term lease extensions for:
o VZW (page 9)
o AT&T (page 20)
o SCE (page 32)
• Timeline of current monopole leases (page 41)
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Attachments (cont'd):
• Existing lease agreements and amendments for:
• VZW (page 43)
• AT&T (page 74)
• SCE (page 103)
• Letter from American Tower Corporation (page 115)
MAMunicipal Facilities\City Hall Monopole\20151104_Monopolet_easeStatusReport_StaffRpt.docx
W•
Verizon Wireless
FIFTH AMENDMENT TO BUILDING LEASE AGREEMENT
This FIFTH AMENDMENT TO BUILDING LEASE AGREEMENT ("Amendment") is made
and entered into as of this day of , 2015, by and between the
City of Rancho Palos Verdes, a California municipal corporation ("Lessor") and Los
Angeles SMSA Limited Partnership, a California limited partnership, dba Verizon Wireless
("Lessee"), each individually a "Party," and collectively the "Parties."
RECITALS
WHEREAS, Lessor is the owner of that certain real property located at 30940
Hawthorne Boulevard, Rancho Palos Verdes, California; and,
WHEREAS, Lessor and Lessee are parties to that certain Building Lease
Agreement and Addendum to Building Lease Agreement, each dated February 16, 1988,
as amended by that certain Second Amendment to Lease Agreement dated January 17,
1995, as further amended by that certain Third Amendment to Lease Agreement dated
February 19, 2008, and as further amended by that certain Fourth Amendment to Building
Lease Agreement dated June 16, 2009 (collectively, the "Lease"), whereby Lessor leases
to Lessee a portion of Lessor's Property as more particularly set forth in the Lease; and,
WHEREAS, the Lease's term expired on June 30, 2014, and became a month-to-
month tenancy subject to all the terms of the Lease; and
WHEREAS, Lessor and Lessee desire to amend the Lease to (i) extend the term
thereof retroactive to the date it expired, and (ii) modify certain other provisions of the
Lease, as more specifically set forth below.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing recitals, and the covenants
and conditions contained herein, and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee hereby
agree as follows:
1. Defined Terms. Any capitalized terms used in this Amendment that are
not defined herein shall have the meanings given those terms in the Lease.
2. Extension of Term. The term of the Lease is hereby extended by two (2)
years, beginning with the date it expired, and the Lease shall automatically terminate on
June 30, 2016.
3. Notices. Lessee's notice address listed in the Lease is hereby deleted in
its entirety and the following is substituted in lieu thereof:
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Lessee: Los Angeles SMSA Limited Partnership,
dba Verizon Wireless
180 Washington Valley Road
Bedminster, New Jersey 07921
Attn: Network Real Estate
Site Name: Palos Verdes
4. Representations and Warranties of Lessee. Lessee hereby
represents and warrants to Lessor as of the date hereof that: (a) Lessee is not in
default under the Lease, and (b) Lessee has not committed any act or omission
that, after notice or the passage of time, or both, would constitute a default or event
of default under the Lease.
5. Full Force and Effect. Except as specifically modified by this
Amendment, all of the terms and conditions of the Lease shall remain in full force
and effect. Each reference in the Lease to itself shall be deemed also to refer to
this Amendment.
6. Conflict. In the event of a conflict between any term or provision of
the Lease and this Amendment, the terms and provisions of this Amendment shall
control.
7. Captions. All captions are for reference purposes only and shall not
be used in the construction or interpretation of this Amendment.
8. Counterparts; Duplicate Originals. This Amendment may be
executed in any number of counterparts, each of which, when executed and
delivered, shall be deemed to be an original, and all of which, taken together, shall
be deemed to be one and the same instrument. This Amendment may also be
executed in duplicate originals, each of which is deemed to be an original for all
purposes.
9. Memorandum of Lease. Concurrently with its execution and
delivery of this Amendment, Lessee shall also execute and deliver to Lessor a
memorandum of lease in the form attached hereto as Exhibit A (duly
acknowledged by a notary) which Lessor may then execute and record. Upon the
expiration or termination of this Lease, Lessee shall, immediately on Lessor's
request, execute and deliver to City a quitclaim deed to the Property, in recordable
form, designating Lessor as transferee.
10. Authority of Lessee. Each individual executing this Lease on behalf
of Lessee represents and warrants that he or she is duly authorized to execute
and deliver this Amendment on behalf of Lessee, in accordance with the formation
and organizational documents of Lessee, and that this Amendment is binding upon
Lessee.
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11. Ratification and Reaffirmation. Lessor and Lessee do hereby ratify,
reaffirm, adopt, contract for, and agree to be or continue to be, as the case may be, bound
by all of the terms and conditions of the Lease. Except as modified herein, all of the terms
and conditions of the Lease are incorporated by reference herein as if set forth at length.
It is acknowledged and agreed that the execution of this Amendment by the Lessor and
Lessee is not intended to and shall not constitute a release of the Lessor and/or Lessee
from any and all obligations or liabilities which they have to each other under and pursuant
to the terms of the Lease, and the Lessor and Lessee are not released from any such
liabilities or obligations.
IN WITNESS WHEREOF, the Parties hereto have entered into this Amendment
as of the date set forth in the introductory paragraph.
LESSOR:
City of Rancho Palos Verdes,
a California municipal corporation
ATTEST:
In
Jim Knight, Mayor
APPROVED AS TO FORM:
as
David J. Aleshire, City Attorney
LESSEE:
Los Angeles SMSA Limited Partnership,
a California limited partnership,
dba Verizon Wireless
By: AirTouch Cellular
Its: General Partner
al
Name:Brian Mecum
Title: Area Vice President Network
Carla Morreale, City Clerk
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Date:
E-12
LESSEE ACKNOWLEDGMENT
State of California )
County of Orange )
On before me, , Notary Public, personally
appeared Brian Mecum , who proved to me on the basis of satisfactory
evidence to be the person whose name is subscribed to the within instrument and
acknowledged to me that he executed the same in his authorized capacity, and that by
his signature on the instrument the person, or the entity upon behalf of which the person
acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature of Notary Public
Place Notary Seal Above
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LESSOR ACKNOWLEDGMENT
State of California )
County of Los Angeles )
City of Rancho Palos Verdes )
On before me,
Date
personally appeared
Name of Signer(s)
Insert Name and Title of the Officer
who proved to me on the basis of
satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under
the laws of the State of California that the
foregoing paragraph is true and correct.
Place Notary Seal Above
WITNESS my hand and official seal.
Signature of Notary Public
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RECORDING REQUESTED BY; AND
WHEN RECORDED RETURN TO:
City of Rancho Palos Verdes
30940 Hawthorne Blvd.
Rancho Palos Verdes, California 90275
Attention: City Clerk
[Space Above For Recorder's Use Only]
The undersigned declares that this Memorandum of Lease is exempt from Recording Fees pursuant to
California Government Code Section 27383 and exempt from Documentary Transfer Tax pursuant to
California Revenue and Taxation Code Section 11922.
MEMORANDUM OF AMENDED LEASE
THIS MEMORANDUM OF AMENDED LEASE (this "Memorandum") is dated as
of , 2015, and is executed by the CITY OF RANCHO PALOS
VERDES, a California municipal corporation ("Lessor"), and LOS ANGELES SMSA
LIMITED PARTNERSHIP, a California limited partnership, dba Verizon Wireless
("Lessee").
RECITALS
A. Lessor and Lessee previously recorded with the Los Angeles County
Recorder's Office a Memorandum of Lease Agreement as document number 88-
1290381, regarding that certain Building Lease Agreement and Addendum to Building
Lease Agreement, each dated February 16, 1988 (the "Original Lease").
B. Lessor and Lessee amended the Original Lease by that certain Second
Amendment to Lease Agreement dated January 17, 1995, as further amended by that
certain Third Amendment to Lease Agreement dated February 19, 2008, as further
amended by that certain Fourth Amendment to Building Lease Agreement dated June 16,
2009, and as further amended by that certain Fifth Amendment to Building Lease
Agreement of even date herewith (collectively, the "Amended Lease").
B. Pursuant to the Amended Lease, Lessor has agreed to lease and demise
to Lessee, and Lessee has agreed to lease and accept from Lessor, portions of the real
property located in the City of Rancho Palos Verdes, County of Los Angeles, State of
California, at 30940 Hawthorne Boulevard (the "Property"), that are more particularly
described in the Amended Lease.
D. Lessor and Lessee now desire to enter into this Memorandum to provide
record notice of the Amended Lease to comply with Section 37393 of the Government
Code.
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AGREEMENT
NOW, THEREFORE, in consideration of the foregoing and other good and
valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
Lessor and Lessee agree as follows:
Lease. Lessor has leased the Property to Lessee pursuant to the Amended
Lease, for an additional term of two (2) years expiring June 30, 2016, at the rental and
upon the other terms and conditions set forth in the Amended Lease, which terms and
conditions are incorporated herein by this reference.
Purpose. This Memorandum is prepared for the purposes of recordation only
and in no way modifies the terms and conditions of the Amended Lease. In the event
any provision of this Memorandum is inconsistent with any term or condition of the
Amended Lease, the term or condition of the Amended Lease shall prevail.
Counterparts. This Memorandum may be executed in any number of
counterparts, each of which, when executed and delivered, shall be deemed to be an
original, and all of which, taken together, shall be deemed to be one and the same
instrument.
[SIGNATURES BEGIN ON NEXT PAGE]
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IN WITNESS WHEREOF, the Parties hereto have executed this Memorandum of
Amended Lease as of the date first written above.
LESSOR: City of Rancho Palos Verdes,
a California municipal corporation
ATTEST:
Carla Morreale, City Clerk
David J. Aleshire, City Attorney
LESSEE:
Jim Knight, Mayor
Los Angeles SMSA Limited Partnership,
a California limited partnership,
dba Verizon Wireless
By: AirTouch Cellular
Its: General Partner
Los
Name: Brian Mecum
Title: Area Vice President Network
Date:
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LESSEE ACKNOWLEDGMENT
State of California )
County of Orange )
On before me, , Notary Public, personally
appeared Brian Mecum , who proved to me on the basis of satisfactory
evidence to be the person whose name is subscribed to the within instrument and
acknowledged to me that he executed the same in his authorized capacity, and that by
his signature on the instrument the person, or the entity upon behalf of which the person
acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature of Notary Public
Place Notary Seal Above
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LESSOR ACKNOWLEDGMENT
State of California
County of Los Angeles
City of Rancho Palos Verdes
On
Date
personally appeared
before me,
Name of Signer(s)
Insert Name and Title of the Officer
who proved to me on the basis of
satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under
the laws of the State of California that the
foregoing paragraph is true and correct.
Place Notary Seal Above
WITNESS my hand and official seal.
Signature of Notary Public
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Cell Site No. LAC124
Cell Site Name: PALOS VERDES CA 2 AT&T
Fixed Asset No. 10085903
Market: LA
Address: 30940 Hawthorne Boulevard, Rancho Palos Verdes, CA 90275
THIRD AMENDMENT TO BUILDING LEASE AGREEMENT
This THIRD AMENDMENT TO BUILDING LEASE AGREEMENT ("Third Amendment") is
made and entered into as of this _ day of , 2015, by and between the City of
Rancho Palos Verdes, a California municipal corporation ("Lessor") and New Cingular
Wireless PCS, LLC, a Delaware limited liability company ("Lessee"), each individually a
"Party," and collectively the "Parties."
RECITALS
WHEREAS, Lessor is the owner of that certain real property located at 30940
Hawthorne Boulevard, Rancho Palos Verdes, California; and,
WHEREAS, Lessee was formerly known as LA Cellular and AT&T Wireless; and
WHEREAS, Lessor and Lessee are parties to that certain Building Lease
Agreement dated November 15, 1988, as amended by that certain First Amendment to
Lease Agreement dated June 3, 2008, and as further amended by that certain Second
Amendment to the Building Lease Agreement dated June 16, 2009, (collectively, the
"Lease"), whereby Lessor leased to Lessee a portion of Lessor's Property as more
particularly set forth in the Lease; and,
WHEREAS, the Lease's term expired on June 30, 2014, and became a month-to-
month tenancy subject to all the terms of the Lease; and
WHEREAS, Lessor and Lessee desire to amend the Lease to (i) extend the term
thereof retroactive to the date it expired, and (ii) modify certain other provisions of the
Lease, as more specifically set forth below.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing recitals, and the covenants
and conditions contained herein, and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee hereby
agree as follows:
1. Defined Terms. Any capitalized terms used in this Third Amendment that
are not defined herein shall have the meanings given those terms in the Lease.
2. Extension of Term. The term of the Lease is hereby extended by two (2)
years, beginning with the date it expired, and the Lease shall automatically terminate on
June 30, 2016.
3. Notices. Lessee's notice address listed in the Lease is hereby deleted in
its entirety and the following is substituted in lieu thereof:
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Cell Site No. LAC124
Cell Site Name: PALOS VERDES CA 2
Fixed Asset No. 10085903
Market: LA
Address: 30940 Hawthorne Boulevard, Rancho Palos Verdes, CA 90275
Lessee: New Cingular Wireless PCS, LLC
Attn: Network Real Estate Administration
Re: Cell Site#: LAC 124; Cell Site Name: PALOS VERDES CA 2 (CA)
Fixed Asset No.: 10085903
575 Morosgo Drive NE
Atlanta, GA 30324
With a required copy of the notice sent to the address above to:
New Cingular Wireless PCS, LLC
Attn: AT&T Legal Department
Re: Cell Site#: LAC124; Cell Site Name: PALOS VERDES CA 2 (CA)
Fixed Asset No.: 10085903
208 S. Akard Street
Dallas, Texas, 75202-4206
4. Representations and Warranties of Lessee. Lessee hereby represents
and warrants to Lessor as of the date hereof that: (a) Lessee is not in default under the
Lease, and (b) Lessee has not committed any act or omission that, after notice or the
passage of time, or both, would constitute a default or event of default under the Lease.
5. Full Force and Effect. Except as specifically modified by this Third
Amendment, all of the terms and conditions of the Lease shall remain in full force and
effect. Each reference in the Lease to itself shall be deemed also to refer to this Third
Amendment.
6. Conflict. In the event of a conflict between any term or provision of the
Lease and this Third Amendment, the terms and provisions of this Third Amendment shall
control.
7. Captions. All captions are for reference purposes only and shall not be
used in the construction or interpretation of this Third Amendment.
8. Counterparts; Duplicate Originals. This Third Amendment may be
executed in any number of counterparts, each of which, when executed and delivered,
shall be deemed to be an original, and all of which, taken together, shall be deemed
to be one and the same instrument. This Third Amendment may also be executed in
duplicate originals, each of which is deemed to be an original for all purposes.
9. Memorandum of Lease. Concurrently with its execution and delivery of
this Third Amendment, Lessee shall also execute and deliver to Lessor a memorandum
of lease in the form attached hereto as Exhibit A (duly acknowledged by a notary) which
Lessor may then execute and record. Upon the expiration or termination of this Lease,
Lessee shall, immediately on Lessor's request, execute and deliver to City a quitclaim
deed to the Property, in recordable form, designating Lessor as transferee.
E-21
Cell Site No. LAC124
Cell Site Name: PALOS VERDES CA 2
Fixed Asset No. 10085903
Market: LA
Address: 30940 Hawthorne Boulevard, Rancho Palos Verdes, CA 90275
10. Authority of Lessee. Each individual executing this Lease on behalf of
Lessee represents and warrants that he or she is duly authorized to execute and deliver
this Third Amendment on behalf of Lessee, in accordance with the formation and
organizational documents of Lessee, and that this Third Amendment is binding upon
Lessee.
IN WITNESS WHEREOF, the Parties hereto have entered into this Third
Amendment as of the date set forth in the introductory paragraph.
LESSOR:
City of Rancho Palos Verdes,
a California municipal corporation
ATTEST:
By: By:
Jim Knight, Mayor
APPROVED AS TO FORM:
By:
David J.Aleshire, City Attorney
LESSEE:
New Cingular Wireless PCS, LLC,
a Delaware limited liability company
By: AT&T Mobility Corporation
Its: Manager
By:
Name:
Title:
By:
Name:
Title:
Carla Morreale, City Clerk
E-22
Cell Site No. LAC124
Cell Site Name: PALOS VERDES CA 2
Fixed Asset No. 10085903
Market: LA
Address: 30940 Hawthorne Boulevard, Rancho Palos Verdes, CA 90275
LESSEE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual
who signed the document to which this certificate is attached, and not the truthfulness, accuracy,
or validity of that document.
State of California
County of
On
Date
personally appeared
before me,
Insert Name and Title of the Officer
, who proved to me on the basis of
Name of Signer(s)
satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
Place Notary Seal Above
I certify under PENALTY OF PERJURY under
the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature of Notary Public
E-23
Cell Site No. LAC124
Cell Site Name: PALOS VERDES CA 2
Fixed Asset No. 10085903
Market: LA
Address: 30940 Hawthorne Boulevard, Rancho Palos Verdes, CA 90275
LESSOR ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual
who signed the document to which this certificate is attached, and not the truthfulness, accuracy,
or validity of that document.
State of California )
County of Los Angeles )
City of Rancho Palos Verdes )
On before me,
Date
personally appeared
Name of Signer(s)
Insert Name and Title of the Officer
who proved to me on the basis of
satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
Place Notary Seal Above
I certify under PENALTY OF PERJURY under
the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature of Notary Public
E-24
Cell Site No. LAC124
Cell Site Name: PALOS VERDES CA 2
Fixed Asset No. 10085903
Market: LA
Address: 30940 Hawthorne Boulevard, Rancho Palos Verdes, CA 90275
RECORDING REQUESTED BY; AND
WHEN RECORDED RETURN TO:
City of Rancho Palos Verdes
30940 Hawthorne Blvd.
Rancho Palos Verdes, California 90275
Attention: City Clerk
[Space Above For Recorder's Use Only]
The undersigned declares that this Memorandum of Lease is exempt from Recording
Fees pursuant to California Government Code Section 27383 and exempt from
Documentary Transfer Tax pursuant to California Revenue and Taxation Code Section
11922.
MEMORANDUM OF LEASE
THIS MEMORANDUM OF LEASE (this "Memorandum") is dated as of
2015, and is executed by the CITY OF RANCHO PALOS
VERDES, a California municipal corporation ("Lessor"), and NEW CINGULAR
WIRELESS PCS, LLC, a Delaware limited liability company ("Lessee").
RECITALS
A. Lessor and Lessee have entered into that certain Building Lease
Agreement dated November 15, 1988, as amended by that certain First Amendment to
Lease Agreement dated June 3, 2008, as further amended by that certain Second
Amendment to Building Lease Agreement dated June 16, 2009, and as further
amended by that certain Third Amendment to Building Lease Agreement of even date
herewith (collectively, the "Lease"), pursuant to which Lessor has agreed to lease and
demise to Lessee, and Lessee has agreed to lease and accept from Lessor, portions of
the real property located in the City of Rancho Palos Verdes, County of Los Angeles,
State of California, at 30940 Hawthorne Boulevard ("Property"), that are more
particularly described in the Lease and Exhibit 1 annexed hereto.
C. Lessor and Lessee now desire to enter into this Memorandum to provide
record notice of the Lease to comply with Section 37393 of the Government Code.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing and other good and
valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
Lessor and Lessee agree as follows:
1. Lease. Lessor has leased the Property to Lessee pursuant to the Lease, for
an additional term of two (2) years expiring June 30, 2016, at the rental and upon the
E-25
Cell Site No. LAC124
Cell Site Name: PALOS VERDES CA 2
Fixed Asset No. 10085903
Market: LA
Address: 30940 Hawthorne Boulevard, Rancho Palos Verdes, CA 90275
other terms and conditions set forth in the Lease, which terms and conditions are
incorporated herein by this reference.
2. Purpose. This Memorandum is prepared for the purposes of recordation only
and in no way modifies the terms and conditions of the Lease. In the event any
provision of this Memorandum is inconsistent with any term or condition of the Lease,
the term or condition of the Lease shall prevail.
3. Counterparts. This Memorandum may be executed in any number of
counterparts, each of which, when executed and delivered, shall be deemed to be an
original, and all of which, taken together, shall be deemed to be one and the same
instrument.
IN WITNESS WHEREOF, the Parties hereto have executed this Memorandum of
Lease as of the date first written above.
LESSOR:
ATTEST:
Carla Morreale, City Clerk
APPROVED AS TO FORM:
David J. Aleshire, City Attorney
City of Rancho Palos Verdes,
a California municipal corporation
NM
Jim Knight, Mayor
E-26
Cell Site No. LAC124
Cell Site Name: PALOS VERDES CA 2
Fixed Asset No. 10085903
Market: LA
Address: 30940 Hawthorne Boulevard, Rancho Palos Verdes, CA 90275
LESSEE: New Cingular Wireless PCS, LLC,
a Delaware limited liability company
By: AT&T Mobility Corporation
Its: Manager
By: .
Name
Title
By:
Name
Title
A notary public or other officer completing this certificate verifies only the identity of the
individual who signed the document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
State of California
County of Los Angeles
.ME
before me,
(insert name and title of the officer)
personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose
name(s) is/are subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of
which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under
the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Place Notary Seal Above Signature of Notary Public
E-27
Cell Site No. LAC124
Cell Site Name: PALOS VERDES CA 2
Fixed Asset No. 10085903
Market: LA
Address: 30940 Hawthorne Boulevard, Rancho Palos Verdes, CA 90275
A notary public or other officer completing this certificate verifies only the identity of the
individual who signed the document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
State of California
County of Los Angeles
On , before me,
(insert name and title of the officer)
personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose
name(s) is/are subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of
which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under
the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Place Notary Seal Above Signature of Notary Public
E-28
Cell Site No. LAC124
Cell Site Name: PALOS VERDES CA 2
Fixed Asset No. 10085903
Market: LA
Address: 30940 Hawthorne Boulevard, Rancho Palos Verdes, CA 90275
Exhibit 1 to Memorandum of Lease
Property
Page 1 of 3
ON OF UNDERLYING PROPERTY:
THAT PORTION OF BLOCK "H", AS SHOWN ON W OF THE RANCHO LOS
PALOS VERDES, IN THE COUNTY OF LOS ANGELES, STATE OF
CALIFORNIA, ALLOTTED TO JOTHAH BIXBY, BY DECREE IN -PARTITION IN
THE ACTION "BIXBY, ET At. VS. VEN, ET AL", CASE NO. 2373, IN
THE DISTRICT COURT OF THE 17TH JUDICIAL DISTRICT OF THE STATE
OF CALIFORNIA, IN -AND FOR THE -COUNTY OF IAS ANGELES AND ENTERED
IN BOOK 4 PAGE 57 OF JUDGMENTS, IN THE SUPERIOR COURT OF SAID
COUNTY, DESCRIBED AS FOLLOWS:
CONXENCING AT A POINT, SAID POINT BEING THE COUNTY OF IAS
ANGELES, TRIANGULATION NONUMT SAN PEDRO HILLS D-7, AND HAVING
STATE COORDINATES OF NORTH 4,019,330.051 EAST 4,164,224.94,
SAID POINT BEING LOCATED ON A POINT OF LAND NORTH OF'PALOS
VERDES DRIVE, OVERLOOKING POINT VICENTE LIGHTHOUSE; THENCE
N 530311518"E 415.07 FEET TO THE CENTER OF THE NORTHWEST GUN
TURRET OF BATTERY 340; THENCE N 51.59013"E 55.00 FEET; THENCE
N 38'00'47"W 56,15 FEET TO THE TRUE POINT OF BEGINNING; THENCE
N 36'00143"E 19.31 FEET TO THE BEGINNING OF A TANGENT CURVE
CONCAVE SOUTHERLY, HAVING A RADIUS OF 105.00 FEET; THENCE
EASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 60'58'07",
A DISTANCE OF 111.73 FEET; THENCE S 83.01'10"E 69.38 FEET;
THENCE S 86'20148"E 212.34 FEET; THENCE N 01'46052"W 109.94
FEET] THOCE K 81'44*110E 278.53 FEET;
THENCE 6 08.50135"E 60.40 FEET; S 71'55148"E 57.83 FEET; THENCE
8 42.00f18"'E 226.14 FEET; THENCE N 62119100"E 64,12 FEET TO A
POINT IN THE SOUTH RIGHT-OF-WAY LINE of HAWTHORNE BOULEVARD,
SAID POINT BEING A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A
RADIUS OF 550.00 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE,
THROUGH A CENTRAL ANGLE OF 02*18*26", A DISTANCE OF 22.15 FEET;
THENCE, S62'19*00"W 79.98 FEET; THENCE, S 84031112"W 216.25
FEET; THENCE N 02'24009"W 55.04 FEET; THENCE N 87034050"W
231.16 FEST; THENCE S 02023042"E 78.06 FEET; THENCE
N 83'00#49"W 166.47 FEET; THENCE N 86.20148"W 212.35 FEET;
THENCE N $3'01*10"W 69.96 FEET TO A POINT BEING A TANGENT CURVE
CONCAVE SOUTHERLY, HAVING A RADIUS OF 85.00 FEET; THENCE
WESTERLY ALONG SAID CURVE, THROUGH A CENTRAL ANGLE OF
60'58*07", A DISTANCE OF 90.54 FEET; THENCE S 36.00143"W 25.04
FEET; THENCE N 38'00'47"W 20.80 FEET TO THE TRUE POINT OF
BEGINNING.
E-29
Cell Site No. LAC124
Cell Site Name: PALOS VERDES CA 2
Fixed Asset No. 10085903
Market: LA
Address: 30940 Hawthorne Boulevard, Rancho Palos Verdes, CA 90275
Exhibit 1 to Memorandum of Lease
Property
Page 2 of 3
DESCRjEjION OF LEASE SITE:
THAT PORTION OF THE ABOVE DESCRIBED UNDERLYING PROPERTY
DE SCRIBED AS FOLLOWS:
COMMENCING AT A POINT ON THAT CERTAIN NORTHERLY LINE OF SAID
UNDERLYING PROPERTY RECITED AS N 81'44411"E 278.53 FEET
DISTANT THEREFROM N 81044411"E 79.30 FEET FROM ITS WESTERLY
MOST TERMINUS THEREOF; THENCE S 02.50'09"E 11.17 FEET TO A
POINT, SAID POINT BEING A CORNER OF AN EXISTING TWO-STORY
BUILDING AND SAME POINT BEING THE TRUE POINT OF BEGINNING OF
THIS DESCRIPTION; THENCE, ALONG THE BUILDING WALL,
1.
S
02'50409"E
3.00
FEET;
THENCE,
2.
S
87'0.9457"W
29.00
FEET;
THENCE,
3.
N
02.50409"W
16.00
FEET
PASSING THROUGH THE ABOVE
MENTIONED
NORTHERLY
LINE
OF SAID UNDERLYING PROPERTY; THENCE,
4.
N
87'09413"E
29.00
FEET;
THENCE,
5.
S
02'50
09"E
13.00
FEET
TO THE POINT OF BEGINNING;
CONTAINING 464 SQUARE FEET; 0,011 ACRES.
DESCRIPTION OF LEASE SITE; (ALTERNATE SHELTER SITE)
THAT PORTION OF THE ABOVE DESCRIBED UNDERLYING PROPERTY
DESCRIBED AS FOLLOWS:
COMMENCING AT A POINT ON°THAT CERTAIN NORTHWESTERLY LINE OF
SAID UNDERLYING PROPERTY RECITED AS N 01.46452"W 109.94 FEET
DISTANT THEREFROM N 01'46452"W 26.75 FEET FROM ITS SOUTHERLY
TERMINUS THEREOF; THENCE N 88.13408"E 80.54 FEET TO A POINT,
SAID POINT BEING A CORNER OF AN EXISTING TWO STORY OFFICE
BUILDING; THENCE, S 02'50'09"E 14.00 FEET TO POINT OF
BEGINNING OF THIS DESCRIPTION; THENCE.
E-30
Cell Site No. LAC124
Cell Site Name: PALOS VERDES CA 2
Fixed Asset No. 10085903
Market: LA
Address: 30940 Hawthorne Boulevard, Rancho Palos Verdes, CA 90275
Exhibit 1 to Memorandum of Lease
Property
Page 3 of 3
I .
S
8 7 "
09 4 51 "W
12 , 00
FEET ;
THENCE:,
2.
S
02'50009"E
15.00
FEET;
THENCE,
3,
N
87'09151"E
30,00
FEET;
THENCE,
4.
N
07'50109"W
15.00
FEET;
THENCE,
5.
S
8 7 •
G9' 51 "W
1.7.00
FEET
TO POINT OF BEGINNING.
CONTAINING 450.00 SQUARE FEET; U.01 ACRES.
E-31
SCE
FIRST AMENDMENT TO BUILDING LEASE AGREEMENT
This FIRST AMENDMENT TO BUILDING LEASE AGREEMENT ("Amendment") is made
and entered into as of this day of , 2015, by and between the City of Rancho
Palos Verdes, a California municipal corporation ("Lessor") and Southern California
Edison Company, a California corporation ("Lessee"), each individually a "Party," and
collectively the "Parties."
RECITALS
WHEREAS, Lessor is the owner of that certain real property located at 30940
Hawthorne Boulevard, Rancho Palos Verdes, California; and,
WHEREAS, Lessor and Lessee are parties to that certain Building Lease
Agreement dated July 1, 1994 (the "Lease"), whereby Lessor leased to Lessee a portion
of Lessor's Property as more particularly set forth in the Lease; and,
WHEREAS, the Lease's term expired on June 30, 2014, and became a month-to-
month tenancy subject to all the terms of the Lease; and
WHEREAS, Lessor and Lessee desire to amend the Lease to (i) extend the term
thereof retroactive to the date it expired, and (ii) modify certain other provisions of the
Lease, as more specifically set forth below.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing recitals, and the covenants
and conditions contained herein, and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee hereby
agree as follows:
1. Defined Terms. Any capitalized terms used in this Amendment that are
not defined herein shall have the meanings given those terms in the Lease.
2. Extension of Term. The term of the Lease is hereby extended by two (2)
years, beginning with the date it expired, and the Lease shall automatically terminate on
June 30, 2016.
3. Notices. Lessee's notice address listed in the Lease is hereby deleted in
its entirety and the following is substituted in lieu thereof:
Lessee: Southern California Edison Company
Real Properties, 2nd Floor
2131 Walnut Grove Avenue
Rosemead, California 91770
E-32
4. Representations and Warranties of Lessee. Lessee hereby
represents and warrants to Lessor as of the date hereof that: (a) Lessee is not in
default under the Lease, and (b) Lessee has not committed any act or omission
that, after notice or the passage of time, or both, would constitute a default or event
of default under the Lease.
5. Full Force and Effect. Except as specifically modified by this
Amendment, all of the terms and conditions of the Lease shall remain in full force
and effect. Each reference in the Lease to itself shall be deemed also to refer to
this Amendment.
6. Conflict. In the event of a conflict between any term or provision of
the Lease and this Amendment, the terms and provisions of this Amendment shall
control.
7. Captions. All captions are for reference purposes only and shall not
be used in the construction or interpretation of this Amendment.
8. Counterparts; Duplicate Originals. This Amendment may be
executed in any number of counterparts, each of which, when executed and
delivered, shall be deemed to be an original, and all of which, taken together, shall
be deemed to be one and the same instrument. This Amendment may also be
executed in duplicate originals, each of which is deemed to be an original for all
purposes.
9. Memorandum of Lease. Concurrently with its execution and
delivery of this Amendment, Lessee shall also execute and deliver to Lessor a
memorandum of lease in the form attached hereto as Exhibit A (duly
acknowledged by a notary) which Lessor may then execute and record. Upon the
expiration or termination of this Lease, Lessee shall, immediately on Lessor's
request, execute and deliver to City a quitclaim deed to the Property, in recordable
form, designating Lessor as transferee.
10. Authority of Lessee. Each individual executing this Lease on behalf
of Lessee represents and warrants that he or she is duly authorized to execute
and deliver this Amendment on behalf of Lessee, in accordance with the formation
and organizational documents of Lessee, and that this Amendment is binding upon
Lessee.
[SIGNATURES BEGIN ON NEXT PAGE]
E-33
IN WITNESS WHEREOF, the Parties hereto have entered into this Amendment
as of the date set forth in the introductory paragraph.
LESSOR:
City of Rancho Palos Verdes,
a California municipal corporation
ATTEST:
A01
Jim Knight, Mayor
APPROVED AS TO FORM:
in
David J. Aleshire, City Attorney
LESSEE:
Southern California Edison Company,
a California corporation
By:
Name:
Title:
By:
Name:
Title:
Carla Morreale, City Clerk
E-34
LESSEE ACKNOWLEDGMENT
State of California )
County of )
On
Date
personally appeared
before me, ,
Insert Name and Title of the Officer
, who proved to me on the basis of
Name of Signer(s)
satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
Place Notary Seal Above
I certify under PENALTY OF PERJURY under
the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature of Notary Public
E-35
LESSOR ACKNOWLEDGMENT
State of California )
County of Los Angeles )
City of Rancho Palos Verdes )
On
Date
personally appeared
before me,
Name of Signer(s)
Insert Name and Title of the Officer
, who proved to me on the basis of
satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
Place Notary Seal Above
I certify under PENALTY OF PERJURY under
the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature of Notary Public
E-36
RECORDING REQUESTED BY; AND
WHEN RECORDED RETURN TO:
City of Rancho Palos Verdes
30940 Hawthorne Blvd.
Rancho Palos Verdes, California 90275
Attention: City Clerk
[Space Above For Recorder's Use Only]
The undersigned declares that this Memorandum of Lease is exempt from Recording
Fees pursuant to California Government Code Section 27383 and exempt from
Documentary Transfer Tax pursuant to California Revenue and Taxation Code Section
11922.
MEMORANDUM OF AMENDED LEASE
THIS MEMORANDUM OF AMENDED LEASE (this "Memorandum") is dated as
of 2015, and is executed by the CITY OF RANCHO PALOS
VERDES, a California municipal corporation ("Lessor"), and SOUTHERN CALIFORNIA
EDISON COMPANY, a California corporation ("Lessee").
RECITALS
A. Lessor and Lessee previously recorded with the Los Angeles County
Recorder's Office a Memorandum of Lease as document number 95-152340.
B. Lessor and Lessee have entered into that certain First Amendment to the
Building Lease Agreement of even date herewith (the "Amended Lease"), pursuant to
which Lessor has agreed to lease and demise to Lessee, and Lessee has agreed to
lease and accept from Lessor, portions of the real property located in the City of Rancho
Palos Verdes, County of Los Angeles, State of California, at 30940 Hawthorne
Boulevard (the "Property"), that are more particularly described in the Amended Lease.
C. Lessor and Lessee now desire to enter into this Memorandum to provide
record notice of the Amended Lease to comply with Section 37393 of the Government
Code.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing and other good and
valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
Lessor and Lessee agree as follows:
Lease. Lessor has leased the Property to Lessee pursuant to the Amended
Lease, for an additional term of two (2) years expiring June 30, 2016, at the rental and
upon the other terms and conditions set forth in the Amended Lease, which terms and
conditions are incorporated herein by this reference.
E-37
Purpose. This Memorandum is prepared for the purposes of recordation only
and in no way modifies the terms and conditions of the Amended Lease. In the event
any provision of this Memorandum is inconsistent with any term or condition of the
Amended Lease, the term or condition of the Amended Lease shall prevail.
Counterparts. This Memorandum may be executed in any number of
counterparts, each of which, when executed and delivered, shall be deemed to be an
original, and all of which, taken together, shall be deemed to be one and the same
instrument.
IN WITNESS WHEREOF, the Parties hereto have executed this Memorandum of
Amended Lease as of the date first written above.
LESSOR: City of Rancho Palos Verdes,
a California municipal corporation
ATTEST:
Carla Morreale, City Clerk
APPROVED AS TO FORM:
David J. Aleshire, City Attorney
LESSEE:
in
Jim Knight, Mayor
Southern California Edison Company,
a California corporation
By: ,
Name
Title
Title
E-38
State of California
County of Los Angeles
On , before me,
(insert name and title of the officer)
personally appeared ,
who proved to me on the basis of satisfactory evidence to be the person(s) whose
name(s) is/are subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of
which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under
the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Place Notary Seal Above Signature of Notary Public
E-39
State of California
County of Los Angeles
On , before me,
(insert name and title of the officer)
personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose
name(s) is/are subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of
which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under
the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Place Notary Seal Above Signature of Notary Public
E-40
E-41
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:1 611 7' -i &- -,4 DI F, ICr
THIS BUILDING LEASE AGREEwT, made and entered into on this 16th day of
February, 1988, by and between CITY OF RANCHO PAIRS VE:RDES as owner of 30940
Hawthorne Boulevard, Rancho Palos Verdes, California, 90274, hereinafter the
"LESSOR", and LOS ANGELES SMSA LMIM PAS, a California Limited
Partnership of which PacTel Cellular, a California corporation of Irvine,
California, is the General Partner, hereinafter the "LESSEE",
WHEREAS, LESSOR is the owner of certain real property, hereinafter
"LESSOR's Property", located at 30940 Hawthorne Boulevard, in the City of
Rancho'Palos Verdes in Los Angeles County, California; and,
WHEREAS, LESSEE desires to lease a portion of such property, hereinafter
the "Property", together with a right-of-way for access and utilities;
NOW, THEREFORE, in consideration of the premises and of the mutual
obligations, agreements, representations and warranties herein contained, the
parties hereby agree to the following terms, covenants and conditions:
1. THE PROPERTY
A. Me legal description of LESSOR's Property is contained in Exhibit
"Al" attached hereto and by this reference incorporated herein.
B. The Property which is the subject of this lease is contained within
a two-story building on LESSOR's Property, consists of interior space of
approximately two hundred and eighty (280) square feet, located on the 1st
floor, and antenna tower space adjacent to the building, and utility cable
space as reasonably required to connect the 1st floor space to antennae on
the adjacent tower, and is situated substantially as shown on Exhibit "A211,
which exhibit is attached hereto and by this reference incorporated herein.
A. In consideration of the lease payments by LESSEE to LESSOR as agreed
to herein, LESSOR hereby leases the Property to LESSEE arra grants to LESSEE
an irrevocable, non-exclusive easrm-ent (during the term of this lease) for
ingress and egress (seven [7] days a week, twenty-four [24] hours a day) arra
to install and maintain =Ie�nd utility wires, cables, conduits and pipes
between the Property and the nearest public right-of-way. the location of
such easement(s) shall be subject to the LESSOR's prior written approval,
which approval shall not be unreasonably withheld or delayed, and LESSOR
shall have the right to change the location of the easement for ingress and
egress frtan time to time, provided that LESSOR continues to provide LESSEE
with access to LESSEE's utility wires, cables, conduits and pipes for
maintenance purposes.
LAN H,TT-020988 1 EC88-4
E-43
3. TERK AND RENT
A. This Lease Agreement shall be for an initial term of ten (10) years
beginning on the first day of March, 1988 at an Annual Rent of Eighteen
Thousand Dollars ($18,000.00), which rent shall be paid annually, in advance,
on the first day of March of each calendar year to LESSOR or to such other
person, firm or entity as LESSOR may, from time to time, designate in writing
at least thirty (30) days in advance of any rent payment date. LESSEE shall
also pay as additional rent any increases in real property taxes levied
against LESSOR's Property as a result of any improvements canstrvcted by
LESSEE or as a result of LESSEE's use of the Property.
B. LESSEE is hereb granted options to extend this lease on the same
terms and conditions for three (3) additional five (5) year periods after the
original term expires by giving LESSOR written notice of its intention to do
so at least ninety (90) days prior to the date that the then -current term
would otherwise end. No option may be exercised more than one (1) year prior
to the ccomencement date of the option term, and, if subsequent to the
exercise of an option LESSEE shall default on its obligations under the Lease
beyond the applicable cure period, the prior exercise of the option shall be
void and of no force and effect.
C. The parties have also agreed that there shall be annual adjustments
of the rent hereunder beginning on March 1, 1989. Such annual increases or
decreases shall be determined in the following manner:
(1) Annual Rent shall be adjusted as of March 1, 1989, and as of
March 1 of each calendar year thereafter throughout the term of this Lease
Agreement and any extensions of such term (March 1 of each year beginnimg in
1989 being an "Adjustment Date"). Such adjustments may result in the Annual.
Rent being either increased or decreased, provided, however, that in no event
shall the Annual Rent be lower than the Annual Rent in effect for the year
prior to March 1, 1989. Rent Adjustments shall be made as follows:
(a) The basis for computing each such adjustment (the "Base
Index") shall be the Consumer Price Index (base year 1967 = 100) - Urban Wage
Earners and Clerical Workers - Los Angeles,. Anaheim, Riverside (the "Index"),
published by the United States Det of Labor, Bureau of Labor Statistics
most recently prior to the prior Adjustment Date (or most recently published
prior to March 1, 1988 in the case of the first Adjustment Date).
(b) Annual Rent payable ming on each Adjustment Date
until the next Adjustment Date shall be an amount determined by multiplying
the rent payable imediately prior to the current Adjustment Date by the most
recently published Index preceding the current Adjustment Date (the "Current
Index") and dividing the product thereof by the Base Index.
(c) If the Index is revised so that the base refer index
for a Current Index differs from the base reference index for the appropriate
Base Index, the Base Index shall be converted to the new base reference index
in accordance with the conversion table published by the United States
Department of Labor, Bureau of Labor Statistics. If the Index is diseontisiued
or changed in such a way that it is impossible to obtain a cantinuo s
measurement of price changes from a prior Adjustment Date to the Adjustment
LAN-H,TT-020988 2 EC88-4
E-44
Date in question, the Index shall be replaced by such other goverrnmental
index or ccamputation as would provide a* -inIly the same result as would
have been obtained if the Index had not been discontinued or changed.
WMELlig • 1 ' '.• '
A. LESSEE may use the Property for the purpose of constructing,
maintaining, securing and operating a radio cmm unications facility,
including required antennae, and for any uses which are incidental thereto.
The rehabilitation of the Property to meet LESSEE's needs shall be at
LESSEE's sole expense, and LESSEE shall maintain the Property in good
condition and repair throughout the terns, ordinary wear and tear excepted.
LESSEE's use of the Property shall be consistent and in cxmmpliance with all
conditions of Conditional Use Permit No. 119 and any sent revisicns or
amendments thereof and with all laws and regulations (either now existing or
passed hereafter by any governmental entity having jurisdiction) by which
such uses are controlled.
B. It is understood and agreed that LESSEE's ability to use the
Property is dependent upon LESSEE's obtaining all of the certificates,
permits and other approvals which may be required from any federal, state or
local authority and/or any easements which are required from any third
parties. LESSOR shall cooperate with LESSEE, but at no expense to LESSOR, in
its efforts to obtain such approvals and/or easements. If any application by
LESSEE for any such certificate, permit, license, easement or approval is
finally denied or rejected, or if any such certificate, permit, license,
easement or approval is canceled, or expires, or lapses or is otherwise
withdrawn or terminated, or if, due to technological changes or for any other
reason, LESSEE, in its sole discretion, determines that it will be unable to
use the Property for LESSEE's intended purposes, then LESSEE shall have the
right to inmbediately terminate this Lease Agreement.
C. The PacTel installation will consist of equipment space in an
existing, city -awned two-story building and an eighty foot (801) tall unguyed
utility pole with required antennae (Exhibit 11A211). Any additional
construction (or the erection of any additional antennae) by LESSEE will
require the prior written approval of LESSOR, which approval will not be
unreasonably witheld or delayed.
(1) It is understood and agreed that the City has plans to
construct a new Civic Center development at 30940 Hawthorne Boulevard. In
such event, LESSEE agrees to relocate the Padi'el facilities to another
location upon LE,SSOR's Property. LESSOR shall have the right to require
LESSEE to relocate within sixty (60) days after LESSEE receives notice from
LESSOR to another location on LESSOR's Property if LESSOR should need the
original premises for the new Civic Center, provided (1) the new location is
equally suitable for transmitting and receiving cellular telephone
transmissions, and (2) the relocation will not in any manner result in any
interup iori of LESSEE's service to the public.
D. If, as a result of any work of improvement undertaken by or on
behalf of either party, any mechanic's or materialman's lien is recorded
against or bec=es an encumbrance upon any interests} of the other party,
then the party responsible for such work of improvement shall, with thirty
LAN -i, T -020988 3 EC88-4
E-45
(30) days after the recording of the lien, obtain (by discharge, bond or
otherwise) its full release. If the party responsible for a work of
improvement shall fail to obtain the full release of any such lien within
thirty (30) days, then the other party may (at its option) obtain the release
of the lien (by posting a bond in the manner provided for in California Civil
Code Section 3143) and the responsible party shall reimburse the other party
(within ten [10] days of receiving a written request for such reimbursement)
for all of its costs and expenses (including court costs and attorneys' fees)
relating to the lien's removal.
5. TERML MTION
A. Notice of LESSEE's exercise of its right to terminate this Lease
Agreement pursuant to Section 4B, above, shall be given to LESSOR in writing
by certified mail., return receipt requested and shall be effective upon
receipt of such notice by LESSOR. Such notice of termination shall be
accompanied by a recordable Quitclaim Deed releasing all of LESSEE's
interest(s) in LESSOR's Property.
(1) Upon LESSOR's receipt of such a termination notice, this Lease
Agreement shall terminate, and such termination shall relieve both parties of
any further obligations under this Lease Agreement although each shall
continue to have any and all remedies for any breach of a lease obligation
which occurred prior to the date of termination.
B. LESSEE, upon the expiration or termination of this Lease Agreement,
shall, within a sixty (60) -day period, remove its personal property and
fixtures and restore the Property to its original condition, reasonable wear
and tear excepted. At LESSOR's option, when this Lease Agreement expires or
is terminated and upon advance written notice to LESSEE, LESSEE shall leave
LESSEE's improvements, other than its personal property and fixtures, to
become the property of LESSOR. LESSOR may retain any advance rent until such
removal and restoration have been completed to LESSOR's reasonable
satisfaction, but LESSOR shall immediately thereafter refund any unearned rent
(i.e., rent unearned on the date such removal and restoration are completed)
to LESSEE.
A. LESSEE shall not voluntarily or involuntarily assign, transfer or
ender its interest in this Lease Agreement or in the Property, or sublease
all or any part of the Property, without LESSOR's prior written consent, which
consent shall not be unreasonably withheld or delayed. Any assignee or
sublessee shall expressly assume the obligations of this lease, and no such
assig went or subletting shall be deemed to release the original LESSEE from
its obligations under this lease.
B. Notwithstanding the preceding paragraph 6.A., LESSEE shall not
require LESSOR's consent in order to assign this lease, or to sublease, to
LESSEE's general partner, PacTel Cellular, or to any "affiliate" of PacTel
Cellular, or to any partnership in which PacTel Cellular or any "affiliate" of
PacTel Cellular participates. As used herein, an "affiliate" of PacTel
Cellular shall mean any entity which controls, is controlled by, or is under
common control with PacTel Cellular.
IAN-H,T1-020988 4 EC88-4
E-46
A. LESSOR shall maintain in full force and effect throughout the term
of this lease fire and extended coverage, vandalism and malicious mischief
insurance and sprinkler leakage insurance in an amount equal to the full
replacement cost of the improvements now or hereafter located on LESSOR's
Property. LESSOR may self insure against such risks, but its decision to do
so shall not in any manner affect the application of any of the remaining
provisions of this Paragraph 7 or of any of the provisions of Paragraph 8 of
this Iease Agreement.
B. In the event that the building containing the Property, or access to
it, is damaged or destroyed by fire or other casualty covered by the form of
fire and extended coverage insurance maintained by LESSOR, LESSOR shall
promptly camnence appropriate repairs, restoration and/or reconstruction (to
be diligently prosecuted to completion entirely at LESSOR's expense), and
this Lease Agreement shall continue in full force and effect. In the event,
however, that the building is so damaged or destroyed to the extent of more
than twenty-five percent (25%) of its replacement cost, or is damaged or
destroyed to the extent of more than ten percent (10%) of its replacement
cost by a casualty not so covered by insurance, LESSOR may elect by written
notice to LESSEE given within twenty (20) days after the occurrence of the
casualty not to repair, restore and/or reconstruct the building but to
designate a site on which LESSEE may relocate in accordance with Section D.,
below. LESSOR shall in no event be obligated to make any repairs or
replacement of any items other than those items installed by or at the
expense of LESSOR. If the Property is reridered totally or partially unusable
by LESSEE, rent shall abate during the period of repair or reconstruction in
the same proportion to the total rent as the portion of the Property rendered
unusable bears to the entire Property.
C. If LESSOR undertakes the repair, restoration and/or reconstruction
of the building containing the Property or of any access thereto but fails to
complete such repair, restoration and/or reconstruction within ninety (90)
days after the date of the occurrence of the casualty, then LESSEE may
immediately cancel this lease by giving written notice of its election to
cancel to LESSOR.
D. LESSOR expressly agrees that (if reasonably required) during any
Period of repair, restoration or reconstruction, or for the balance of the
lease term (if the LESSOR elects not to repair, restore or reconstruct the
building containing the Property), LESSEE may use and/or construct upon an
alternative portion of LESSOR's Property which is equally suitable for
LESSEE's purposes. LESSEE's relocation to any such alternative site(s) shall
be at LESSEE's sole cost and expense. the exact site(s) to which LESSEE may
relocate will be determined by LESSOR, and it may be upon any portion(s) of
LESSOR's Property (or of any adjoining property owned or controlled by
LESSOR), provided that LESSEE reasonably approves the site(s) as equally
suitable for LESSEE's intended uses. LESSOR will designate a temporary site
to which LESSEE may relocate within five (5) days of the date of occurrence
of any casualty, and it will designate a permanent site to which LESSEE may
relocate in any notice to LESSEE that it does not intend to repair, restore
or reconstruct the building containing the Property.
LAN-H,ZT-020988 5 EMS -4
E-47
i
b.
E. LESSEE shall be required to purch� fire and eyed coverage
insurance for all of its equipment and fixtures in the Property at their full
replacement value and shall purchase liability insurance with a combined
single limit of One Million Dollars ($1,000,000.00), which limit may be
increased from time to time as reasonably required by LESSOR's risk manager.
Such liability insurance policy shall name the City as an additional
insured. As an alternative to obtaining the insurance required by this
Section 7 E, LESSEE may elect to self insure against the described risks.
8. MURJAL RELEASE: !QUVERS OF SUE OGATION
A. Each party hereby releases the other and the other's partners,
affiliates, agents and employees from liability or responsibility for any
loss or damage resulting from any cause or hazard with respect to which fire
and extended coverage insurance is required to be carried pursuant to Article
7 of this Lease Agreement including any loss of damage resulting from any
loss of the use of any property. These releases shall apply between the
parties, and they shall also apply to any claims under or through either
party as a result of any asserted right of subrogation.
B. All policies of insurance obtained by either party pursuant to
Article 7 of this Lease Agreement shall include a clause or endorsement
waiving the insurer's rights of subrogation against the other party.
9. UTIL.I'r*IES
A. LESSEE shall be responsible directly to the serving entities for all
utilities required by LESSEE's use of the Property, and LESSEE shall arrange
for the separate metering of electric service to LESSEE if reasonably
possible. Should electric power be provided by LESSOR, LESSEE will install
an electric meter and LESSEE's usage shall be read by LESSOR or, at LESSOR's
option, by LESSEE, on a monthly basis and the cost of electricity used by
LESSEE shall be paid by LESSEE to LESSOR as a payment separate from rent and
shall be computed at the then -current public utility rate.
10. IND'=
A. Subject to Article 8 above, LESSEE shall indeimzify LESSOR against
and hold LESSOR harmless from any and all claims of liability for or loss
from personal injury and/or property damage to the extent such claims result
from. or arise out of the use and/or occupancy of the Property by LESSEE.
Notwithstanding the preceding, LESSEE does not indemnify LESSOR against any
claim to the extent that it arises from or in connection with any negligent
or intentional conduct of LESSOR or of any agent, servant or employee of
LESSOR.
B. Subject to Article 8 above, LESSOR shall indemnify LESSEE against
and hold LESSEE harmless from any and all claims of liability for or loss
from personal injury and/or property damage to the extent such claims result
fra or arise out of the use and/or occupancy of LESSOR's Property by
LESSOR. Notwitl ing the preceding, LESSOR does not indemnify LESSEE
against any claim to the extent that it arises from or in connection with any
negligent or intentional conduct of LESSEE or of any agent, servant or
employee of LESSEE.
IAN -i, TT -020988 6 1=$
C. With respect to Sections 10A and 10B, above, the indemnifying party
(in each case) shall defend any clam against the indemnified party with
respect to any indemnified matter and any claim with respect to any such
matter in which the indemnified party may be impleaded and shall pay and
discharge any judgements, orders and/or decrees which may be recovered
against the indemnified party in connection with any indemnified matter.
A. All notices hereunder must be in writing and shall be deemed validly
given if sent by certified mail, return receipt requested, addressed as
follows (or to any other mailing address which the party to be notified may
designate to the other party by such notice). Should LESSOR or LESSEE have a
change of address, the other party shall immediately be notified as provided
in this paragraph of such change.
LESSEE: c/o PacTel Cellular
P.O. Box 19707
Irvine, California 92713
Attn: Real Estate Department
cc: Legal Department
LESSOR: City of Rancho Palos Verdes
30940 Hawthorne Boulevard
Rancho Palos Verdes, CA 90274-5391
(1) The following data is informational only and may be changed in
the manner described above for altering mailing addresses. Street addresses
(if such addresses are different from the parties' mailing addresses) and
phone numbers where the parties may be contacted are as follows:
LESSEE: 2355 Main Street
Irvine, California 92714
(714) 553-6069
Contact: Property Administrator
LESSOR: (213) 377-0360
If the address or phone number where either party may be contacted
is changed, such party will immediately notify the other party of such
change.
12. SALE OR TRANSFER BY LESSOR
A. Should LESSOR, at any time during the term of this Lease Agreement,
sell, lease, transfer or otherwise convey all or any part of LESSOR's
Property to any transferee other than LESSEE, then such transfer shall be
under and subject to this Lease Agreement and LESSEE's rights hereunder, and
any transfer by LESSOR of any portion of LESSOR's Property underlying the
easement herein granted shall be under and subject to the rights of'TES= in
and to such easement.
LAN-H,Tr-020988 7 EC88-4
E-49
A. Notice of this Tease Agreement shall be placed in the public record
by LESSEE's recording a "Memorandum of Lease Agreement" in the form which is
attached hereto as E.shibit "C". such document shall be executed by the
parties before a notary at the same time as this Lease Agreement is
executed. LESSEE shall have such document recorded at the County Recorder's
Office in the county where the Property is located.
A. LESSOR represents, Covenants and warrants that LESSEE, upon paying
the rent and performing the covenants herein provided, shall peaceably and
quietly have, hold and enjoy the Property. LESSOR agrees that no other
ccm Tex tial or government antenna structure (s) will be erected upon any
portion of LESSOR's Property without LESSEE's prior written agreement that
the placement and operation of any such additional antenna will not interfere
with LESSEE's use of the Property and will ccmply with all applicable
federal, state, and local rules and regulations.
B. It is agreed and understood that this Lease Agreement contains all
agreements, promises and understandings between LESSOR and LESSEE, and no
verbal or oral agreements, promises or understandings shall or will be
binding upon either LESSOR or LESSEE, and any addition, variation or
modification to this Lease Agreement shall be void and ineffective unless
made in writing and signed by the parties hereto.
C. This Tease Agreement and the performance hereof shall be governed,
interpreted, construed and regulated by the laws of the State of California.
D. This Lease Agreement, and each and every covenant and condition of
this Lease Agreement, is intended to benefit the Property and shall extend to
and bind the heirs, personal representatives, successors and assigns of the
parties hereto.
E. The parties agree that all of the provisions hereof shall be
construed as both covenants and conditions, the same as if the words
importing such covenants and conditions had been used in each separate
paragraph.
F. The language of all of the parts of this Lease Agreement shall be
construed simply and according to its fair meaning, and this Lease Agreement
shall never be construed either for or against either party.
G. At LESSOR's option, this Lease Agreement shall be subordinate to any
mortgage by LESSOR which from time to time may encumber all or any part of
the Property or of the easement, provided that every such mortgagee shall
recognize (in writing and in a form acceptable to LESSEE's counsel) the
validity of this Lease Agreement in the event of a foreclosure of LESSOR's
interest and also LESSEE's right to remain in occupancy and have access to
the Property as long as LESSEE is not in default of this Lease Agredment.
LESSEE shall execute whatever instruments may reasonably be required to
evidence this subordination.
LAN-H,Tz'-020988 8 EC88-4
E-50
H. If LESSOR substantially breaches any material covenant, agreement or
prcause contained in this Lease Agreement or contained in any mortgage or
deed of trust superior to LESSEEEIs estate hereunder (other than any mortgage
or deed of trust as to which LESSEE has obtained a nondlisturbance agreement
in accordance with Section H.) or contained in any lease under which LESSOR
holds title to any portion of LESSOR's Property and if LESSOR fails to (at
least) c=nence to cure such breach within thirty (30) days after receiving a
written notice exactly specifying the violation from LESSEE (or if LESSOR
fails thereafter to diligently prosecute the cure to completion), than LESSEE
may enforce any and all of its rights and/or remedies hereunder or by law
provided or it may (although it shall not be obligated to do so) cure
LESSOR's breach and/or perform its obligations (on LESSOR's behalf and at
LESSOR's expense) and deduct from its rent or require the LESSOR to reimburse
all reasonable costs and expenses incurred in connection with such cure
and/or performance plus interest (from the date that such costs and expenses
are incurred until reimbursement) at ten percent (105%) per annum.
I. If any portion of this Lease Agreement is declared by a court of
ccmpetent jurisdiction to be invalid or unenforceable, then such portion
shall be deemed modified to the extent necessary in such court's opinion to
render such portion enforceable and, as so modified, such portion and the
balance of this Lease Agreement shall continue in full force and effect.
J. If either party institutes any action or proceeding in court to
enforce any provision(s) hereof, or any action for damages by reason of any
alleged breach of arry of the provisions hereof, then the prevailing party in
any such action or proceeding shall be entitled to receive from the losing
party such amount as the court may adjudge to be reasonable attorneys' fees
for the services rendered to the prevailing party, together with its other
reasonable litigation costs and expenses.
K. In addition to the other remedies provided for in this Lease
Agreement, LESSOR and LESSEE shall be entitled to immediate restraint by
injunction of any violation or attempted or threatened violation of,any of
the covenants, conditions or provisions herein contained.
L. The captions of the articles and sections of this Lease Agreement
are for convenience of reference only and shall not affect the interpretation
of this lease or limit or amplify any of its terms or provisions.
A. The occurrence of any one or more of the following events shall
constitute a material default and breach of this Lease by LESSEE:
(1) The abandonment of the Property by LESSEE.
(2) The failure by LESSEE to make any payment of rent or any other
payment required to be made by LESSEE hereunder, as and when due, where such
failure shall continue for a period of three (3) business days after written
notice thereof is received by LESSEE.
LAN- i, Tl -020988 9 EC88-4
E-51
(3) Me failure by LESSEE to observe or perform any of the
covenants, conditions or provisions of this lease to be observed or performed
by LESSEE, other than as described in Subsection 15 A (2), above, where such
failure shall continue for a period of thirty (30) days after written notice
thereof is received by LESSEE; provided, however that if the nature of
LESSEE's default is such that more than thirty (30) days are reasonably
required for its cure, then LESSEE shall not be deemed to be in default if
LESSEE commenced such cure within said thirty (30) -day period and thereafter
diligently prosecutes such cure to completion.
(4) Me making by LESSEE of any general arrangement or assignment
for the benefit of creditors, LESSEE becoming a "DEB'IOR" as defined in 11
U.S.C. 101 or any successor statute thereto (unless, in the case of a
petition filed against LESSEE, the same is dismissed within sixty (60) days),
the appointment of a trustee or receiver to take possession of substantially
all of LESSEE's assets located at the Property or of LESSEE's interest in
this lease, where possession is not restored to LESSEE within thirty (30)
days, or the attachment, execution or other judicial seizure of substantially
all of LESSEE's assets located at the Property or of LESSEE's interest in
this lease, where such seizure is not discharged within thirty (30) days.
B. In the event of any such material default or breach by LESSEE,
LESSOR may at any time thereafter, with or without notice or demand arra
without limiting LESSOR in the exercise of any right or remedy which LESSOR
may have by reason of such default or breach:
(1) Terminate LESSEE's right to possession of the Property by any
lawful means, in which case this lease shall terminate and LESSEE shall
immediately surrender possession of the Property to LESSOR. In such event,
LESSOR shall be entitled to recover from LESSEE all. damages incurred by
LESSOR by reason of LESSEE's default including, but not limited to, the cost
of recovering possession of the Property, expenses of reletting, including
necessary renovation and alternation of the Property, and reasonable
attorney's fees and the worth at the time of award by the court having
jurisdiction thereof of the amount by which -the unpaid rent for the balance
of the term after the time of such award exceeds the amount of such rental
loss for the same period that LESSEE proves could reasonably be avoided.
(2) Maintain LESSEE's right to possession in which case this lease
shall continue in effect whether or not LESSEE shall have abandoned the
Property. In such event, LESSOR shall be entitled to enforce all of LESSOR's
rights and remedies under this lease, including the right to recover the rent
as it becomes due hereunder.
(3) Pursue any other remedy now or hereafter available to LESSOR
under the laws or judicial decisions of California. Unpaid installments of
rent and other unpaid monetary obligations of LESSEE under the terms of this
lease shall incur a five percent (5%) late charge if not paid within, and
bear interest from, three (3) business days after LESSEE receives notice that
they are overdue at the maximum rate then allowable by law.
(4) In the event of the
in Section 15 A, above, if LESSOR
shall not be able to exercise, its
LAN H,Tr-020988
occurrence of any of
shall not choose to
rights hereunder
E
the events specified
exercise, or by law
to
terminate this lease
EC88-4
E-52
1.
t.,
upon the occurrence of such events, then, in addition to any other rights of
LESSOR hereunder or by law, neither LESSEE, as debtor-in-possession, nor any
trustee or other person (hereinafter collectively called the "Assuming
Lessee") shall be entitled to assume this Lease unless, on or before the date
of such assumption, the Asstrung Lessee (a) cures, or provides adequate
assurance that the Assuming Lessee will promptly cure any existing default
under this lease, (b) compensates, or provides adequate assurance that the
Asstm M Lessee will promptly sensate, LESSOR for any pecuniary loss
(including, without limitation, attorneys, fees and disbursements) resulting
from such default, and (c) provides adequate assurance of future performance
under this lease, it being covenanted and agreed by the parties that, for
such purposes, any cure or compensation shall be effected by the immediate
payment of any monetary default or any required compensation, or the
im-diate correction or bonding of any nommaxetaxy default; any "adequate
assurance" of such cure or compensation shall be effected by the
establishment of an escrow fund for the amount at issue or by bonding, and
"adequate assurance" of fixture performance shall be effected by the
establishment of an escrow fund for the amount at issue or by bonding, it
being covenanted and agreed by LESSOR and INSEE that the foregoing provision
is a material part of this lease.
Each party, within ten (10) days after notice from the other party,
shall execute and deliver to the other party, in recordable form, a
certificate stating that this lease is unmodified and in full force and
effect, or in full force and effect as modified, and stating the
modifications. Me certificate also shall state the amount of annual rent,
the dates to which the rent has been paid in advance, and the amount of any
prepaid rent. Failure to deliver the certificate within the ten (10) -day
period shall be conclusive upon the party failing to deliver the certificate,
for the benefit of the party requesting the certificate and any successor to
the party requesting the certificate, that this lease is in full force and
effect and has not been modified except as may be represented by the party
requesting the certificate.
(SIQMMRE PAGE FOLLOWS)
LAN-H,Tr-020988 11 EC88-4
E-53
IN WiTiiJ.SS WHEREOF, LESSOR and LESSEE have duly executed this Lease
Agreement on the day and year first above written.
LESSOR: CITY OF RANCHO PAWS VERDES
By:
Name: ROBERT
yor
A
7�
Name:
City Clerk
Approved as to form:
Name:
Assistant City Attorney
LESSEE: •. ANGELES a. y r =California n _. Partnership
By: PacTel. Cellular,
a California corporation,
its C eral Partner
Form ad U90don AMrowd
eR.
By:
Hult man
LA" ' Et�iP dent
or.BTAMN.WUON
Financial Content Approved J A. Mitchell
Finance Department Chief Financial Officer
gv �WCL o-, UQ r fl
Joyte A. Oelschlager, C.P.A.
LAN—H,W-020988 12 EC88-4
E-54
DESCRIPTIONt
THAT PORTION OF 3LOCK "w"* AS SHOWN ON MAP OF THE RANCHO LOS PALOS VERGES• IN
THE COUNTY OF LOS ANGELES• STATE OF CALIFORNIA• ALLOTTED TO JOTHAM 6IX3Y* BY
DECREE IN PARTITION IN THE ACTION =BIXBY* ET' AL• VS. VEN9 ET AL•9 CASE NO.
23739 IN THE DISTRICT COURT OF THE 17TH JUDICIAL DISTRICT OF THE STATE OF
CALIFORNIA* IN AND FOR THE COUNTY OF LOS ANGELES AND ENTERED IN BOOK 4 PAGE 5'
OF JUDMENTS* IN THE SUPERIOR COURT OF SAID COUNTY9 DESCRIBED AS FOLLOWS:
COMMENCING AT A POINT• SAID POINT BEING THE COUNTY OF LOS ANGELES•
TRIANGULATION MONUMENT SAN PEDRO HILLS D-79 AND HAVING STATE COORDINATES OF
NORTH 490199330.059 EAST 49164.224.949 SAID POINT BEING LOCATED ON A PONT OF
LAND NORTH OF PALOS VERDES DRIVE* OVERLOOKING POINT VICENTE LIGHTHOUSE; THENC
NORTH 53 DEGREES 31 MINUTES 58 SECONDS EAST 415.07 FEET TO THE CENTER OF THE
NORTHWEST GUN TURRET OF BATTERY 240; THENCE NORTH 51 DEGREES 59 MINUTES 13
SECONDS EAST 55.00 FEET; THENCE NORTH 36 DEGREES 00 :MINUTES 47 SECONDS WEST
56.15 FEET TO THE TRUE POINT CF BEGINNING; THENCE NORTH 36 DEGREES 00 MINUTES
43 SECONDS EAST 19.31 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE
SOUTHERLY9 HAVINZ A RADIUS OF 105.00 FEET; THENCE EASTERLY ALONG SAID CURVE
THROUGH A CENTRAL ANGLE OF 60 DEGREES 58 MINUTES 07 SECONDS* A DISTANCE OF
111.73 FEET; THENCE SOUTH 83 DEGREES 01 MINUTES 10 SECONDS EAST 69.38 FEET;
THENCE SOUTH 86 DEGREES 20 MINUTES 48 SECONDS EAST 212.34 FEET; THENCE NOf
01 DEGREES 46 MINUTES 52 SECONDS WEST 109.94 FEET; THENCE NORTH 81 DEGREES 44
MINUTES 11 SECONDS EAST 278.53 FEET;
THENCE SOUTH 88 DEGREES 50 MINUTES 35 SECONDS EAST 60.40 FEET; THENCE SOUTH 7
DEGREES 55 MINUTES 48 SECCNOS EAST 57.83 FEET; THENCE SOUTH 62 DEGREES 00
MINUTES 18 SECONDS EAST 226.14 FEET; THENCE NORTH 62 OEGIEES 19 MINUTES 00
SECONDS EAST 84.12 FEET TO A POINT IN THE SOUTH RIGHT—OF—WAY LINE OF HAWTHORf
SCULEVARO* SAID POINT BEING A TANGENT CURVE CONCAVE NCRTHEASTERLY HAVING A
RADIUS OF 550.00 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVES THROUGH A
CENTRAL ANGLE OF U2 DEGREES I8 MINUTES 26 SECONDS9 A DISTANCE OF 22.15 FEET;
THENCE SOUTH 62 DEGREES 19 MINUTES 00 SECONDS WEST 79.98 FEET; THENCE SOUTH I
DEGREES 31 MINUTES 12 SECONDS WEST 216.25 FEET; THENCE NORTH 02 DEGREES 24
MINUTES 09 SECONDS NEST 55.64 FEET; THENCE NORTH 87 DEGREES 34 MINUTES 50
SECOMO S WEST 231.16 FEET; THENCE SOUTH 02 DEGREES 23 MINUTES 42 SECONDS EAST
78.06 FEET; THENCE NORTH 83 DEGREES 00 MINUTES 49 SECONDS WEST 166.47 FEET;
THENCE NORTH 86 DEGREES 20 MINUTES 48 SECONDS WEST 212.35 FEET; THENCE NORTH
83 DEGREES 01 MINUTES 10 SECONDS WEST 69.96 FEET TO A POINT BEING A TANGENT
CURVE CRNCAVE SOUTHERLY* HAVING A RADIUS OF 85.00 FEET; THENCE WESTERLY ALONE
SAID CURVE* THROUGH A CENTRAL ANGLE OF 60 DEGREES 58 MINUTES 07 SECONDS* A
DISTANCE OF 9OoS4 FEET; TH'iNCE SOUTH 36 DEGREES 00 MINUTES 43 SECONDS WEST
25.04 FEET; THENCE NORTH 38 DEGREES 00 MINUTES 47 SECONDS NEST 23.80 FEET TO
THE TRUE POINT OF 3EGINNING.
EXHIB32 "Al"
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IAN -H, M'-020988 ire 2 of 2 BMS -4
E-57
ADDENDUM TO BUILDING LEASE AGREEMENT
The foregoing Building Lease Agreement by and between
the -City of Rancho Palos Verdes, as LESSOR thereunder, and LOS
ANGELES SMSA LIMITED PARTNERSHIP, a California limited
Partnership of which PacTel Cellular, a California corporation,
is the General Partner, as LESSEE thereunder, is hereby deemed
modified, altered and amended in order to give full force and
effect to the following:
1. With respect to Article 3 ("Term and Rent") of the
Lease, the first sentence of subsection B is deemed modified to
read as follows in its entirety:
Lessee is hereby granted options to extend this lease
on the same terms and conditions for two (2) additional
five (5) -year periods after the original term expires,
each of which may be exercised by giving LESSOR written
notice of its intention to do so at least ninety (90)
days prior to the date that the then current term would
otherwise end.
2. With respect to Article 3 ("Term and Rent"), a new
subsection D is hereby inserted to read in its entirety as
follows:
In the event LESSEE holds over at the Property after
expiration of the term of this Lease, notwithstanding any
acceptance of rent by LESSOR for any longer period, such
holdover shall be deemed to be a month-to-month tenancy,
terminable at the will of either party, and rent shall be
due at the same rate, adjusted on a monthly basis, as was
due for the period immediately preceding the expiration of
the Lease.
E-58
3. With respect to Article 4 ("Use of the Property"),
subpart C(1) is hereby deemed modified to read as follows in its
entirety:
It is understood and agreed that the LESSOR has
plans to redevelop LESSOR'S Property, and in connection
therewith, LESSOR may construct a new Civic Center at
LESSOR'S Property. In the event a new Civic Center is
constructed at LESSOR'S Property, LESSEE agrees that
LESSOR may require LESSEE to relocate the Property to
other locations on LESSOR'S Property. Such relocation
shall include relocation of the easements for access to
LESSEE's antenna, relocation of the equipment used by
LESSEE in connection with operation of the antenna, and
relocation of the antenna itself. LESSEE has advised
LESSOR that any location of the antenna on LESSOR'S
Property is equally suitable for LESSEE's purposes as
the existing location of the antenna, so long as LESSEE
continues to have reasonable access to the antenna and
related equipment and so long as the antenna continues
to have the same elevation above sea level, and LESSEE
has acknowledged and agreed that LESSOR has a signifi-
cant interest in minimizing the impact of the antenna
on the aesthetics of LESSOR'S Property. Therefore,
LESSEE has agreed that LESSOR shall have complete and
absolute discretion as to the determination of the new
locations for the Property, including the antenna, in
the event of such redevelopment of LESSOR's Property;
provided, however, LESSOR agrees that LESSEE shall
continue to have reasonable access to the antenna and
related equipment and that the antenna shall continue
to have the same elevation above sea level. LESSEE
also agrees that it shall cause such relocation to be
accomplished within sixty (60) days after LESSEE
receives written notice from LESSOR to cause such
relocation. LESSOR agrees that it shall cooperate with
LESSEE so that any relocation may be accomplished
without interruption of LESSEE's telephone service to
the public. LESSEE further agrees that any and all
costs attributable to such relocation shall be borne
and paid for by LESSEE. Notwithstanding the foregoing,
LESSOR agrees that in the event LESSOR requires LESSEE
to relocate its antenna as provided hereunder, LESSEE
shall have the option of terminating this Lease by
providing LESSOR with written notice of its election to
do so prior to the date LESSOR requires LESSEE to
complete the relocation of the Property.
-2-
880225 jtw A271.JAR (5)
E-59
4. With respect to Article 4 ("Use of the Property"),
a new subpart C(2) is hereby deemed added thereto which shall
read as follows in its entirety:
LESSOR and LESSEE have discussed at length the
LESSOR's interest in making LESSEE's cellular telephone
service available to the public while at the same time
preserving the aesthetics of the Civic Center area.
Therefore, LESSEE agrees that it shall cooperate at
LESSEE's sole cost and expense with any reasonable
requests by LESSOR to camouflage LESSEE's antenna in
the initial installation thereof on the Property, to
the end that its impact on the aesthetics of the Civic
Center shall be minimized. LESSEE and LESSOR also
agree that after the first five (5) years of the term,
LESSEE's conditional use permit may be reviewed
annually by LESSOR for the purpose of determining
whether advances in technology since the commencement
of the Lease, or since the last review of LESSEE's
conditional use permit, as the case may be, would
enable LESSEE to construct an antenna of a different
style or size that would have less impact on the
aesthetics of the Civic Center area without degradation
in the quality of LESSEE's service. If so, LESSEE
agrees to install a new antenna of the design requested
by LESSOR pursuant to such review within a reasonable
amount of time thereafter.
5. With respect to Article 4 ("Use of the Property"),
it is agreed that, subject to the provisions of Subsection C(1)
of Article 4, it shall not be unreasonable for LESSOR to refuse
to consent to new construction or the erection of an additional
antenna on the Property if LESSOR determines that such new
construction or additional antenna shall have a negative impact
upon the aesthetics of LESSOR'S Property.
6. With respect to Article 4 ("Use of the Property"),
a new E is hereby deemed added thereto which shall read as
follows in its entirety:
-3-
880225 jtw A271. JAR (5)
E-60
Nothing contained in this Article 4 or elsewhere
in this Lease shall be deemed to impair or inhibit at
any time the discretion of the City Council or the
City Planning Commission, or other municipal bodies
having jurisdiction, to grant, refuse to grant, or to
impose conditions upon LESSEE's conditional use permit.
7. Article 9 ("Utilities") is hereby deemed modified
to read in its entirety as follows:
LESSEE shall be responsible directly to the
serving entities for all utilities required for
LESSEE's use of the Property, and LESSEE shall arrange
for the separate metering of electric service and any
other utilities to the Property.
8. The second sentence of Section 14A is hereby
deemed modified to read as follows in its entirety:
LESSOR shall have the right to install or permit the
installation of other antennae and antenna structures
on LESSOR's Property provided that all such antennae
comply with all applicable federal, state and local
rules and regulations, and provided further, that if
any such antenna or antenna structure interferes with
LESSEE's use of the Property, LESSOR shall cause such
additional antenna or antenna structure to be modified
so that it shall not interfere with LESSEE's use of the
Property, or it shall be removed.
Paragraph 3 of the Memorandum of Lease Agreement, the form of
which is attached to the Lease as Exhibit C, shall be changed
accordingly prior to execution and recordation thereof.
-4-
8a0225 jlw A271.JAR (5)
E-61
IN WITNESS WHEREOF, the parties hereto have entered
into this Addendum to Lease as of the 16th day of February, 1988.
City of Rancho Palos Verdes
By:
Mayo
Att st:
41 jtra-�
City Clerk
LOS ANGELES SMSA LIMITED PARTNERSHIP,
a California limited partnership
BY: PACTEL CELLULAR, its general partner
By:
. Hultman, President
By: gx_ot-t_�
J. A. Mitchell,
Chief Financial Officer
-5-
880225 jtw A271AAR (5)
Form and Ego wutlen Approved
LW%4 . D ENT
gwfiN N. WILSON
Financial Content Approved
Finance Department
By
Joyce A. Oe(schlager, C. A.
E-62
SECOND AMENDMENT TO LEASE AGREEMENT
THIS SECOND AMENDMENT TO LEASE AGREEMENT (this "Amendment") is
entered into and effective as of the 17th day of January 1995, by
and between the CITY OF RANCHO PALOS VERDES ("LESSOR") and LOS
ANGELES SMSA LIMITED PARTNERSHIP, a California limited partnership
("LESSEE"), of which AirTouch Cellular (formally known as PacTel
Cellular), a California corporation, of 3 Park Plaza, Suite 700,
Irvine, California 92714 is the General Partner.
R E C I T A L S
A. LESSOR is the owner
("LESSOR's Property") located at
City of Rancho Palos Verdes,
California.
of that certain real property
30940 Hawthorne Boulevard, in the
in the County of Los Angeles,
B. LESSOR and LESSEE are parties to that certain Building
Lease Agreement and Addendum to Building Lease Agreement, each
dated as of February 16, 1988 (as amended, the "Lease"), pursuant
to which LESSEE is leasing from LESSOR a portion of LESSORS's
Property (the "Property"). Capitalized terms used herein but not
otherwise defined shall have the meanings ascribed to them in the
Lease.
C. LESSOR and LESSEE now desire to amend the Lease on the
terms and subject to the conditions of this Amendment.
A G R E E M E N T
In consideration of the foregoing recitals and the mutual
representation, warranties, covenants and conditions set forth in
the Lease and herein, the parties, intending to be legally bound,
agree to amend the Lease as follows:
1. Depiction of the PrORerty. Exhibit 11A2" to the Lease is
deleted in its entirety, and Exhibit 11A2" attached hereto and by
this reference incorporated herein, is hereby substituted in its
place.
2. Annual Rent. Pursuant to Section 3 of the Lease, the
rent for the Property has been adjusted annually on March 1st. The
current rent for the property, which includes All prior annual
adjustments and an additional adjustment of $3,000.00 as
consideration for this second amendment, is $25,826.93. Thus,
effective as of the date first set forth above, the number
"Eighteen Thousand Dollars ($18,000)," in Paragraph 3.A. of the
Lease is amended to read "Twenty -Five Thousand Eight Hundred
Twenty -Six and 93/100's Dollars ($25,826.93)." Nothing in this
Section 2, however, shall be read or construed to require LESSEE to
readjust any determination or payment of Annual Rent made prior to
the Rent Adjustment Effective Date, March 1, 1995; provided,
however, that the normal annual rent adjustment to be made on March
1, 1995 will be calculated based upon the Annual Rent payable after
E-63
Amendment is effective.
3. Scope of Agreement. Except as amended by this Amendment, the
Lease shall remain in full force and effect. In addition, if there
are any inconsistencies between the Lease and this Amendment, the
terms of this Amendment shall prevail and control for all purposes.
IN WITNESS WHEREOF, the parties have executed this Amendment
as of the date first set forth above.
LESSOR:
CITY OF RANCH PALOS VERDES
By:
Name: Lee Byr
Title: Mayor
ATTEST
By: j
Name: _U Purcell
Title: Vty Clerk
c: \data\wp51 VesoNirtouch. Ise
LESSEE:
LOS ANGELES SMSA LIMITED
PARTNERSHIP, a California
limited partnership
By: AirTouch Cellular,
a California corporation,
its General Partner
By:
ames D. Pr fi6t
ice Pre i
Network,1, A
Market
By:
Name:
Title:
G
es
E-64
DEPICTION OF THEPROPERTY
EXISTING AIRTOUCH EQUIPMENT PROPERTY LINE
(SIC LEGAL DESCRIPTION)
ROOM ON FIRST FLOOR
EXISTING 2 STORY BUILDING EXISTING PAVED PARKING •
PAVEDEXISTING EXIST. CONC.
PARKING WALKWAY
EXISTING
MONOPOLEEXISTING t -
EXISTING
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E-65
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Page 2 of 3
E-66
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EXISTNO A/C UNTI
EXISO NO.-...,.,,_
TRANSFORMER
EXISTING BOLLARD
(TYP•) —1
EXISTING WHIP ANTENNAS —�
(NOT OWNED BY ARTOUCH)
NEW DIRECTIONAL CELLULAR
ANTENNAS. SIZE. HEIGHT AND
DIRECTION TO BE ADJUSTED
TO MEET SYSTEM REQUIREMENTS
MAXIMUM OF (10) DIRECTIONAL
CELLULAR ANTENNAS
(PREVIOUSLY APPROVED)
(PREVIOUSLY APPROVED)
r�11.�T.N
(1) NEW GPS ANTENN
(1) NEW LORAN WHIP
EXISTING TRQS --- l
ELECrRick"-
EXISTING GENERATOR EXTSnN/G AMROUCH —EXISTING ELECTRICAL
OF WOUCH FAC%m �C 1Nrt �
MAXIMUM HEIGHT TO TOP OF
TALLEST NHP ANTENNA NOT EXCEED 9B'
(�) NEW NHP ANTENNAS
'(O REPLACE EXbnNO
(TO BE APPROVED)
wxmUm OP or
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NOT TO EXCEED 62'
(2) NEW MW ANTENNAS
O REPLACE Ex15nN0
SIZE AND HEIGHT TO BE
ADJUSTED TO MEET SYSTEM
REQUIREMENTS.
(PREVIOUSLY APPROVED)
NO NHP ANTENNAS
OWNED BY AYITOUCH)
SOUTH ELEVATION
SCALE: 1/16'=1'-0"
2 STORY BUILDING
TREES
PROPRIETARY INFORMATION
NOT FOR USE OR DISCLOSURE OUTSIDE AMOUCN CELLULAR EXCEPT UNDER WRITTEN AGREEMENT
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E-67
EXISTING EQUIPMENT
BUILDm' (NOT A PART
OF NRTOUCH rACILrPty
(X6t*#G A/C UNIT —
EXIS INO
TPANSr OPM[R
EXISTING BOlLARA
(lyp)—�
[IISIING CENTRATOR
(NOT A PAR7 Or
AIRIOUCH FACILITY)
G:
CzV r -p
DEPICTION OF THE PROPERTY
r NEW MMP ANTENNA
MAXIMUM HEIGHT 10 TOP OF
TALLEST MRP ANIENA NOT EXCEED 96'
m"ho"Ju H1(041 TO TOP Or
HIGHEST CELLULAR ANTENNA
ExtSTING
ExISTING TREES
100
r mulm
A/C UNIT -CIER
EXISTING MMP ANTENNAS
(NOT OWNED BY AtR1000H)
SOUTH ELEVATION
EXHIBIT IIA21I
Page 3 of 3
EXISTING 2 STORY SUILDNG
(X1571NG IR((5
•
NOT TO (xCEED 87'
NEWDIRCCTgeu1 CELLULAR
NEW WARP ANTENNAS
REFUEL EXISTING
ANIENNAS. SIZE. HIGH/ ANO
S
IED SZE AND NC+GNT TO BE
DIRECTION 10 BE AD.IUST
ADJUSTED ET SYSTEM
MES.
10 MEET IREOIMREMENTS
MAXIMUM Or f++) WREC 7+ONAL
RCOUIRCMETEM NT MJM Or
uAX
CELLULAR ANTENNAS
(2) MMP ANTENNAS
(PREVIOUSLY APPROVED)
(PREVIOUSLY APPROVEO)
NEW MICROWAVE ANTENNA
SIZE. HCIL+R AND aR(C TION TO BE
ADJUSTED TO MEET INTERCONNECT
SYSTEM REOUtR(w(NTS. MAxmtLw Or (3)
DIRECTIONAL CELLULAR ANTENNAS
(PREVIOUSLY APPROVED)
ExtSTING
ExISTING TREES
100
r mulm
A/C UNIT -CIER
EXISTING MMP ANTENNAS
(NOT OWNED BY AtR1000H)
SOUTH ELEVATION
EXHIBIT IIA21I
Page 3 of 3
EXISTING 2 STORY SUILDNG
(X1571NG IR((5
•
C ITY Cvi°Y
C. AY a
THIRD AMENDMENT TO LEASE AGREEMENT
THIS THIRD AMENDMENT TO LEASE AGREEMENT ("Amendment") is
entered into and effective as of the 19th day of February 2008, by and between
the CITY OF RANCHO PALOS VERDES ("LESSOR") and LOS ANGELES
SMSA LIMITED PARTNERSHIP, a California limited partnership d/b/a Verizon
Wireless ("LESSEE"), of One Verizon Way, Basking Ridge, Mail Stop 4AW100,
New Jersey 07920.
RECITALS
A. LESSOR is the owner of that certain real property ("LESSOR'S
Property) located at 30940 Hawthorne Boulevard, in the City of
Rancho Palos Verdes, in the County of Los Angeles, California.
B. LESSOR and LESSEE are parties to that certain Building Lease
Agreement and Addendum to Building Lease Agreement, each dated
February 16, 1988 and the Second Amendment to Lease Agreement,
dated January 17, 1995 (as amended, the "Lease"), pursuant to which
LESSEE is leasing from LESSOR a portion of LESSOR'S Property
(the "Property"). Capitalized terms used herein but not otherwise
defined shall have the meaning ascribed to them in the Lease.
C. LESSOR and LESSEE now desire to amend the Lease on the terms
and subject to the conditions of this Amendment.
AGREEMENT
In consideration of the foregoing recitals and the mutual representation,
warranties, covenants and conditions set forth in the Lease and herein, the
parties, intending to be legally bound, agree to amend the Lease as follows:
With respect to Article 3 ("Term and Rent") of the Lease, a new
subsection E is hereby inserted to read in its entirety as follows:
The term of the Lease is hereby extended from February 28, 2008 to
June 30, 2009.
E-69
IN WITNESS WHEREOF, the parties hereto have entered into this
Amendment to Lease as of the date set forth above.
LESSOR:
CITY OF RANCHO PALOS VERDES
By. 1�tJ.
Name: Douglas W. Ster
Title: Mayor
ATTEST*
(�" /�
By: _
Name: Carla Morreale
Title: City Clerk
LESSEE:
LOS ANGELES SMSA LIMITED
PAR"T"NERSHIP,
a California limited partnership,
d/b/a Verizon Wireless
By: AirTouch Cellular,
c
its
eneral Partner
By:
Keith A. Surratt
West Area Vice President -
Network
E-70
FOURTH AMENDMENT TO BUILDING LEASE AGREEMENT
This FOURTH AMENDMENT TO BUILDING LEASE AGREEMENT ("Amendment") is
made this 16th day of June, 2009, by and between the City of Rancho Palos Verdes
("Lessor") and Los Angeles SMSA Limited Partnership, a California limited partnership dba
Verizon Wireless ("Lessee").
RECITALS
WHEREAS, Lessor is the owner of that certain real property located at 30940
Hawthorne Boulevard, Rancho Palos Verdes, California (the "Property"); and
WHEREAS, Lessor and Lessee are parties to that certain Building Lease Agreement and
Addendum to Building Lease Agreement, each dated as of February 16, 1988, as amended by
that certain Second Amendment to Lease Agreement dated January 17, 1995 and that certain
Third Amendment to Lease Agreement dated February 19, 2008 (collectively, the "Lease"),
whereby Lessor leases to Lessee interior space within Lessor's existing building ("Building")
at the Property, antenna tower space adjacent to the Building, and utility connections between
Lessee's equipment and antennas for the construction, operation, and maintenance of a
communications facility, all as more particularly set forth therein; and
WHEREAS, Lessor and Lessee desire to amend the Lease to (i) further extend the
term thereof, (ii) provide for the automatic extension of the Lease term and (iii) modify
certain other provisions of the Lease, as more specifically set forth below.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing recitals, and the covenants and
conditions contained herein, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Lessor and Lessee hereby agree as follows:
1. Defined Terms. Any capitalized terms used in this Amendment that are not
defined herein shall have the meanings given those terms in the Lease.
2. Extension of Term. Lessor and Lessee acknowledge and agree that the Lease's
current extension term will expire on June 30, 2009 (the "Current Extension Term"). Upon the
expiration of the Current Extension Term, the Lease shall automatically be extended for one (1)
additional extension term of five (5) years (the "Additional Extension Term") upon the same
terms and conditions as amended herein. The Lessor may terminated the Lease by giving written
notice thereof to Lessee at least ninety (90) days prior to July 1, 2010 or any July 1St thereafter
during the Additional Extension Term.
3. Notices. Lessee's notice address listed in the Lease is hereby deleted in its
entirety and the following is substituted in lieu thereof:
Palos Verdes Fourth Amendment
E-71
r
"Lessee: Los Angeles SMSA Limited Partnership,
dba Verizon Wireless
180 Washington Valley Road
Bedminster, New Jersey 07921
Attn: Network Real Estate"
4. Representations and Warranties of Lessee. Lessee hereby represents and
warrants to Lessor as of the date hereof that: (a) Lessee is not in default under the Lease, and (b)
Lessee has not committed any act or omission that, after notice or the passage of time, or both,
would constitute a default or event of default under the Lease.
S. Full Force and Effect. Except as specifically modified by this Amendment, all
of the terms and conditions of the Lease shall remain in full force and effect. The Lease is hereby
ratified and affirmed by Lessor and Lessee and remains in fall force and effect as modified
hereby.
6. Conflict. In the event of a conflict between any term or provision of the Lease
and this Amendment, the terms and provisions of this Amendment shall control. All captions are
for reference purposes only and shall not be used in the construction or interpretation of this
Amendment.
7. Counterparts. This Amendment may be executed in any number of
counterparts, each of which, when executed and delivered, shall be deemed to be an original, and
all of which, taken together, shall be deemed to be one and the same instrument.
IN WITNESS WHEREOF, Lessor and Lessee have executed this Amendment as of the
date and year first above written.
LESSOR:
City of Rancho Palos Verdes
APPROVE S TO CONT NT:
By:
Larry Clar , Mayor
Date:
APPROVED AS TO FORM:
By:
Carol W. Lynch, City ttorney
Date:
Palos Verdes Fourth Amendment
ATTEST:
By:
Carla Morreale, City Clerk
Date: Wl8/D%
E-72
LESSEE:
Los Angeles SMSA Limited Partnership, a
California limited partnership dba Verizon Wireless
By: AirTouch Cellular, its General Partner
By:
Name: Walter L. Jo , Jr.
Title: Area Vice Present Network
Date:
Palos Verdes Fourth Amendment
E-73
BUILDING LEASE AGREEMENT- AT&T
THIS BUILDING LEASE AGREEMENT, made and entered into on this
15 day of No'Vember 1988, by and between CITY OF RANCHO PALOS
VERDES as owner' Of 30540 Hawthorne Boulevard, Rancho Palos
Verdes, California, 50274, hereinafter the "LESSOR' and LOS
ANGELES CELLULAR TELEPHONE COMPANY, a California General
Partnership, hereinafter the "LESSEE",
WITNESSETH THAT:
WHEREAS, LESSOR is the owner of certain real property,
hereinafter "LESSOR's Property", located at 30940 Hawthorne
Boulevard, in the City of Rancho Palos Verdes in Los Angeles
County, California; and,
WHEREAS, LESSEE desires to lease a portion of such property,
hereinafter the "Property", together with a right-of-way for
access and utilities;
NOW, THEREFORE, in consideration of the premises and of the
mutual obligations, agreements, representations and warranties
herein contained, the parties hereby agree to the following
terms, covenants and conditions:
1. THE PROPERTY
A. The legal description of LESSOR's Property is contained
in Exhibit "A1" attached hereto and by this reference
incorporated herein.
B. The Property shall consist of a free-standing building
(the "Building") to be constructed by LESSEE, which Building
shall contain approximately 280 square feet of improved space,
and an antenna tower. The Building shall be located adjacent to
the northwest corner of LESSOR's two-story building. The
Building and the antenna tower shall be located approximately
within the locations depicted on Exhibit "A2" attached hereto and
incorporated herein by this reference. The antenna tower shall
be shared by LESSEE with PacTel Cellular, and LESSEE shall obtain
PacTel Cellular's prior written consent to the use of the antenna
tower. The Property shall also include the easement rights
described in Section 2 hereof. LESSEE's rights to all Property
and the easement right described in Section 2 shall terminate
upon the expiration or sooner termination of this Lease..N
2. LEASE AND IRREVOCABLE EASEMENT
A. In consideration of the lease payments by LESSEE to
LESSOR as agreed to herein, LESSOR hereby leases the Property to
LESSEE and grants to LESSEE (during the term of this lease) an
irrevocable, non-exclusive easement for ingress and egress (seven
[7] days a week, twenty-four [24] hours a day) and to install and
maintain underground utility wire, cable, conduits and pipes
between the Property and the nearest public right-of-way. The
location of such easement (s) shall be subject to the LESSOR's
prior written approval, which approval shall not be unreasonably
withheld or delayed, and LESSOR shall have the right to change
the location.of the easement for ingress and egress from time to
-time, provided that "LESSOR continues to provide LESSEE with
access to LESSEE's utility wires, cables, conduits and pipes for
maintenance purposes.
3. TERM AND RENT
A. This Lease Agreement shall be for an initial term of
ten (10) years beginning on the first day of September, 1988 at
an Annual Rent of Eighteen Thousand Dollars ($18,000.00), which
rent shall be paid annually, in advance, on the first day of July
of each calendar year to LESSOR or to such other person, firm or
(*) If PacTel Cellular shall remove its antenna tower for any reason, Los Angeles
Cellular shall furnish its own antenna tower pursuant to all applicable
Federal, State, and City rules, regulations, and ordinances.
E-74
entity as LESSOR may, from time to time, designate in writing at
least thirty (30) days in advance of any rent payment date.
LESSEE shall also pay as additional rent any increases in real
property taxes levied against LESSOR's Property as a result of
any improvements constructed by LESSEE or as a result of LESSEE's
use of the Property.
B. LESSEE is hereby granted options to extend this lease
on the same terms and conditions for two (2) additional five (5) -
year periods after the original term expires by giving LESSOR
written notice of its intention to do so at least ninety (90)
dayff prior to the date that the then -current term would otherwise
@nd. NO option may be exercised more than one (1) year prior to
the Commencement date of the option term, and, if subsequent to
the commencement date of the option term, and, if subsequent to
the exercise of an option LESSEE shall default on its
obligations under the Lease beyond the applicable cure period,
the prior exercise of the option shall be void and of no force
and effect.
C. The parties have also agreed that there shall be annual
adjustments of the rent hereunder beginning on September 1, 1989.
Such annual increases or decreases shall be determined in the
following manner:
(1) Annual Rent shall be adjusted as of September 1, 1989,
and as of July 1 of each calendar year thereafter throughout the
term of this Lease Agreement and any extensions of such term
(September 1 of each year beginning in 1989 being an "Adjustment
Date"). Such adjustments may result in the Annual Rent being
either increased or decreased, provided, however, that in no
event shall the Annual Rent be lower than the Annual Rent in
effect for the year prior to September 1, 1989. Rent Adjustments
shall be made as follows:
(a) -The basis for computing each such adjustment (the
"Base Index") shall be the Consumer Price Index (base year 1967 =
100) - Urban Wage Earners and Clerical Workers - Los Angeles,
Anaheim, Riverside (the "Index"), published by the United States
Department of Labor, Bureau of Labor Statistics most recently
prior to the prior Adjustment Date (or most recently published
prior to September 1, 1989 in the case of the first Adjustment
Date).
(b) Annual Rent payable commencing on each Adjustment
Date until the next Adjustment Date shall be an amount determined
by multiplying the rent payable immediately prior to the current
Adjustment Date by the most recently published Index preceding
the current Adjustment Date (the "Current Index") and dividing
the product thereof by the Base Index.
(c) If the Index is revised so that the base reference
index for a Current Index differs from the base reference index
for the appropriate Base Index, the Base Index shall be converted
to the new base reference index in accordance with the conversion
table published by the United States Department of Labor, Bureau
of Labor Statistics. If the Index is discontinued or changed in
such a way that it is impossible to obtain a continuous
measurement of price changes from a prior Adjustment Date to the
Adjustment Date in question, the Index shall be replaced by such
other governmental index or computation as would provide
substantially the same result as would have been obtained if the
Index had not been discontinued or changed.
(d) In the event LESSEE holds over at the Property
after expiration of the term of this Lease, notwithstanding any
acceptance of rent by LESSOR for any longer period, such holdover
shall be deemed to be a month-to-month tenancy, terminable at the
will of either party, and rent shall be due at the same rate,
adjusted on a monthly basis, as was due for the period
immediately preceding the expiration of the Lease.
E-75
4.USE-OF THE PROPERTY
A. LESSEE shall use the Property for constructing and
maintaining the Building thereon and operating within the
Building and on the antenna tower a radio communications facility
and required antenna, and for any uses which are necessary and
incidental thereto. The construction of all improvements
constituting the Building, the antenna tower, underground cables
and conduits, and any other matters in connection with LESSEE's
use and operation of the Property shall be at LESSEE's sole
expense. LESSEE shall maintain the Property in good condition
and repair throughout the term, ordinary wear and tear excepted.
LESSEE's use of the Property shall be consistent and in
compliance with all conditions of Conditional Use Permit No. 119
and any subsequent revisions or amendments thereof and with all
laws and regulations (either now existing or passed hereafter by
any governmental entity having jurisdiction) by which such uses
are controlled.
B. Before commencement of any work of construction,
alterations, or repair is commenced on the Property, including
improvement of the Building and installation of any conduits or
lines pursuant to the easement leased hereunder, and before any
building materials shall be delivered to the Property by LESSEE
or under LESSEE's authority, LESSEE shall comply with all the
following conditions or procure LESSOR's written waiver of the
condition or conditions specified in the waiver:
(1) (i) Deliver to LESSOR's planning department for
approval by LESSOR's planning department two (2) sets of
preliminary construction plans and specifications prepared by an
architect or engineer licensed to practice as such in the State
of California, including but not limited to preliminary grading
and drainage plans, soil tests, utilities, sewer and service
connections, locations of ingress and egress to and from public
thoroughfares,.curbs, gutters, parkways, street lighting, designs
and locations for outdoor signs, storage areas, and landscaping,
all sufficient to enable potential contractors and subcontractors
to make reasonably accurate bid estimates and to enable LESSOR
to make an informed judgment about the design and quality of
construction and about any effect on the reversion of the
Property to the LESSOR. All improvements shall be constructed
within the lines of the Property depicted on Exhibit "A211;
provided that required work beyond the Property boundaries for
utilities, access, and conditional use requirements do not
violate this provision. LESSEE shall deliver to LESSOR together
with the plans the certificate of the person or persons who
prepared the plans and specifications certifying that LESSEE has
fully paid for them or waiving payment and waiving any right to a
lien for preparing them, and permitting the LESSOR to use the
plans without payment for purposes relevant to and consistent
with this Lease.
(ii) LESSOR shall not unreasonably disapprove
preliminary plans and specifications. Approval or disapproval
shall be communicated in the manner provided herein for notices,
and disapproval shall be accompanied by specification of the
grounds for disapproval; provided the LESSOR's failure to
disapprove within thirty (30) days after delivery to LESSOR shall
be conclusively considered to be approval. LESSEE shall not
deliver working drawings to any governmental body in connection
with application for a building permit until preliminary plans
are approved as provided in this paragraph.
(iii) LESSEE shall prepare final working plans and
specifications substantially conforming to preliminary plans
previously approved by LESSOR, submit them to the appropriate
governmental agencies for building permits. Changes from the
preliminary plans shall be considered to be within the scope of
the preliminary plans if they are not substantial or if they are
made to comply with suggestions, requests, or requirements of a
governmental agency or official in connection with the
E-76
application for building permits, and if they do not depart
substantially in size, utility, or value from the requirements of
Section 1.B.
(2) (i) Furnish LESSOR's planning department with a
true copy of LESSEE's contract with its general contractor and
with evidence of the general contractor's financial condition for
LESSOR's approval.
(ii) LESSOR may disapprove the contract by
delivering to LESSEE written notice thereof within 15 days
following delivery to LESSOR of the copy of the contract. The
notice shall specify the grounds for disapproval. LESSOR shall
not unreasonably disapprove the contract and LESSOR shall be
censiderad to have approved the contract in the absence of
delivering to LESSEE written notice of disapproval within 15 days
after LESSEE furnishes t6 LESSOR the contract and evidence
specified above. If LESSEE elects to act as general contractor,
the Lessor's approval rights shall be considered to apply to the
subcontractor of each subcontract in excess of $100,000.00.
(3) Procure and deliver to LESSOR at LESSEE' expense
evidence of compliance with all then applicable codes,
ordinances, regulations, and requirements for permits and
approvals, including but not limited to a grading permit,.
building permits, zoning and planning requirements, and approvals
from various governmental agencies and bodies having
jurisdiction.
(4) Deliver to LESSOR (1) certificate of insurance
evidencing coverage for "building's risk", (2) evidence of
workers' compensation insurance covering all persons employed in
connection with the work and with respect to whom death or bodily
injury claims could be asserted against LESSOR or the Property,
and ( 3 ) evidence that LESSEE has paid or caused to be paid all
premiums for the coverage described above in this paragraph and
any increase in premiums on insurance provided for in this Lease
on insurance, sufficient to assure maintenance of all insurance
above during the anticipated course of the work. LESSOR shall be
named as an additional insured on all such policies. LESSEE
shall maintain, keep in force, and pay all premiums required to
maintain and keep in force all insurance above at all times
during which such work is in progress.
(5) Provide to LESSOR on completion of any work of
improvement, notice of all changes in plans or specifications
made during the course of the work and, at the same time and in
the same manner, supply LESSOR with "as built" drawings
accurately reflecting all such changes. LESSOR acknowledges that
it is common practice in the construction industry to make
numerous changes during the course of construction on substantial
projects. Changes that do not substantially alter plans and
specifications previously approved by LESSOR do not constitute a
breach of LESSEE's obligations.
C. LESSOR makes no covenants or warranties respecting the
condition of the soil or subsoil or any other condition of the
Property. LESSEE may enter onto the land before commencement of
the term to make soil and structural engineering tests that
LESSEE considers necessary. All such tests made by or on behalf
of LESSEE shall be at LESSEE's sole expense and shall be
evidenced by a separate contract. A copy of the report shall be
delivered to LESSOR on commencement of the term.
D. Once the work is begun, LESSEE shall with reasonable
diligence prosecute to completion all construction of
improvements, additions, or alterations. Construction required
at the inception of the Lease shall be completed and ready for
use within 8 months after commencement of construction, provided
that the time for completion shall be extended for as long as
LESSEE shall be prevented from completing the construction by
delays beyond LESSEE's control; but failure, regardless of cause,
E-77
to complete construction within 18 months following the
commencement date of this Lese shall, at LESSOR's election
exercised by notice, terminate this Lese. All work shall be
performed in a good and workmanlike manner, shall substantially
comply with plans and specifications submitted to LESSOR as
required by this Lease, and shall comply with all applicable
governmental permits, laws, ordinances, and regulations.
E. With the consent of Los Angeles SMSA Limited
Partnership, LESSEE will co -locate on PacTel's eighty foot (801)
tall unguyed utility pole with required antennae. Any additional
construction (or the erection of any additional antennae) by
LESSEE will require the prior written approval of LESSOR, which
approval will not be unreasonably withheld or delayed.
(1) As a co -tenant on the antennae pole it is
understood and agreed that the LESSOR has plans to redevelop
LESSOR's Property, and in connection therewith, LESSOR may
construct a new Civic Center at LESSOR's Property. In the event
a new Civic Center is constructed at LESSOR's Property, LESSEE
agrees that LESSOR may require LESSEE to relocate the Property to
other locations on LESSOR's Property. Such relocation shall
include relocation of the easements for access to LESSEE's
antenna, relocation of the equipment used by LESSEE in connection
with operation of the antenna, and relocation of the antenna
itself. LESSEE has advised LESSOR that any location of the
antenna on LESSOr's Property is equally suitable for LESSEE's
purposes as the existing location of the antenna, so long as
LESSEE continues to have reasonable access to the antenna and
related equipment and so long as the antenna continues to have
the same elevation above sea level, and LESSEE has acknowledged
and agreed that LESSOR has a significant interest in minimizing
the impact of the antenna on the aesthetics of LESSOR's Property.
Therefore, LESSEE has agreed that LESSOR shall have complete and
absolute discretion as to the determination of the new locations
for the PropeYty, including the antenna, in the event of such
redevelopment of LESSOR's Property; provided, however, LESSOR
agrees that LESSEE shall continue to have reasonable access to
the antenna and related equipment and that the antenna shall
continue to have the same elevation above sea level. LESSEE also
agrees that it shall cause such relocation to be accomplished
within sixty (60) days after LESSEE receives written notice from
LESSOR to cause such relocation. LESSOR agrees that it shall
cooperate with LESSEE so that any relocation may be accomplished
without interruption of LESSEE's telephone service to the public.
LESSEE further agrees that any and all costs attributable to such
relocation shall be borne and paid for by LESSEE.
Notwithstanding the foregoing, LESSOR agrees that in the event
LESSOR requires LESSEE to relocate its antenna as provided
hereunder, LESSEE shall have the option of terminating this Lease
by providing LESSOR with written notice of its election to do so
prior to the date LESSOR requires LESSEE to complete the
relocation of the Property.
With respect to this paragraph it shall not be unreasonable
for LESSOR to refuse to consent to new construction or the
erection of an additional antenna on the Property if LESSOR
determines that such new construction or additional antenna shall
have a negative impact upon the aesthetics of LESSOR's Property.
(2) LESSOR and LESSEE have discussed at length the
LESSOR's interest in making LESSEE's cellular telephone service
available to the public while at the same time preserving the
aesthetics of the Civic Center area. Therefore, LESSEE agrees
that it shall cooperate at LESSEE's sole cost and expense with
any reasonable requests by LESSOR to camouflage LESSEE's antenna
in the initial installation thereof on the Property, to the end
that its impact on the aesthetics of the Civic Center shall be
minimized. LESSEE and LESSOR also agree that after the first
five (5) years of the term, LESSEE's conditional use permit may
be reviewed annually by LESSOR for the purpose of determining
E-78
whether advances in technology since the commencement of the
Lease, or since the last review of LESSEE's conditional use
permit, as the case may be, would enable LESSEE to construct an
antenna of a different style or size that would have less impact
on the aesthetics of the Civic Center area without degradation in
the quality of LESSEE's service. If so, LESSEE agrees to
install a new antenna of the design requested by LESSOR pursuant
to such review within a reasonable amount of time thereafter.
F. (1) LESSEE shall Say or cause to be paid the total cost
and expense of all works of improvement, as that phrase is
defined in the Mechanics' Lien Law in effect in the State of
California. No such payments shall be construed as rent. LESSEE
shall not suffer or permit to be enforced against the Property or
any part of it any mechanic's, materialman's contractor's, or
subcontractor's lien arising from any work of improvement,
however it may arise. However, LESSEE may, in good faith and at
LESSEE's own expense, contest the validity of any such asserted
lien, claim, or demand, provided LESSEE has furnished the bond
required in California Civil Code Section 3143 (or any comparable
statute hereafter enacted for providing a bond freeing the
Property from the effect of such a lien claim).
(2) LESSEE shall defend and indemnify LESSOR against
all liability and loss of any type arising out of work performed
on the Property by LESSEE, together with reasonable attorneys'
fees and all costs and expenses incurred by LESSOR in
negotiating, settling, defending, or otherwise protecting against
such claims.
(3) If LESSEE does not cause to be recorded the bond
described in California Civil Code Section 3143 or otherwise
protect the Property under any alternative or successor statute,
and a final judgment has been rendered against LESSEE by a court
of competent jurisdiction for the foreclosure of a mechanic's,
materialman's,-contractor's or subcontractor's lien claim, and if
LESSEE fails to stay the execution of the judgment by lawful
means or to pay the judgment, LESSOR shall have the right, but
not the duty, to pay or otherwise discharge, stay, or prevent the
execution of any such judgment or lien or both. LESSEE shall
reimburse LESSOR for all sums paid by LESSOR under this
paragraph, together with all LESSOR's reasonable attorneys' fees
and costs, plus interest on those sums, fees, and costs at the
.rate of 12 percent per year from the date of payment until the
date of reimbursement.
(4) On completion of any substantial work of
improvement during the term, LESSEE shall file or cause to be
filed a notice of completion. LESSEE hereby appoints LESSOR as
LESSEE's attorney-in-fact to file the notice of completion on
LESSEE's failure to do so after the work of improvement has been
substantially completed.
Throughout the term, LESSEE shall, at LESSEE's sole cost and
expense, maintain the Property and all improvements in good
condition and repair, ordinary wear and tear except, and in
accordance with all applicable laws, rules, ordinances, orders
and regulations of (1) federal, state, county, municipal, and
other governmental agencies and bodies having or claiming
jurisdiction and all their respective departments, bureaus, and
officials; (2) the insurance underwriting board or Insurance
Service Office having or claiming jurisdiction; and (3) all
insurance companies insuring all or any part of the Property or
the improvements thereon or both.
Except as provided below, LESSEE shall promptly and
diligently repair, restore, and replace as required to maintain
or comply as above, or to remedy all damage to or destruction of
all or any part of the improvements on the Property resulting
wholly or in part from causes required by this Lease to be
covered by fire or extended coverage insurance, if the cost of
the work so required does not exceed 50% of the replacement value
E-79
of all the improvements. IF the cost does exceed that percent,
LESSEE may nevertheless repair, restore, and replace as above or
may be notice elect instead to raze the improvements damaged or
destroyed. Within 30 days after such notice, LESSOR may by
notice elect to repair, restore, and replace as above, and LESSEE
shall not raze until the expiration of the time for LESSOR's
notice of election. All improvements shall become the Property
of LESSOR upon the expiration or sooner termination this Lease;
provided, however, at LESSOR's option, upon the expiration of
this Lease, LESSEE shall remove all improvements from the
Property and return the Property to its original condition.
The completed work of maintenance, compliance, repair,
restoration, or replacement shall be.equal in value, quality, and
use to the condition of the improvements before the event giving
rise to the work, except as expressly provided to the contrary in
this Lease. LESSOR shall not be required to furnish any services
or facilities or to make any repairs or alterations of any kind
in or on the Property. LESSOR's election to perform any
obligation of LESSEE under this provision on LESSEE's failure or
refusal to do so shall not constitute a waiver of any right or
remedy for LESSEE's default, and LESSEE shall promptly reimburse,
defend, and indemnify LESSOR against all liability, loss, cost,
and expense arising from it.
G. Nothing contained in this Article 4 or elsewhere in
this Lease shall be deemed to impair or inhibit at any time the
discretion of the City Council or the City Planning Commission,
or other municipal bodies having jurisdiction, to grant, refuse
to grant, or to impose conditions upon the LESSEE'S conditional
use permit.
5. TERMINATION
A. Notice of LESSEE's exercise of its right to terminate
this Lease Agreement pursuant to Section 4B, above, shall be
given to LESSOR in writing by certified mail, return receipt
requested and shall be effective upon receipt of such notice by
LESSOR. Such notice of termination shall be accompanied by a
recordable Quitclaim Deed releasing all of LESSEE's interest (s)
in LESSOR's Property.
(1) Upon LESSOR's receipt of such a termination
notice, this Lease Agreement shall terminate, and such
termination shall relieve both parties of any further obligations
under this Lease Agreement although each shall continue to have
any and all remedies for any breach of a lease obligation which
occurred prior to the date of termination.
B. LESSEE, upon the expiration or termination of this
Lease Agreement, shall, within a sixty (60) -day period, remove
its personal property and fixtures and restore the Property to
its original condition, reasonable wear and tear excepted. At
LESSOR's option, when this Lease Agreement expires or is
terminated and upon advance written notice to LESSEE, LESSEE
shall leave LESSEE's improvements, other than its personal
property and fixtures, to become the property of LESSOR. LESSOR
may retain any advance rent until such removal and restoration
have been completed to LESSOR's reasonable satisfaction, but
LESSOR. shall immediately thereafter refund any unearned rent
(i.e., rent unearned on the date such removal and restoration are
completed) to LESSEE.
6. ASSIGNMENT AND SUBLETTING
A. LESSEE shall not voluntarily or involuntarily assign,
transfer or encumber its interest in this Lease Agreement or in
the Property, or sublease all or any part of the Property,
without LESSOR's prior written consent, which consent shall not
be unreasonably withheld or delayed. Any assignee or sublessee
shall expressly assume the obligations of this lease, and no such
• ,
•
assignment or subletting shall be deemed to release the original
LESSEE from its obligations under this lease.
B. Notwithstanding the preceding paragraph 6.A., LESSEE
shall not require LESSOR's consent in order to assign this lease,
or to sublease, to LESSEE's general partners or to any
"affiliate" of Los Angeles Cellular, or to any partnership in
which Los Angeles Cellular or any "affiliate" of Los Angeles
Cellular participates. As used herein, an "affiliate" of Los
Angeles Cellular shall mean any entity which controls, is
controlled by, or is under common control with Los Angeles
Cellular.
7. FIRE bR OTHFR CASUALT
A. LESSEE shall be required to purchase fire and extended
coverage insurance for all of its equipment and fixtures in the
Property at their full replacement value and shall purchase
liability insurance with a combined single limit of One Million
Dollars ($1,000,000.00), which limit may be increased from time
to time as reasonably required by LESSOR's risk manager. Such
liability insurance policy shall name the City as an additional
insured.
8. MUTUAL RELEASE• WAIVERS OF SUBROGATION
A. Each party hereby releases the other and the other's
partners, affiliates, agents and employees from liability or
responsibility for any loss or damage resulting from any cause or
hazard with respect to which fire and extended coverage insurance
is required to be carried pursuant to Article 7 of this Lease
Agreement including any loss of damage resulting from any loss of
the use of any property. These releases shall apply between the
parties, and they shall also apply to any claims under or
through either party as a result of any asserted right of
subrogation. .
B. All policies of insurance obtained by either party
pursuant to Article 7 of this Lease Agreement shall include a
clause or endorsement waiving the insurer's rights of subrogation
against the other party.
9. UTILITIES
LESSEE shall be responsible directly to the serving entities
for all utilities required for LESSEE's use of the Property, and
LESSEE shall arrange for the separate metering of electric
service and any other utilities to the Property.
10. INDEMNITIES
A. Subject to Article 8 above, LESSEE shall indemnify
LESSOR against and hold LESSOR harmless from any and all claims
of liability for or loss from personal injury and/or property
damage to the extent such claims result from or arise out of the
use and/or occupancy of the Property by LESSEE. Notwithstanding
the preceding, LESSEE does not indemnify LESSOR against any claim
to the extent that it arises from or in connection with any
negligent or intentional conduct of LESSOR or of any agent,
servant or employee of LESSOR.
B. Subject to Article 8 above, LESSOR shall indemnify
LESSEE against and hold LESSEE harmless from any and all claims
of liability for or loss from personal injury and/or property
damage to the extent such claims result from or arise out of the
use and/or occupancy of LESSOR's Property by LESSOR.
Notwithstanding the preceding, LESSOR does not indemnify LESSEE
against any claim to the extent that it arise from or in
connection with any negligent or intentional conduct of LESSEE or
of any agent, servant or employee of LESSEE.
C. With respect to Sections 10A and 10B, above, the
indemnifying party (in each case) shall defend any claim against
E-81
the indemnified part with respect to any indemnified matter and
any claim with respect to any such matter in which the
indemnified party may be impleaded and shall pay and discharge
any judgments, orders and/or decrees which may be recovered
against the indemnified party in connection with any indemnified
matter.
11. NOTICES
A. All notices hereunder must be in writing and shall be
deemed validly given if sent by certified mail, return receipt
requested, addressed as follows (or to any other mailing address
which the party to be notified may designate to the other party
by such notice). Should LESSOR or LESSEE have a change of
address, the other party shall immediately be notified as
provided in this paragraph of such change.
LESSEE: Los Angeles Cellular Telephone
Company
6045 East Slauson Avenue
Los Angeles, California 90040
Attn: Vice President of
Operations & Engineering
LESSOR: City of Rancho Palos Verdes
30940 Hawthorne Boulevard
Rancho Palos Verdes, CA 90274-
5391
(1) The following data is informational only and may
be changed in the manner described above for altering mailing
addresses. Street addresses (if such addresses are different
from the parties' mailing addresses) and phone numbers where the
parties may be contacted are as follows:
LESSEE: 6045 East Slauson Avenue
Los Angeles, California 90040
(213) 721-3939
Contact: Real Estate Manager
LESSOR: (213) 377-0360
If the address or phone number where either party may
be contacted is changed, such party will immediately notify the
other party of such change.
12. SALE OR TRANSFER BY LESSOR
Should LESSOR, at any time during the term of this Lease
Agreement, sell, lease, transfer or otherwise convey all or any
part of LESSOR's Property to any transferee other than LESSEE,
then such transfer shall be under and subject to this Lease
Agreement and LESSEE's rights hereunder, and any transfer by
LESSOR of any portion of LESSOR's Property underlying the
easement herein granted shall be under and subject to the rights
of LESSEE in and to such easement.
13. RECORDING
Notice of this Lease Agreement shall be placed in the public
record by LESSEE's recording a "Memorandum of Lease Agreement" in
the form which is attached hereto as Exhibit "B". Such document
shall be executed by the parties before a notary at the same time
as this Lease Agreement is executed. LESSEE shall have such
document recorded at the County Recorder's Office in the county
where the Property is located.
14. MISCELLANEOUS PROVISIONS
A. LESSOR represents, covenants and warrants that LESSEE,
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upon paying the rent and performing the covenants herein
provided, shall peaceably and quietly have, hold and enjoy the
Property. LESSOR shall have the right to install or permit the
installation of other antennae and antenna structures on LESSOR's
Property provided that all such, antennae comply with all
applicable federal, state and local rules and regulations, and
provided further, that if any such antenna or antenna structure
interferes with LESSEE's use of the Property, LESSOR shall cause
such additional antenna or antenna structure to be modified so
that it shall not interfere with LESSEE's use of the Property, or
it shall be removed.
B. It is agreed and understood that this Lease Agreement
contains all agreements, promises and understandings between
LESSOR and LESSEE, and no verbal or oral agreements, promises or
understandings shall or will be binding upon either LESSOR or
LESSEE, and any addition, variation or modification to this Lease
Agreement shall be void and ineffective unless made in writing
and signed by the parties hereto.
C. This Lease Agreement and the performance hereof shall
be governed, interpreted, construed and regulated by the laws of
the State of California.
A. This Lease Agreement, and each and every covenant and
condition of this Lease Agreement, is intended to benefit the
Property and shall extend to and bind the heirs, personal
representatives, successors and assigns of the parties hereto.
E. The parties agree that all of the provisions hereof
shall be construed as both covenants and conditions, the same as
if the words importing such covenants and conditions had been
used in each separate paragraph.
F. The language of all of the parts of this Lease
Agreement shall be construed simply and according to its fair
meaning, and this Lease Agreement shall never be construed either
for or against either party.
G. At LESSOR's option, this Lease Agreement shall be
subordinate to any mortgage by LESSOR which from time to time may
encumber all or any part of the Property or of the easement,
provided that every such mortgagee shall recognize (in writing
and in a form acceptable to LESSEE's counsel) the validity of
this Lease Agreement in the event of a foreclosure of LESSOR's
interest and also LESSEE's right to remain in occupancy and have
access to the Property as long as LESSEE is not in default of
this Lease Agreement. LESSEE shall execute whatever instruments
may reasonably be required to evidence this subordination.
H. If LESSOR substantially breaches any material covenant,
agreement or promise contained in this Lease Agreement or
contained in any mortgage or deed of trust superior to LESSEE's
estate hereunder (other than any mortgage or deed of trust as to
which LESSEE has obtained a nondisturbance agreement in
accordance with Section G) or contained in any lease under which
LESSOR holds title to any portion of LESSOR's Property and if
LESSOR fails to commence to cure such breach within thirty (30)
days after receiving a written notice exactly specifying the
violation from LESSEE (or if LESSOR fails thereafter to
diligently prosecute the cure to completion), then LESSEE may
enforce any and all of its rights and/or remedies hereunder or by
law provided or it may (although it shall not be obligated to do
so) cure LESSOR's breach and/or perform its obligations (on
LESSOR's behalf and at LESSOR's expense) and deduct from its rent
or require the LESSOR to reimburse all reasonable costs and
expenses incurred in connection with such cure and/or
performance plus interest (from the date that such costs and
expenses are incurred until reimbursement) at ten percent (10%)
per annum.
I. If any portion of this Lease Agreement is declared by a
E-83
court of competent jurisdiction to be invalid or unenforceable,
then such portion shall be deemed modified to the extent
necessary in such court's opinion to render such portion
enforceable and, as so modified, such portion and the balance of
this Lease Agreement shall continue in full force and effect.
J. If either part institutes any action or proceeding in
court to enforce any provision(s) hereof, or any action for
damages by reason of any alleged breach of any of the provisions
hereof, then the prevailing party in any such action or
proceeding shall be entitled to receive from the losing party
such amount as the court may adjudge to be reasonable attorneys'
fees for the services rendered to the prevailing party, together
with its other reasonable litigation costs and expenses.
K. In addition to the other remedies provided for in this
Lease Agreement, LESSOR and LESSEE shall be entitled to immediate
restraint by injunction of any violation or attempted or
threatened violation of any of the covenants, conditions or
provisions herein contained.
L. The captions of the articles and sections of this Lease
Agreement are for convenience of reference only and shall not
affect the interpretation of this lease or limit or amplify any
of its terms or provisions.
15. DEFAULTS AND REMEDIES
A. The occurrence of any one or more of the following
events shall constitute a material default and breach of this
Lease by LESSEE:
(1) The abandonment of the Property by LESSEE.
(2) The failure by LESSEE to make any payment of rent
or any other payment required to be made by LESSEE hereunder, as
and when due, where such failure shall continue for a period of
three (3) business days after written notice thereof is received
by LESSEE.
(3) The failure by LESSEE to observe or perform any of
the covenants, conditions or provisions of this lease to be
observed or performed by LESSEE, other than as described in
Subsection 15 A (2), above, where such failure shall continue for
a period of thirty (30) days after written notice thereof is
received by LESSEE; provided, however that if the nature of
LESSEE's default is such that more than thirty (30) days are
reasonably required for its cure, then LESSEE shall not be deemed
to be in default if LESSEE commenced such cure within said thirty
(30) -day period and thereafter diligently prosecutes such cure to
completion.
(4) The making by LESSEE of any general arrangement or
assignment for the benefit of creditors, LESSEE becoming a
"DEBTOR" as defined in 11 U.S.C. 101 or any successor statute
thereto (unless, in the case of a petition filed against LESSEE,
the same is dismissed within sixty (60) days), the appointment of
a trustee or receiver to take possession of substantially all of
LESSEE's assets located at the Property or of LESSEE's interest
in this lease, where possession is not restored to LESSEE within
thirty (30) days, or the attachment, execution or other judicial
seizure of substantially all of LESSEE's assets located at the
Property. or of LESSEE's interest in this lease, where such
seizure is not discharged within thirty (30) days.
B. In the event of any such material default or breach by
LESSEE, LESSOR may at any time thereafter, with or without notice
or demand and without limiting LESSOR in the exercise of any
right or remedy which LESSOR may have by reason of such default
or breach:
(1) Terminate LESSEE's right to possession of the
Property by any lawful means, in which case this lease shall
•
terminate and LESSEE shall immediately surrender possession of
the Property to LESSOR. In such event, LESSOR shall be entitled
to recover from LESSEE all damages incurred by LESSOR by reason
of LESSEE's default including, but not limited to, the cost of
recovering possession of the Property, expenses of reletting
including necessary renovation and alternation of the Property,
and reasonable attorney's fees and the worth at the time of award
by the court having jurisdiction thereof of the amount by which
the unpaid rent for the balance of the term after the time of
such award exceeds the amount of such rental loss for the same
period that LESSEE proves could reasonably be avoided.
(2) Maintain LESSEE's right to possession in which
case this lease shall continue in effect whether or not LESSEE
shall have abandoned the Property. In such event, LESSOR shall
be entitled to enforce all of LESSOR's rights and remedies under
this lease, including the right to recover the rent as it becomes
due hereunder.
(3) Pursue any other remedy now or hereafter available
to LESSOR under the laws or judicial decisions of California.
Unpaid installments of rent and other unpaid monetary obligations
of LESSEE under the terms of this lease shall incur a five
percent (5%) late charge if not paid within, and bear interest
from, three (3) business days after LESSEE receives notice that
they are overdue at the maximum rate then allowable by law.
(4) In the event of the occurrence of any of the
events specified in Section 15 A, above, if LESSOR shall not
choose to exercise, or by law shall not be able to exercise, its
rights hereunder to terminate this lease upon the occurrence of
such events, then, in addition to any other rights of LESSOR
hereunder or by law, neither LESSEE, as debtor-in-possession, nor
any trustee or other person (hereinafter collectively called the
"Assuming LESSEE") shall be entitled to assume this Lease
unless, on or -before the date of such assumption, the Assuming
Lessee (a) cures, or provides adequate assurance that the
Assuming Lessee will promptly cure any existing default under
this lease, (b) compensates, or provides adequate assurance that
the Assuming Lessee will promptly compensate, LESSOR for any
pecuniary loss (including, without limitation, attorneys' fees
and disbursements) resulting from such default, and (c) provides
adequate assurance of future performance under this lease, it
being covenanted and agreed by the parties that, for such
purposes, any cure or compensation shall be effected by the
immediate payment of any monetary default or any required
compensation, or the immediate correction or bonding of any
non -monetary default; any "adequate assurance" of future
performance shall be effected by the establishment of an escrow
fund for the amount at issue or by bonding, it being covenanted
and agreed by LESSOR and LESSEE that the foregoing provision is a
material part of this lease.
16. ESTOPPEL CERTIFICATES
Each party, within ten (10) days after notice from the other
party, shall execute and deliver to the other party, in
recordable form, a certificate stating that this lease is
unmodified and in full force and effect, or in full force and
effect as modified, and stating the modifications. The
certificate also shall state the amount of annual rent, the dates
to which the rent has been paid in advance, and the amount of any
prepaid rent. Failure to deliver the certificate within the ten
(10) -day period shall be conclusive upon the party failing to
deliver the certificate, for the benefit of the party requesting
the certificate and any successor to the party requesting the
certificate, that this lease is in full force and effect and has
not been modified except as may be represented by the party
requesting the certificate.
(SIGNATURE PAGE FOLLOWS)
E-85
114 WITNESS WHEREOF, LESSOR and LESSEE have duly executed
this Lease Agreement on the day and year first above written.
LESSOR: CITY OF RANCHO PALOS VERDES
By: _
Name:
Attest:
Name:
City Clerk
Approved as to form:
Name:
Assistant City Attorney
LESSEE: LOS ANGELES CELLULAR TELEPHONE
COMPANY, a California general
partnership
By:
Its: President and General Manager
ranc2.lse
881,61-1302007 R
7
TICOR TITLE INSURANCE COMPANY OF CALIFORNIA
DESCRIPTION:
THAT PORTION OF BLOCK "H", AS SHOWN ON MAP OF THE RANCHO LOS PALOS VERDES, IN
THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, ALLOTTED TO JOTHAM BIXBY, BY
DECREE IN PARTITION IN THE ACTION "BIXBY, ET AL. VS. VEN, ET AL", CASE NO.
2373, IN THE DISTRICT COURT OF THE 17TH JUDICIAL DISTRICT OF THE STATE OF
CALIFORNIA, IN AND FOR THE COUNTY OF LOS ANGELES AND ENTERED IN BOOK 4 PAGE 57
OF JUDMENTS, IN THE SUPERIOR COURT OF SAID COUNTY, DESCRIBED AS FOLLOWS:
COMMENCING AT A POINT, SAID POINT BEING THE COUNTY OF LOS ANGELES,
TRIANGULATION MONUMENT SAN PEDRO HILLS D-7, AND HAVING STATE COORDINATES OF
NORTH 4,019,330.05, EAST 4,164,224.94, SAID POINT BEING LOCATED ON A POINT OF
LAND NORTH OF PALOS VERDES DRIVE, OVERLOOKING POINT VICENTE LIGHTHOUSE; THENCE
NORTH 53 DEGREES 31 MINUTES 58 SECONDS EAST 415.07 FEET TO THE CENTER OF THE
NORTHWEST GUN TURRET OF BATTERY 240; THENCE NORTH 51 DEGREES 59 MINUTES 13
SECONDS EAST 55.00 FEET; THENCE NORTH 38 DEGREES 00 MINUTES 47 SECONDS WEST
56.15 FEET TO THE TRUE POINT OF BEGINNING; THENCE NORTH 36 DEGREES 00 MINUTES
43 SECONDS EAST 19.31 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE
SOUTHERLY, HAVING A RADIUS OF 105.00 FEET; THENCE EASTERLY ALONG SAID CURVE
THROUGH A CENTRAL ANGLE OF 60 DEGREES 58 MINUTES 07 SECONDS, A DISTANCE OF
111.73 FEET; THENCE SOUTH 83 DEGREES 01 MINUTES 10 SECONDS EAST 69.38 FEET;
THENCE SOUTH 86 DEGREES 20 MINUTES 48 SECONDS EAST 212.34 FEET; THENCE NORTH
01 DEGREES 46 MINUTES 52 SECONDS WEST 109.94 FEET; THENCE NORTH 81 DEGREES 44
MINUTES 11 SECONDS EAST 278.53 FEET;
THENCE SOUTH 88 DEGREES 50 MINUTES 35 SECONDS EAST 60.40 FEET; THENCE SOUTH 71
DEGREES 55 MINUTES 48 SECONDS EAST 57.83 FEET; THENCE SOUTH 62 DEGREES 00
MINUTES 18 SECONDS EAST 226.14 FEET; THENCE NORTH'62 DEGREES 19 MINUTES 00
SECONDS EAST 84.12 FEET TO A POINT IN THE SOUTH RIGHT—OF—WAY LINE OF HAWTHORNE
BOULEVARD, SAID POINT BEING A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A
RADIUS OF 550.00 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE, THROUGH A
CENTRAL ANGLE OF 02 DEGREES 18 MINUTES 26 SECONDS, A DISTANCE OF 22.15 FEET;
THENCE SOUTH 62 DEGREES 19 MINUTES 00 SECONDS WEST 79.98 FEET; THENCE SOUTH 84
DEGREES 31 MINUTES 12 SECONDS WEST 216.25 FEET; THENCE NORTH 02 DEGREES 24
MINUTES 09 SECONDS WEST 55.04 FEET; THENCE NORTH 87 DEGREES 34 MINUTES 50
SECONDS WEST 231.16 FEET; THENCE SOUTH 02 DEGREES 23 MINUTES 42 SECONDS EAST
78.06 FEET; THENCE NORTH 83 DEGREES 00 MINUTES 49 SECONDS WEST 166.47 FEET;
THENCE NORTH 86 DEGREES 20 MINUTES 48 SECONDS WEST 212.35 FEET; THENCE NORTH
83 DEGREES 01 MINUTES 10 SECONDS WEST 69.96 FEET TO A POINT BEING A TANGENT
CURVE CONCAVE SOUTHERLY, HAVING A RADIUS OF 85.00 FEET; THENCE WESTERLY ALONG
SAID CURVE, THROUGH A CENTRAL ANGLE OF 60 DEGREES 58 MINUTES 07 SECONDS, A
DISTANCE OF 90.54 FEET; THENCE SOUTH 36 DEGREES 00 MINUTES 43 SECONDS WEST
25.04 FEET; THENCE NORTH 38 DEGREES 00 MINUTES 47 SECONDS WEST 20.80 FEET TO
THE TRUE POINT OF BEGINNING.
8525159 PAGE 04 E-87
1,4jJ r111g C1CJ liCll U1Q1 1CLCFL11)11C 11,ll111FIAlly
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
Los Angeles Cellular Telephone Company
6045 East Slauson Avenue
Los Angeles, California 90040
Attention: Vice President of Operations and Engineering
MEMORANDUM OF LEASE
THIS MEMORANDUM OF LEASE ("Memorandum of Lease") is made this day of __�_�.,�,_, 19.88_,
betweenno__res
as Landlord ("Landlord") and LOS ANGELES CELLULAR TELEPHONE COMPANY, a California general partnership, as Tenant
("Tenant"), who agree as follows:
Landlord has leased to Tenant and Tenant has leased from Landlord those certain portions of that certain Property, more
particularly described in the Lease ("Premises") in the City of - zaRGhQ-RY, , County of _Los- ejer, —, State of
California, commonly known as 30940 Hawthorne BLyd.._,_Ran_cho Pal os VP_rcjp.q, ('A 909 4
__. more particularly described in Exhibit "A" attached hereto ("Property"), for a term
commencing on 19—, and ending five (_5_ ) years thereafter ("Initial Term"), with an option of
Tenant to extend the Initial Term for two (_2._) consecutive periods of dive (J—) years each ("Additional
Terms''), on the terms and conditions set forth in said Lease, all the terms and conditions of which Lease, including, without
limitation, the Easements as more particularly described therein, are made a part hereof as though fully set forth herein. During
the Initial Term and any Additional Terms of the Lease, Landlord shall not subordinate the Lease to any deed of trust or other
Senior Interest without obtaining a Non -Disturbance and Attornment Agreement from the proposed lender or other Senior
Interest holder, nor shall it permit the construction of any improvements on any property controlled by Landlord which might
Interfere or compete with Tenants use of the Premises, including the optimum functioning of its Communications Facility located
thereon, all as more fully set forth in the Lease.
Tenant shall have the absolute and unconditional right from time to time to grant to any person or entity a security interest
(including, without limitation, a security interest of first lien priority) in some or all of the Communications Facility and/or any of
Tenant's furniture, fixtures, equipment -and/or other property utilized or to be utilized in connection therewith ("Equipment
Financing") and/or to assign or pledge Tenant's interest in this Lease and the Premises, including the Easements, to any person or
entity for purposes of financing its equipment or for the operation of its business ("Leasehold Assignment"), and to record against
Tenant's interest In the Premises any instruments or documents as may be required with respect to such Equipment Financing or
Leasehold Assignment. Landlord understands and agrees that Landlord shall not acquire any right to or interest in the
Communications Facility and/or any of Tenant's furniture, fixtures, equipment and/or other property utilized or to be utilized in
connection therewith notwithstanding the law of fixtures and/or the manner in which same are affixed to or placed on the
Premises or otherwise. Accordingly, Landlord understands and agrees that Landlord shall not grant, create or purport to grant or
create any security interest whatsoever in the Communications Facility and/or any of Tenants furniture, fixtures, equipment and/
or other property utilized or to be utilized in connection therewith.
This Memorandum of Lease is prepared for the purpose of recordation, and in no way modifies the provisions of the Lease
IN WITNESS WHEREOF, the parties have executed this Memorandum of Lease on the date first above written.
LANDLORD:
By:
Its:
By:
Its:
TENANT:
LOS ANGELES CELLULAR TELEPHONE COMPANY,
a California general partnership
Its: President and General Manager
[Acknowledgments to be affixed to this signature page.]
(Legal Description of Property to be attached as Exhibit "A" to this document]
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3334 ViN ♦.�iv� . �. �.... � �... �______
OF CALIFORNIA, IN -AND FOR THE COUNTY OF IAS ANGELES AND ENTERED
IN L"K 4 PAGE 57 OF JUDGMENTS, IN THE SUPERIOR COURT OF SAID
COUNTY, DESCRIBED AS FOLLOWS.
COMMENCING AT A POINT, SAID POINT BEING THE COUNTY OF LOS
ANGELES, TRIANGULATION MONUMENT SAN PEDRO HILLS D-7, AND HAVING
STATE COORDINATES OF NOR'T'H 4,019,330.05, EAST 4,164,224.94,
SAID POINT BEING LOCATED ON A POINT OF LAND NORTH OF'PALOS
VERDES DRIVE, OVERLOOKING; POINT VICENTE LIGHTHOUSE; THENCE
N 53'31'580E 415.07 FEET TO THE CENTER OF THE NORTHWEST GUN
TURRET OF BATTERY 240; THENCE N 51'59113"E 55.00 FEET; THENCE
N 30'001474W 56.15 FEET TO THE TRUE POINT OF BEGINNING; THENCE
N 36'00'43"E 19.31 FEET TO THE BEGINNING OF A TANGENT CURVE
CONCAVE SOUTHERLY, HAVING A RADIOS OF 105.00 FEET; THENCE
EASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 60'58107",
A DISTANCE OF 111.73 FEET; THENCE S 83101110"E 69.38 FEET;
THENCE S 86'20148"E 212.34 FEET; THENCE N 01'46152"W 109.94
FEET; THENCE N 81'44'11"E 278.53 FEET;
THENCE S 88'50135"E 60.40 FEET; S 71'55148"E 57.83 FEET; THENCE
S 62.00118"t 226.14 FEET; THENCE N 62019100"E 84.12 FEET TO A
POINT IN THE SOUTH RIGHT-OF-WAY LINE OF HAWTHORNE BOULEVARD,
SAID POINT BEING A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A
RADIUS OF 550.00 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE,
THROUGH A CENTRAL ANGLE OF 02.18'26", A DISTANCE OF 22.15 FEET;
THENCE, S62'19100"W 79.98 FEET; THENCE, S 84'31112"W 216.25
FEET; THENCE N 02'24109"W 55.04 FEET; THENCE N 87.34"50"W
231.16 FEET; THENCE S 02.23142"E 78.06 FEET; THENCE
N 83'00149"W 166.47 FEET; THENCE N 86'20048"W 212.35 FEET;
THENCE N 83'01'100W 69.96 FEET TO A POINT BEING A TANGENT CURVE
CONCAVE SOUTHERLY, HAVING A RADIUS OF 85.00 FEET; THENCE
WESTERLY ALONG SAID CURVE, THROUGH A CENTRAL ANGLE OF
60'58107", A DISTANCE OF 90.54 FEET; THENCE S 36'00143"W 25.04
FEET; THENCE N 38100147"W 20.80 FEET TO THE TRUE POINT OF
BEGINNING.
DESCRIPTION OF LEASE SITE:
THAT PORTION OF THE ABOVE DESCRIBED UNDERLYING PROPERTY
DESCRIBED AS FOLLOWS:
COMMENCING AT A POINT ON THAT CERTAIN NORTHERLY LINE OF SAID
UNDERLYING PROPERTY RECITED AS N 81'44111"E 278.53 FEET
DISTANT THEREFROM N 81'44'11"E 79.30 FEET FROM ITS WESTERLY
MOST TERMINUS THEREOF; THENCE S 02'50109"E 11.17 FEET TO A
POINT, SAID POINT BEING A CORNER OF AN EXISTING TWO-STORY
BUILDING AND SAME POINT BEING THE TRUE POINT OF BEGINNING OF
THIS DESCRIPTION; THENCE, ALONG THE BUILDING WALL,
1. S 02.50'09"E 3.00 FEET; THENCE,
2. S 87.09'57"W 29.00 FEET; THENCE,
3. N 02.50109"W 16.00 FEET PASSING THROUGH THE ABOVE
MENTIONED NORTHERLY LINE OF SAID UNDERLYING PROPERTY; THENCE,
4. N 87'09'15"E 29.00 FEET; THENCE,
5. S 02.50109"E 13.00 FEET TO THE POINT Or' BEGINNING;
CONTAINING 464 SQUARE FEET; 0.011 ACRES.
DESCRIPTION OF LEASE SITE: (ALTERNATE SHELTER SITE)
THAT PORTION OF THE ABOVE DESCRIBED UNDERLYING PROPERTY
DESCRIBED AS FOLLOWS:
COMMENCING AT A POINT ON THAT CERTAIN NORTHWESTERLY LINE OF
SAID UNDERLYING PROPERTY RECITED AS N 01'46'52"W 109.94 FEET
DISTANT THEREFROM N 01'46'52"W 26.75 FEET FROM ITS SOUTHERLY
TERMINUS THEREOF; THENCE N 88.1310811E 80.54 FEET TO A POINT,
SAID POINT BEING A CORNER OF AN EXISTING TWO STORY OFFICE
BUILDING; THENCE, S 02'50009"E 14.00 FEET 710 POINT OF
BEGINNING OF THIS DESCRIPTION; THENCE,
1.
S
87"09151"W
13.00
FEET;
THENCE,
2.
S
02.50'09"E
15.00
FEET;
THENCE,
3.
N
87'09'51"E
30.00
FEET;
THENCE,
4.
N
02'50109"W
15.00
FEET;
THENCE,
5.
S
87`09'51"W
17.00
FEET
TO POINT OF BEGINNING.
LACT CELL SITE I?A,�
30940 HAWTHOFFf�N LVD.
88161 1302007 R L x'j�; L. 777
TICOR TITLE INSURANCE. COMPANY OF CALIFORNIA
333 S. GRAND AVE., SUITE 700, LOS ANGELES, CA. 90071 TEL. (213) 617-6300
JUNE 9, 1988
TO: TICOR TITLE INSURANCE COMPANY OF CALIFORNIA
333 SOUTH GRAND, STE. 700
LOS ANGELES, CALIFORNIA 90071
ATTENTION: JACK WORTHINGTON
YOUR REFERENCE: 8347062
OUR NO. : 8525159
IN RESPONSE TO THE ABOVE REFERENCED APPLICATION FOR A POLICY OF
TITLE, INSURANCE, TICOR TITLE INSURANCE COMPANY OF CALIFORNIA HEREBY
REPORTS THAT IT IS PREPARED TO ISSUE, OR CAUSE TO BE ISSUED, AS OF THE
DATE HEREOF, A POLICY OR POLICIES OF TITLE INSURANCE DESCRIBING THE LAND
AND THE ESTATE OR INTEREST THEREIN HEREINAFTER SET FORTH, INSURING
AGAINST LOSS WHICH MAY BE SUSTAINED BY REASON OF ANY DEFECT, LIEN OR
ENCUMBRANCE NOT SHOWN OR REFERRED TO AS AN EXCEPTION BELOW OR NOT
EXCLUDED FROM COVERAGE PURSUANT TO THE PRINTED SCHEDULES, CONDITIONS AND
STIPULATIONS OF SAID POLICY FORMS.
THE PRINTED EXCEPTIONS AND EXCLUSIONS FROM THE COVERAGE OF SAID
POLICY OR POLICIES ARE SET FORTH ON THE ATTACHED COVER. COPIES OF THE
POLICY FORMS SHOULD BE READ. THEY ARE AVAILABLE FROM THE OFFICE WHICH
ISSUED THIS REPORT.
THIS REPORT (AND ANY SUPPLEMENTS OR AMENDMENTS THERETO) IS ISSUED
SOLELY FOR THE PURPOSE OF FACILITATING THE ISSUANCE OF A POLICY OF TITLE
INSURANCE AND NO LIABILITY -IS ASSUMED HEREBY. IF IT IS DESIRED THAT
LIABILITY BE ASSUMED PRIOR TO THE ISSUANCE OF A POLICY OF TITLE
INSURANCE, A BINDER OR COMMITMENT SHOULD BE REQUESTED.
DATED AT 7:30 A.M. AS OF JUNE 3, 1988
TITLE OFFICER: NATE GLOVER AND CLARK MC KINNON PHONE NO. (213) 617-6389
THE FORM OF POLICY OF TITLE INSURANCE CONTEMPLATED BY THIS REPORT IS:
CLTA STANDARD COVERAGE POLICY - 1973 (AMENDED 12-6-85 AND 2-20-86)
TITLE TO THE ESTATE OR INTEREST REFERRED TO HEREIN, AT THE DATE
HEREOF, IS VESTED IN:
CITY OF RANCHO PALOS VERDES.
E-92
88161 1302007 R 7
TICOR TITLE INSURANCE COMPANY OF CALIFORNIA
THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED TO
COVERED BY THIS REPORT IS: A FEE.
AT THE DATE HEREOF EXCEPTIONS TO COVERAGE IN ADDITION TO THE PRINTED
EXCEPTIONS AND EXCLUSIONS CONTAINED IN SAID POLICY FORM WOULD BE AS
FOLLOWS:
1. GENERAL AND SPECIAL COUNTY AND/OR CITY TAXES FOR THE FISCAL YEAR
1987-1988 ARE UNASSESSED INASMUCH AS SAID LAND IS OWNED BY CITY OF RANCHO
PALOS VERDES.
2. THE LIEN OF SUPPLEMENTAL TAXES, IF ANY, ASSESSED PURSUANT TO THE
PROVISIONS OF CHAPTER 3.5 (COMMENCING WITH SECTION 75) OF THE REVENUE
AND TAXATION CODE OF THE STATE OF CALIFORNIA.
3. AN EASEMENT AFFECTING THE PORTION OF SAID LAND AND FOR THE
PURPOSES STATED HEREIN, AND INCIDENTAL PURPOSES,
IN FAVOR OF : COUNTY OF LOS ANGELES
(NO REPRESENTATION IS MADE AS TO THE PRESENT OWNERSHIP OF SAID EASEMENT)
FOR : ROAD --
RECORDED : NOVEMBER 4, 1964 AS INSTRUMENT NO. 5377
AFFECTS : THAT PORTION OF SAID LAND DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHEASTERLY CORNER OF THAT CERTAIN PARCEL OF LAND
DESIGNATED AS TRACT NO. 240 AND DESCRIBED IN THE FINAL JUDGMENT IN CIVIL NO.
2150-I, RECORDED IN BOOK 20216 PAGE 103, OFFICIAL RECORDS, IN THE OFFICE OF
THE COUNTY RECORDER OF SAID COUNTY; THENCE ALONG THE NORTHEASTERLY BOUNDARY OF
SAID CERTAIN PARCEL, SOUTH 7 DEGREES 52 MINUTES 04 SECONDS WEST 181.01 FEET TO
THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE NORTHEAST, HAVING A RADIUS OF
550.00 FEET; THENCE SOUTHERLY AND SOUTHEASTERLY ALONG SAID CURVE THROUGH A
CENTRAL ANGLES OF 65 DEGREES 17 MINUTES 20 SECONDS, AN ARC DISTANCE OF 626.73
FEET TO THE NORTHWESTERLY CORNER OF A PARCEL OF LAND DESIGNATED AS TRACT NO.
A-101 AND DESCRIBED IN THE DECLARATION OF TAKING, RECORDED IN BOOK 44965 PAGE
87, OFFICIAL RECORDS OF SAID RECORDER'S OFFICE; THENCE NORTH 57 DEGREES 31
MINUTES 24 MINUTES WEST 104.38 FEET; THENCE NORTH 48 DEGREES 27 MINUTES 05
SECONDS WEST 114.28 FEET TO THE BEGINNING OF A CURVE, HAVING A RADIUS OF 575
FEET AND CONCENTRIC WITH THE CURVE FIRST ABOVE DESCRIBED; THENCE NORTHWESTERLY
ALONG SAID CURVE, FROM A TANGENT BEARING NORTH 35 DEGREES 13 MINUTES 11
SECONDS WEST, THROUGH A CENTRAL ANGLE OF 28 DEGREES 38 MINUTES 52 SECONDS, A
DISTANCE OF 287.50 FEET; THENCE ALONG A NON -TANGENT LINE, NORTH 12 DEGREES 24
MINUTES 56 SECONDS EAST 104.14 FEET TO A POINT IN SAID NORTHEASTERLY BOUNDARY
LINE OF TRACT NO. 240; THENCE NORTH 66 DEGREES 29 MINUTES 55 SECONDS WEST
146.85 FEET; THENCE NORTH 7 DEGREES 52 MINUTES 04 SECONDS EAST 142.47 FEET TO
THE NORTHERLY BOUNDARY OF SAID =RACT NO. 240; THENCE NORTH 82 DEGREES 28
MINUTES 30 SECONDS EAST 745.21 FEET TO THE POINT OF BEGINNING.'
E-93
88161 1302007 R f
TICOR TITLE INSURANCE COMPANY OF CALIFORNIA
4. WATER RIGHTS, CLAIMS OR TITLE TO WATER,
WHETHER OR NOT SHOWN BY THE PUBLIC RECORDS.
777
5. PURSUANT TO SECTIONS 480.3 AND 480.4 OF THE REVENUE AND TAXATION
CODE, THE COUNTY RECORDER'S OFFICE WILL LEVY AN ADDITIONAL $20.00
RECORDING FEE UPON ALL DOCUMENTS THAT ARE NOT IN COMPLIANCE WITH SAID
CODE. TO AVOID BEING ASSESSED THE ADDITIONAL FEE, PLEASE HAVE THE
BUYER OR TRANSFEREE COMPLETE THE PRELIMINARY CHANGE OF OWNERSHIP REPORT
AND ATTACH TO THE APPROPRIATE DOCUMENT.
NOTE 1: THIS IS A STANDARD FORM REPORT ONLY. IT WILL BE SUPPLEMENTED
TO REFLECT SUCH ADDITIONAL MATTERS AS ARE DISCLOSED BY OUR FIELD
INVESTIGATION'AND EXTENDED COVERAGE SURVEY SUPPLIED'BY THE CUSTOMER.
IN ORDER TO AVOID ANY LAST MINUTE DELAY, SAID SURVEY SHOULD BE SUBMITTED
WELL IN ADVANCE OF THE CONTEMPLATED CLOSING DATE, BECAUSE THE FIELD
INVESTIGATION IS NOT MADE UNTIL AFTER THE SURVEY IS RECEIVED AND
EXAMINED.
E-94
88161 1302007 R 777
TICOR TITLE INSURANCE COMPANY OF CALIFORNIA
DESCRIPTION:
THAT PORTION OF BLOCK "H", AS SHOWN ON MAP OF THE RANCHO LOS
THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, ALLOTTED TO
DECREE IN PARTITION IN THE ACTION "BIXBY, ET AL. VS. VEN, ET
2373, IN THE DISTRICT COURT OF THE 17TH JUDICIAL DISTRICT OF
CALIFORNIA, IN AND FOR THE COUNTY OF LOS ANGELES AND ENTERED
OF JUDMENTS, IN THE SUPERIOR COURT OF SAID COUNTY, DESCRIBED
PALOS VERDES, IN
JOTHAM BIXBY, BY
AL", CASE NO.
THE STATE OF
IN BOOK 4 PAGE 57
AS FOLLOWS:
COMMENCING AT A POINT, SAID POINT BEING THE COUNTY OF LOS ANGELES,
TRIANGULATION MONUMENT SAN PEDRO HILLS D-7, AND HAVING STATE COORDINATES OF
NORTH 4,019,330.05, EAST 4,164,224.94, SAID POINT BEING LOCATED ON A POINT OF
LAND NORTH OF PALOS VERDES DRIVE, OVERLOOKING POINT VICENTE LIGHTHOUSE; THENCE
NORTH 53 DEGREES 31 MINUTES 58 SECONDS EAST 415.07 FEET TO THE CENTER OF THE
NORTHWEST GUN TURRET OF BATTERY 240; THENCE NORTH 51 DEGREES 59 MINUTES 13
SECONDS EAST 55.00 FEET; THENCE NORTH 38 DEGREES 00 MINUTES 47 SECONDS WEST
56.15 FEET TO THE TRUE POINT OF BEGINNING; THENCE NORTH 36 DEGREES 00 MINUTES
43 SECONDS EAST 19.31 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE
SOUTHERLY, HAVING A RADIUS OF 105.00 FEET; THENCE EASTERLY ALONG SAID CURVE
THROUGH A CENTRAL ANGLE OF 60 DEGREES 58 MINUTES 07 SECONDS, A DISTANCE OF
111.73 FEET; THENCE SOUTH 83 DEGREES 01 MINUTES 10 SECONDS EAST 69.38 FEET;
THENCE SOUTH 86 DEGREES 20 MINUTES 48 SECONDS EAST 212.34 FEET; THENCE NORTH
01 DEGREES 46 MINUTES 52 SECONDS WEST 109.94 FEET; THENCE NORTH 81 DEGREES 44
MINUTES 11 SECONDS EAST 278.53 FEET;
THENCE SOUTH 88 DEGREES 50 MINUTES 35 SECONDS EAST 60.40 FEET; THENCE SOUTH 71
DEGREES 55 MINUTES 48 SECONDS EAST 57.83 FEET; THENCE SOUTH 62 DEGREES 00
MINUTES 18 SECONDS EAST 226.14 FEET; THENCE NORTH 62 DEGREES 19 MINUTES 00
SECONDS EAST 84.12 FEET TO A POINT IN THE SOUTH RIGHT-OF-WAY LINE OF HAWTHORNE
BOULEVARD, SAID POINT BEING A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A
RADIUS OF 550.00 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE, THROUGH A
CENTRAL ANGLE OF 02 DEGREES 18 MINUTES 26 SECONDS, A DISTANCE OF 22.15 FEET;
THENCE SOUTH 62 DEGREES 19 MINUTES 00 SECONDS WEST 79.98 FEET; THENCE SOUTH 84
DEGREES 31 MINUTES 12 SECONDS WEST 216.25 FEET; THENCE NORTH 02 DEGREES 24
MINUTES 09 SECONDS WEST 55.04 FEET; THENCE NORTH 87 DEGREES 34 MINUTES 50
SECONDS WEST 231.16 FEET; THENCE SOUTH 02 DEGREES 23 MINUTES 42 SECONDS EAST
78.06 FEET; THENCE NORTH 83 DEGREES 00 MINUTES 49 SECONDS WEST 166.47 FEET;
THENCE NORTH 86 DEGREES 20 MINUTES 48 SECONDS WEST 212.35 FEET; THENCE NORTH
83 DEGREES 01 MINUTES 10 SECONDS WEST 69.96 FEET TO A POINT BEING A TANGENT
CURVE CONCAVE SOUTHERLY, HAVING A RADIUS OF 85.00 FEET; THENCE WESTERLY ALONG
SAID CURVE, THROUGH A CENTRAL ANGLE OF 60 DEGREES 58 MINUTES 07 SECONDS, A
DISTANCE OF 90.54 FEET; THENCE SOUTH 36 DEGREES 00 MINUTES 43 SECONDS WEST
25.04 FEET; THENCE NORTH 38 DEGREES 00 MINUTES 47 SECONDS WEST 20.80 FEET TO
THE TRUE POINT OF BEGINNING.
8525159 PAGE 04 E-95
88i6l' 1302.007 R
TICOR TITLE INSURANCE. COMPANY OF CALIFORNIA
100 PER CENT RATE.
NG:7
777
8525159 PAGE 05 E-96
FIRST AMENDMENT TO LEASE AGREEMENT
THIS FIRST AMENDMENT TO LEASE AGREEMENT ("Amendment") is
entered into and effective as of the 3rd day of June 2008, by and between the
CITY OF RANCHO PALOS VERDES ("LESSOR") and NEW CINGULAR
WIRELESS PCS, LLC ("LESSEE"), formerly known as LA Cellular and AT&T
Wireless.
RECITALS
A. LESSOR is the owner of that certain real property ("LESSOR'S
Property) located at 30940 Hawthorne Boulevard, in the City of
Rancho Palos Verdes, in the County of Los Angeles, California.
B. LESSOR and LESSEE are parties to that certain Building Lease
Agreement dated November 15, 1988, pursuant to which LESSEE is
leasing from LESSOR a portion of LESSOR'S Property (the
"Property"). Capitalized terms used herein but not otherwise defined
shall have the meaning ascribed to them in the Lease.
C. LESSOR and LESSEE now desire to amend the Lease on the terms
and subject to the conditions of this Amendment.
AGREEMENT
In consideration of the foregoing recitals and the mutual representation,
warranties, covenants and conditions set forth in the Lease and herein, the
parties, intending to be legally bound, agree to amend the Lease as follows:
With respect to Article 3 ("Term and Rent") of the Lease, a new
subsection D is hereby inserted to read in its entirety as follows:
D. The term of the Lease is hereby extended from August 31, 2008 to
June 30, 2009.
C tT4
E-97
IN WITNESS WHEREOF, the parties hereto have entered into this
Amendment to Lease as of the date set forth above.
LESSOR:
CITY OFAANOHO PA'LOS VERDES
By:
Name: Douglas W. S1
Title: Mayor
ATTE
By: N& l f
Name: Carla Morreale
Title: City Clerk
LESSEE:
NEW CINGULAR WIRELESS
PCS, LLC
By:
Nan
Its:
•
SECOND AMENDMENT TO BUILDING LEASE AGREEMENT
This SECOND AMENDMENT TO BUILDING LEASE AGREEMENT ("Amendment") is
made this 16th day of June, 2009, by and between the City of Rancho Palos Verdes
("Lessor") and New Cingular Wireless PCS, LLC, a Delaware limited liability company
("Lessee"), formerly known as LA Cellular and AT&T Wireless.
RECITALS
WHEREAS, Lessor is the owner of that certain real property located at 30940
Hawthorne Boulevard, Rancho Palos Verdes, California (the "Property"); and
WHEREAS, Lessor and Lessee are parties to that certain Building Lease Agreement
dated as of November 15, 1988, as amended by that certain First Amendment to Lease
Agreement dated June 3, 2008 (collectively, the "Lease"), whereby Lessor leases to Lessee
space on the Property for a 280 square foot free-standing building (the "Building"), antenna
tower space at the northwest corner of the Lessor's two-story building, and utility connections
between Lessee's equipment and antennas for the construction, operation, and maintenance of
a communications facility, all as more particularly set forth therein; and
WHEREAS, Lessor and Lessee desire to amend the Lease to (i) further extend the
term thereof, (ii) provide for the automatic extension of the Lease term and (iii) modify
certain other provisions of the Lease, all as provided herein.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing recitals, and the covenants and
conditions contained herein, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Lessor and Lessee hereby agree as follows:
1. Defined Terms. Any capitalized terms used in this Amendment that are not
defined herein shall have the meanings given those terms in the Lease.
2. Term. Lessor and Lessee acknowledge and agree that the Lease's current
extension term will expire on June 30, 2009 (the "Current Extension Term"). Upon the
expiration of the Current Extension Term, the Lease shall automatically be extended for one (1)
additional extension term of five (5) years (the "Additional Extension Term") upon the same
terms and conditions as amended herein. The Lessor may terminate the Lease by giving written
notice thereof to Lessee at least ninety (90) days prior to July 1, 2010 or any July 1St thereafter
during the Additional Extension Term.
3. Notices. Lessee's notice address listed in the Lease is hereby deleted in its
entirety and the following is substituted in lieu thereof -
E -99
Lessee: New Cingular Wireless PCS, LLC
dba AT&T Mobile
Attn: Network Real Estate Administration
Re: Cell Site #: LAC 124; Cell Site Name: Ranch PV (CA)
Fixed Asset No.: 10085903
12555 New Cingular Way, Suite 1300
Alpharetta, GA 30004
With a required copy of the notice sent to the addresses above to AT&T Legal at:
If sent via certified or registered mail:
New Cingular Wireless PCS, LLC
Attn: AT&T Legal Department
Re: Cell Site #: LAC124; Cell Site Name: Ranch PV (CA)
Fixed Asset No.: 10085903
P.O. Box 97061
Redmond, WA 98073-9761
Or
If sent via nationally recognized overnight courier:
New Cingular Wireless PCS, LLC
Attn: AT&T Legal Department
Re: Cell Site #: LAC124; Cell Site Name: Ranch PV (CA)
Fixed Asset No.: 10085903
16331 NE 72nd Way
Redmond, WA 98052-7827
4. Representations and Warranties of Lessee. Lessee hereby represents and
warrants to Lessor as of the date hereof that: (a) Lessee is not in default under the Lease, and (b)
Lessee has not committed any act or omission that, after notice or the passage of time, or both,
would constitute a default or event of default under the Lease.
5. Full Force and Effect. Except as specifically modified by this Amendment, all
of the terms and conditions of the Lease shall remain in full force and effect. In the event of a
conflict between any term or provision of the Lease and this Amendment, the terms and
provisions of this Amendment shall control. All captions are for reference purposes only and
shall not be used in the construction or interpretation of this Amendment.
6. Conflict. In the event of a conflict between any term or provision of the Lease
and this Amendment, the terms and provisions of this Amendment shall control. All captions are
for reference purposes only and shall not be used in the construction or interpretation of this
Amendment.
E-100
7. Counterparts. This Amendment may be executed in any number of
counterparts, each of which, when executed and delivered, shall be deemed to be an original, and
all of which, taken together, shall be deemed to be one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have entered into this Amendment as of the
latter date written below.
LESSOR:
City of Rancho Palos Verdes
APPROVED TO CONTEN
By.
Larry lark, layor
Date:
APPROVED AS TO FORM:
By: i s}—'.� —
Carol W. Lynch, ty Attorney
Date:
LESSEE:
New Cingular Wireless PCS, LLC, a
Delaware limited liability company
By: AT&T Mobility Corporation
Its: Manager
By;
Name: rw��—i014
Title: Ar,k: 45s-Xb
Date: x'23 ---09
\8994823.1
ATTEST:
By: 1"5�AZL&-A
Carla Morreale, City Clerk
Date:�� %
E-101
TENANT ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OFXS An j
On do /V 2.9_ 200 5 before me, Abri c, l�.' n cc �e , the
undedigne , a Notary Public in and for said State, personally appeared M adc-- p i i�e r li
who
proved to me on the basis of satisfactory evidence to be the person whose namek�is/W
subscribed to the within instrument and acknowledged to me that he/skAbey executed the same in
his/tyAAlloir authorized capacity(ie f; and that by his/lyortk r signature(s) on the instrument the
personf %); or the entity upon behalf of which the personal -acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
a
WITNESS my hand and official seal. owwwo * 18my
CWWWA
0" Caunty
Signature OALc�
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Name /4 !n'te,,.- R, w --- ----------
(typed or printed) (Seal)
LANDLORD ACKNOWLEDGMENT
STATE OF CALIFORNIA )
COUNTY OF )
On before me,
undersigned, a Notary Public in and for said State, personally appeared
the
. who
proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature
Name
(typed or printed)
(Seal)
zoo?
Amendment Form
E-102
BUILDING LEASE AGREEMENT SCE
THIS BUILDING LEASE AGREEMENT, made and entered into on
this 1st day of July, 1994, by and between the CITY OF RANCHO
PALOS VERDES as owner of 30940 Hawthorne Boulevard, Rancho Palos
Verdes, California, 90274, hereinafter the "LESSOR" and SOUTHERN
CALIFORNIA EDISON COMPANY, hereinafter the "LESSEE",
WITNESSETH THAT:
WHEREAS, LESSOR is the owner of certain real property,
hereinafter "LESSOR's Property", located at 30940 Hawthorne
Boulevard, in the City of Rancho Palos Verdes in Los Angeles
County, California; and,
WHEREAS, LESSEE desires to lease a portion of such
property, hereinafter the "Property", together with a
right-of-way for access and utilities;
NOW, THEREFORE, in consideration of the premises and of
the mutual obligations, agreements, representations and
warranties herein contained, the parties hereby agree to the
following terms, covenants and conditions:
1. THE PROPERTY
A. The legal description of LESSOR's Property is
contained in Exhibit "A1" attached hereto and by this reference
incorporated herein.
B. The Property which is the subject of this lease is
contained within a two-story building on LESSOR's Property, and
consists of interior space of approximately one hundred ten (110)
square feet, located on the second floor of the Catalina wing,
and antenna tower space adjacent to the building, and utility
cable space as reasonably required to connect the second floor
space to antennae on the adjacent tower, and is situated
substantially as shown on Exhibit "A211, which exhibit is attached
hereto and by this reference incorporated herein. LESSEE's
rights to all Property and the easement right described in
Section 2 shall terminate upon the expiration or sooner
termination of this Lease. If Air Touch Cellular or its
successor in interest (hereinafter collectively referred to as
"Air Touch Cellular") shall remove its antenna tower for any
reason, Lessee shall furnish its own antenna tower subject to all
applicable Federal, State, and City approvals, rules,
regulations, and ordinances.
2. LEASE AND IRREVOCABLE EASEMENT
A. In consideration of the lease payments by LESSEE
to LESSOR as agreed to herein, LESSOR hereby leases the Property
to LESSEE and grants to LESSEE (during the term of this lease) an
irrevocable, non-exclusive easement for ingress and egress (seven
(7) days a week, twenty-four (24] hours a day) and to install and
maintain underground utility wire, cable, conduits and pipes
between the Property and the nearest public right-of-way. The
location of such easement (s) shall be subject to the LESSOR's
prior written approval, which approval shall not be unreasonably
withheld or delayed, and LESSOR shall nave the right to change
the location of the easement for ingress and egress from time to
time, provided that LESSOR continues to provide LESSEE with
access to LESSEE's utility wires, cables, conduits and pipes for
maintenance purposes.
3. TERM AND RENT
A. This Lease Agreement shall be for an initial term
of ten (10) years beginning on the first day of July, 1994, at an
Annual Rent of Five Thousand Four Hundred Dollars ($5,400), which
940804 R6876-00001 pju 0691469 3
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rent shall be paid annually, in advance, on the first day of July
of each calendar year to LESSOR or to such other person, firm or
entity as LESSOR may, from time to time, designate in writing at
least thirty (30) days in advance of any rent payment date.
LESSEE shall also pay as additional rent any increases in real
property taxes levied against LESSOR's Property as a result of
any improvements constructed by LESSEE or as a result of LESSEE's
use of the Property.
B. LESSEE is hereby granted options to extend this
lease on the same terms and conditions for two (2) additional
five (5) year periods after the original term expires by giving
LESSOR written notice of its intention to do so at least ninety
,(90) days prior to the date that the then -current term would
otherwise end. No option may be exercised more than one (1) year
prior to the commencement date of the option term, and, if
subsequent to the exercise of an option LESSEE shall default on
its obligations under the Lease beyond the applicable cure
period, the prior exercise of the option shall be void and of no
force and effect.
C. The parties have also agreed that there shall be
annual adjustments of the rent hereunder beginning on July 1,
1995. Such annual increases or decreases shall be determined in
the following manner:
(1) Annual Rent shall be adjusted as of July 1, 1995,
and as of July 1 of each calendar year thereafter throughout the
term of this Lease Agreement and any extensions of such term
(July 1 of each year beginning in 1995 being an "Adjustment
Date"). Such adjustments may result in the Annual Rent being
either increased or decreased, provided, however, that in no
event shall the Annual Rent be lower than the Annual Rent in .
effect for the year prior to July 1, 1995. Rent Adjustments
shall be made as follows:
(a) The basis for computing each such adjustment (the
"Base Index") shall be the Consumer Price Index (base year 1982-
84 = 100) - Urban Wage Earners and Clerical Workers - Los
Angeles, Anaheim, Riverside (the "Index"), published by the
United States Department of Labor, Bureau of Labor Statistics
most recently prior to the prior Adjustment Date (or most
recently published prior to July 1, 1995 in the case of the first
Adjustment Date).
(b) Annual Rent payable commencing on each Adjustment
Date until the next Adjustment Date shall be an amount determined
by multiplying the rent payable immediately prior to the current
Adjustment Date by the most recently published Index preceding
the current Adjustment Date (the "Current Index") and dividing
the product thereof by the Base Index.
(c) If the Index is revised so that the base reference
index for a Current Index differs from the base reference index
for the appropriate Base Index, the Base Index shall be converted
to the new base reference index in accordance with the conversion
table published by the United States Department of Labor, Bureau
of Labor Statistics. If the Index is discontinued or changed in
such a way that it is impossible to obtain a continuous
measurement of price changes from a prior Adjustment Date to the
Adjustment Date in question, the Index shall be replaced by such
other governmental index or computation as would provide
substantially the same result as would have been obtained if the
Index had not been discontinued or changed.
(d) In the event LESSEE holds over at the Property
after expiration of the term of this Lease, notwithstanding any
acceptance of rent by LESSOR for any longer period, such holdover
shall be deemed to be a month-to-month tenancy, terminable at the
will of either party, and rent shall be due at the same rate,
940804 R6876-00001 pjn 0691469 3
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adjusted on a monthly basis, as was due for the period
immediately preceding the expiration of the Lease.
4. USE OF THE PROPERTY
A. LESSEE shall use the Property for the purpose of
constructing, maintaining and operating within the Building and
on the antenna tower a radio communications facility and required
antenna, and for any uses which are necessary and incidental
thereto. The construction of all improvements in connection with
LESSEE's use and operation of the Property shall be at LESSEE's
sole expense. LESSEE shall maintain the Property in good
condition and repair throughout the term, ordinary wear and tear
excepted. LESSEE's use of the Property shall be consistent and in
compliance with all conditions of any approval or permit issued
by LESSOR to LESSEE and any subsequent revisions or amendments
thereof and with all laws and regulations (either now existing or
passed hereafter by any governmental entity having jurisdiction)
by which such uses are controlled. Nothing in this Lease shall
imply issuance of an approval or permit by LESSOR for use of the
Property.
B. Before commencement of any work of construction,
alterations, or repair is commenced on the Property, including
improvement of the Building and installation of any conduits or
lines pursuant to the easement leased hereunder, and before any
building materials shall be delivered to the Property by LESSEE
or under LESSEE's authority, LESSEE shall comply with all the
following conditions or procure LESSOR"s written waiver of the
condition or conditions specified in the waiver:
(1) Deliver an application for a building permit to
LESSOR's planning department for approval, if required by LESSOR.
(2) (i) Furnish LESSOR's planning department with a
true copy of LESSEE's contract with its general contractor and
with evidence of the general contractor's financial condition in
order for LESSOR to approve the contractor selected by LESSEE.
(ii) LESSOR may disapprove the contractor by
delivering to LESSEE written notice thereof within 15 days
following delivery to LESSOR of the copy of the contract. The
notice shall specify the grounds for disapproval. LESSOR shall
not unreasonably disapprove the contractor.
(3) Procure and deliver to LESSOR at LESSEE' expense
evidence of compliance with all then applicable codes,
ordinances, regulations, and requirements for permits and
approvals including, but not limited to, building permits, zoning
and planning requirements, and approvals from various
governmental agencies and bodies having jurisdiction..
(4) Deliver to LESSOR (1) a certificate of self-
insurance approved by the State of California, subject to review
and approval by LESSOR, and (2) evidence of workers' compensation
insurance covering all persons employed in connection with the
work and with respect to whom death or bodily injury claims could
be asserted against LESSOR or the Property.
C. LESSOR makes no covenants or warranties respecting
the condition of the soil or subsoil or any other condition of
the Property. LESSEE may enter onto the land before commencement
of the term to make soil and structural engineering tests that
LESSEE considers necessary. All such tests made by or on behalf
of LESSEE shall be at LESSEE's sole expense and shall be
evidenced by a separate contract. A copy of any report shall be
delivered to LESSOR on commencement of the term.
D. Once the work is begun, LESSEE shall with
reasonable diligence prosecute to completion all construction of
improvements, additions, or alterations. All work shall be
940804 R6876-00001 pin 0691469 3
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performed in a good and workmanlike manner, shall substantially
comply with plans and specifications submitted to LESSOR as
required by this Lease, and shall comply with all applicable
governmental permits, laws, ordinances, and regulations.
E. With the consent of Air Touch Cellular, LESSEE will
co -locate on Air Touch Cellular's eighty foot (801) tall unguyed
utility pole with required antennae. Any additional construction
(or the erection of any additional antennae) by LESSEE will
require the prior written approval of LESSOR.
(1) As a co -tenant on the antennae pole it is
understood and agreed that the LESSOR has plans to redevelop
LESSOR's Property, and in connection therewith, LESSOR may
construct a new Civic Center at LESSOR's Property. In that
event, LESSEE agrees that LESSOR may require LESSEE to relocate
the Property to other locations on LESSOR's Property. Such
relocation shall include.relocation of the easements for access
to LESSEE's antenna, relocation of the equipment used by LESSEE
in connection with operation of the antenna, and relocation of
the antenna itself. LESSEE has advised LESSOR that any location
of the antenna on LESSOR's Property is equally suitable for
LESSEE's purposes as the existing location of the antenna, so
long as LESSEE continues to have reasonable access to the antenna
and related equipment and so long as the antenna continues to
have the same elevation above sea level, and LESSEE has
acknowledged and agreed that LESSOR has a significant interest in
minimizing the impact of the antenna on the aesthetics of
LESSOR's Property. Therefore, LESSEE has agreed that LESSOR shall
have complete and absolute discretion as to the determination of
the new locations for the Property, including the antenna, in the
event of such redevelopment of LESSOR's Property; provided,
however, LESSOR agrees that LESSEE shall continue to have
reasonable access to the antenna and related equipment and that
the antenna shall continue to have the same elevation above sea
level. LESSEE also agrees that it shall cause such relocation to
be accomplished within sixty (60) days after LESSEE receives
written notice from LESSOR to cause such relocation. LESSOR
agrees that it shall cooperate with LESSEE so that any relocation
may be accomplished so as to minimize any interruption of
LESSEE's communication facility. LESSEE further agrees that any
and all costs attributable to such relocation shall be borne and
paid for by LESSEE. Notwithstanding the foregoing, LESSOR agrees
that in the event LESSOR requires LESSEE to relocate its antenna
as provided hereunder, LESSEE shall have the option of
terminating this Lease by providing LESSOR with written notice of
its election to do so prior to the date LESSOR requires LESSEE
to complete the relocation of the Property.
With respect to this paragraph it shall not be
unreasonable for LESSOR to refuse to consent to new construction
or the erection of an additional antenna on the Property if
LESSOR determines that such new construction or additional
antenna shall have a negative impact upon the aesthetics of
LESSOR's Property.
(2) LESSOR and LESSEE have discussed at length the
LESSOR's interest in preserving the aesthetics of the Civic
Center area. Therefore, LESSEE agrees that it shall cooperate at
LESSEE's sole cost and expense with any reasonable requests by
LESSOR to camouflage LESSEE's antenna in the initial iiistallation
thereof on the Property, to the end that its impact on the
aesthetics of the Civic Center shall be minimized. LESSEE and
LESSOR also agree that after the first five (5) years of the
term, any permit issued by LESSOR may be reviewed annually by
LESSOR for the purpose of determining whether advances in
technology since the commencement of the Lease, or since the last
review of LESSEE'.s permit, as the case may be, would enable
LESSEE to construct an antenna of a different style or size that
would have less impact on the aesthetics of the Civic Center area
without degradation in the quality of LESSEE's service. If so,
940803 R6976-00001 pjn 0691469 3
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LESSEE agrees to install a new antenna of the design requested by
LESSOR pursuant to such review within a reasonable amount of time
thereafter.
F. (1) LESSEE shall pay or cause to be paid the total
cost and expense of all works of improvement, as that phrase is
defined in the Mechanics' Lien Law in effect in the State of
California. No such payments shall be construed as rent. LESSEE
shall not suffer or permit to be enforced against the Property or
any part of it any mechanic's, materialman's contractor's, or
subcontractor's lien arising from any work of improvement,
however it may arise. However, LESSEE may, in good faith and at
LESSEE's own expense, contest the validity of any such asserted
lien, claim, or demand, provided LESSEE has furnished the bond
required by California Civil Code Section 3143 (or any comparable
statute hereafter enacted for providing a bond freeing the
Property from the effect of such a lien claim).
(2) LESSEE shall defend and indemnify LESSOR against
all liability and loss of any.type arising out of work performed
on the Property by LESSEE, together with reasonable attorneys'
fees and all costs and expenses incurred by LESSOR in
negotiating, settling, defending, or otherwise protecting against
such claims.
(3) If LESSEE does not cause to be recorded the bond
described in California Civil code Section 3143 or otherwise
protect the Property under any alternative or successor statute,
and a final judgment has been rendered against LESSEE by a court
of competent jurisdiction for the foreclosure of a mechanic's,
materialman's, contractor's or subcontractor's lien claim, and if
LESSEE fails to stay the execution of the judgment by lawful
means or to pay the judgment, LESSOR shall have the right, but
not the duty, to pay or otherwise discharge, stay, or prevent the
execution of any such judgment or lien or both. LESSEE shall
reimburse LESSOR for all sums paid by LESSOR under this
paragraph, together with all LESSOR's reasonable attorneys' fees
and costs, plus interest on those sums, fees, and costs at the
rate of 12 percent per year from the date of payment until the
date of reimbursement.
(4) On completion of any substantial work of
improvement during the term, LESSEE shall file or cause to be
filed a notice of completion. LESSEE hereby appoints LESSOR as
LESSEE's attorney-in-fact to file the notice of completion on
LESSEE's failure to do so after the work of improvement has been
substantially completed.
Throughout the term, LESSEE shall, at LESSEE's sole
cost and expense, maintain the Property and all improvements in
good condition and repair, ordinary wear and tear excepted, and
in accordance with all applicable laws, rules, ordinances, orders
and 'regulations of: (1) federal, state, county, municipal, and
other governmental agencies and bodies having or claiming
jurisdiction and all their respective departments, bureaus, and
officials; (2) the insurance underwriting board or Insurance
Service office having or claiming jurisdiction; and (3) all
insurance companies insuring all or any part of the Property or
the improvements thereon or both.
Except as provided below, LESSEE shall promptly and
diligently repair, restore, and replace as required to maintain
or comply as above, or to remedy all damage to or destruction of
all or any part of the improvements on the Property resulting
wholly or in part from causes required by this Lease to be
covered by fire or extended coverage insurance, if the cost of
the work so required does not exceed 500 of the replacement value
of all the improvements. If the cost does exceed that
percentage, LESSEE may nevertheless repair, restore, and replace
as above or may by notice elect instead to raze the improvements
damaged or destroyed. Within 30 days after such notice, LESSOR
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may by notice elect to repair, restore, and replace as above, and
LESSEE shall not raze until the expiration of the time for
LESSOR's notice of election. All improvements repaired,
restored or replaced by LESSOR shall become the Property of
LESSOR upon the expiration or sooner termination this Lease;
provided, however, at LESSOR's option, upon the expiration of
this Lease, .LESSEE shall remove all improvements from the
Property and return the Property to its original condition.
The completed work of maintenance, compliance, repair,
restoration, or replacement shall be equal in value, quality, and
use to the condition of the improvements before the event giving
rise to the work, except as expressly provided to the contrary in
this Lease. LESSOR shall not be required to furnish any services
or facilities or to make any repairs or alterations of any kind
in or on the Property. LESSOR's election to perform any
obligation of LESSEE under this provision on LESSEE's failure or
refusal to do so shall not constitute a waiver of any right or
remedy for LESSEE's default, and LESSEE shall promptly reimburse,
defend, and indemnify LESSOR against all liability, loss, cost,
and expense arising from it.
G. Nothing contained in this Article 4 or elsewhere in
this Lease shall be deemed to impair or inhibit at any time the
discretion of the City Council or the City Planning Commission,
or other municipal bodies having jurisdiction, to grant, refuse
to grant, or to impose conditions upon any permit issued to
LESSEE.
5. TERMINATION
A. Notice of LESSEE's exercise of its right to
terminate this Lease Agreement pursuant to Section 4E(1), above,
shall be given to LESSOR in writing by certified mail, return
receipt requested and shall be effective upon receipt of such
notice by LESSOR. Such notice of termination shall be
accompanied by a recordable Quitclaim Deed releasing all of
LESSEE's interest(s) in LESSOR's Property.
(1) Upon LESSOR's receipt of such a termination
notice, this Lease Agreement shall terminate, and such
termination shall relieve both parties of any further obligations
under this Lease Agreement, although each shall continue to have
any and all remedies for any breach of a lease obligation which
occurred prior to the date of termination.
B. LESSEE, upon the expiration or termination of this
Lease Agreement, shall, within a sixty (60) -day period, remove
its personal property and fixtures and restore the Property to
its original condition, reasonable wear and tear excepted. At
LESSOR's option, when this Lease Agreement expires or is
terminated and upon advance written notice to LESSEE, LESSEE
shall leave LESSEE's improvements, other than its personal
property and fixtures, to become the property of LESSOR. LESSOR
may retain any advance rent until such removal and restoration
have been completed to LESSOR's reasonable satisfaction,. but
LESSOR shall immediately thereafter refund any unearned rent
(i.e., rent unearned on the date such removal and restoration are
completed) to LESSEE.
6. ASSIGNMENT AND SUBLETTING:
A. LESSEE shall not voluntarily or involuntarily
assign, transfer or encumber its interest in this Lease Agreement
or in the Property, or sublease all or any part of the Property,
without LESSOR's prior written consent, which consent shall not
be unreasonably withheld or delayed. Any assignee or sublessee
shall expressly assume the obligations of this lease, and no such
assignment or subletting shall be deemed to release the original
LESSEE from its obligations under this lease.
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B. Notwithstanding the preceding paragraph 6.A.,
LESSEE shall not require LESSOR's consent in order to assign this
lease, or to sublease, to LESSEE's parent or to a subsidiary or
any "affiliate" of LESSEE, or to any partnership in which LESSEE
or any "affiliate" of LESSEE participates. As used herein, an
"affiliate" of LESSEE shall mean any entity which controls, is
controlled by, or is under common control with LESSEE.
7. FIRE OR OTHER CASUALTY
LESSEE shall be fully responsible for any loss of.ts
equipment and fixtures on the Property due to fire or other
casualty.
8. MUTUAL RELEASE
Each party hereby releases the other and the other's
partners, affiliates, agents and employees from liability or
responsibility for any loss or damage resulting from any cause or
hazard with respect to which fire and extended coverage insurance
is required to be carried pursuant to Article 7 of this Lease
Agreement, including any loss of damage resulting from any loss
of the use of any property. These releases shall apply between
the parties, and they shall also apply to any claims under or
through either party as a result of any asserted right of
subrogation.
9. UTILITIES
LESSOR shall be responsible directly to the serving
entities for all utilities required for LESSEE's use of the
Property.
10. INDEMNITIES
A. Subject to Article 8 above, LESSEE shall indemnify
LESSOR against and hold LESSOR harmless from any and all claims
of liability for or loss from personal injury and/or property
damage to the extent such claims are proximately caused by the
use and/or occupancy of the Property by LESSEE. Notwithstanding
the preceding, LESSEE does not indemnify LESSOR against any claim
to the extent that it arises from or in connection with any
negligent or intentional conduct of LESSOR or of any agent,
servant or employee of LESSOR.
B. Subject to Article 8 above, LESSOR shall indemnify
LESSEE against and hold LESSEE harmless from any and all claims
of liability for or loss from personal injury and/or property
damage to the extent such claims are proximately caused by the
use and/or occupancy of LESSOR's Property by LESSOR.
Notwithstanding the preceding, LESSOR does not indemnify LESSEE
against any claim to the extent that it arises from or in
connection with any negligent or intentional conduct of LESSEE or
of any agent, servant or employee of LESSEE.
C. With respect to Sections 10A and 10B, above, the
indemnifying party (in each case) shall defend any claim against
the indemnified partly with respect to any indemnified matter and
any claim with respect to any such matter in which the
indemnified party may be impleaded and shall pay and discharge
any judgments, orders and/or decrees which -may be .'.recovered
against the indemnified party in connection with any indemnified
matter.
11. NOTICES
A. All notices hereunder
be deemed validly given if sent by
requested, addressed as follows (or
which the party to be notified may
by such notice). Should LESSOR or
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must be in writing and shall
certified mail, return receipt
to any other mailing address
designate to the other party
LESSEE have a change of
E-109
address, the other party shall immediately be notified as
provided in this paragraph of such change.
LESSEE: Southern California Edison Company
Regional Manager
Land Services Division,
Real Property Department
100 Long Beach Boulevard.
Long Beach, California 90801
LESSOR: City of Rancho Palos Verdes
City Manager's Office
30940 Hawthorne Boulevard
Rancho Palos Verdes, CA 90274-5391
(1) The following data is informational only and may
be changed in the manner described above for altering mailing
addresses. Street addresses (if such addresses are different
from the parties' mailing addresses) and phone numbers where the
parties may be contacted are as follows:
LESSEE:
Contact: Mr. Tom Limb (310) 491-2613
LESSOR: (213) 377-0360
If the address or phone number where either party may
be contacted is changed, such party will immediately notify the
other party of such change.
12. SALE OR TRANSFER BY LESSOR
Should LESSOR, at any time during the term of this
Lease Agreement,. sell, lease, transfer or otherwise convey all or
any part of LESSOR's Property to any transferee other than
LESSEE, then such transfer shall be under and subject to this
Lease Agreement and LESSEE's rights hereunder, and any transfer
by LESSOR of any portion of LESSOR's Property underlying the
easement herein granted shall be under and subject to the rights
of LESSEE in and.to such easement.
13. RECORDING
Either party to this Lease shall have the option of
recording Notice of this Lease Agreement in the public record by
recording a "Memorandum of Lease Agreement" in the form which is
attached hereto as Exhibit "B" at the County Recorder's Office of
the County of Los Angeles. Such document shall be executed by
the parties before a notary at the same time as this Lease
Agreement is executed.
14. MISCELLANEOUS PROVISIONS
A. LESSOR represents, covenants and warrants that
LESSEE, upon paying the rent and performing the covenants herein
provided, shall peaceably and quietly have, hold and enjoy, the
Property. LESSOR shall have the right to install or permit the
installation of other antennae and antenna structures on LESSOR's
Propert-V provided that all such antennae comply with a'•.1
applicable federal, state and local rules and regulations, and
provided further, that if any such antenna or antenna structure
interferes with LESSEE's use of the Property, LESSOR shall cause
such additional antenna or antenna structure to be modified so
that it shall not interfere with LESSEE's use of the Property, or
it shall be removed.
B. It is agreed and understood that this Lease
Agreement contains all agreements, promises and understandings
between LESSOR and LESSEE, and no verbal or oral agreements,
940804 86876-00001 pja 0691469 3
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promises or understandings shall or will be binding upon either
LESSOR or LESSEE, and any addition, variation or modification to
this Lease Agreement shall be void and ineffective unless made in
writing and signed by the parties hereto.
C. This Lease Agreement and the performance hereof
shall be governed, interpreted, construed and regulated by the
laws of the State of California.
D. This Lease Agreement, and each and every covenant
and condition of this Lease Agreement, is intended to benefit the
Property and shall extend to and bind the heirs, personal -
representatives, successors and assigns of the parties hereto.
E. The parties agree that all of the provisions hereof
shall be construed as both covenants and conditions, the same as
if the words importing such covenants and conditions had been
used in each separate paragraph.
F. The language of all of the parts of this Lease
Agreement shall be construed simply and according to their fair
meaning, and this Lease Agreement shall never be construed either
for or against either party.
G. At LESSOR's option, this Lease Agreement shall be
subordinate to any mortgage by LESSOR which from time to time may
encumber all or any part of the Property or of the easement,
provided that every such mortgagee shall recognize (in writing
and in a form acceptable to LESSEE's counsel) the validity of
this Lease Agreement in the event of a foreclosure of LESSOR's
interest and also LESSEE's right to remain in occupancy and have
access to the Property as long as LESSEE is not in default of
this Lease Agreement. LESSEE shall execute whatever instruments
may reasonably be required to evidence this subordination.
H. If LESSOR substantially breaches any material
covenant, agreement or promise contained in this Lease Agreement
or contained in any mortgage or deed of trust superior to
LESSEE's estate hereunder (other than any mortgage or deed of
trust as to which LESSEE has obtained a nondisturbance agreement
in accordance with Section G) or contained in any lease under
which LESSOR holds title to any portion of LESSOR's Property and
if LESSOR fails to commence to cure such breach within thirty
(30) days after receiving a written notice exactly specifying the
violation from LESSEE (or if LESSOR fails thereafter to
diligently prosecute the cure to completion), then LESSEE may
enforce any and all of its rights and/or remedies hereunder or by
law provided or it may (although it shall not be obligated to do
so) cure LESSOR's breach and/or perform its obligations (on
LESSOR's behalf and at LESSOR's expense) and deduct from its rent
or require LESSOR to reimburse all reasonable costs and expenses
incurred in connection with such cure and/or performance plus
interest (from the date that such costs and expenses are incurred
until reimbursement) at ten percent (10%) per annum.
I. If any portion of this Lease Agreement is declared
by a court of competent jurisdiction to be invalid or
unenforceable, then such portion shall be deemed modified to the
extent necessary in such court's opinion to render such portion
enforceable and, as so modified, such portion and the balance of
this Lease Agreement shall continue in full force and effect.
J. If either part institutes any action or proceeding
in court to enforce any provision(s) hereof, or any action for
damages by reason of any alleged breach of any of the provisions
hereof, then the prevailing party in any such action or
proceeding shall be entitled to receive from the losing party
such amount as the court may adjudge to be reasonable attorneys'
fees for the services rendered to the prevailing party, together
with its other reasonable litigation costs and expenses.
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K. In addition to the other remedies provided for in
this Lease Agreement, LESSOR and LESSEE shall be entitled to
immediate restraint by injunction of any violation or attempted
or threatened violation of any of the covenants, conditions or
provisions herein contained.
L. The captions of the articles and sections of this
Lease Agreement are for convenience of reference only and shall
not affect the interpretation of this lease or limit or amplify
any of its terms or provisions.
15. DEFAULTS AND REMEDIES
A. The occurrence of any one or more of the following
events shall constitute a material default and breach of this
Lease by LESSEE:
(1) The abandonment of the Property by LESSEE.
(2) The failure by LESSEE to make any payment of rent
or any other payment required to be made by LESSEE hereunder, as
and when due, where such failure shall continue for a period of
three (3) business days after written notice thereof is received
by LESSEE.
(3) The failure by LESSEE to observe or perform any of
the covenants, conditions or provisions of this lease to be
observed or performed by LESSEE, other than as described in
Subsection 15 A (2), above, where such failure shall continue for
a period of thirty (30) days after written notice thereof is
received by LESSEE; provided, however that if the nature of
LESSEE's default is such that more than thirty (30) days are
reasonably required for its cure, then LESSEE shall not be deemed
to be in default if LESSEE commenced such cure within said thirty
(30) -day period and thereafter diligently prosecutes such cure to
completion.
(4) The making by LESSEE of any general arrangement or
assignment for the benefit of creditors, LESSEE becoming a
"DEBTOR" as defined in 11 U.S.C. 101 or any successor statute
thereto (unless, in the case of a petition filed against LESSEE,
the same is dismissed within sixty (60) days), the appointment of
a trustee or receiver to take possession of substantially all of
LESSEE's assets located at the Property or of LESSEE's interest
in this lease, where possession is not restored to LESSEE within
thirty (30) days, or the attachment, execution or other judicial
seizure of substantially all of LESSEE's assets located at the
Property or of LESSEE's interest in this lease, where such
seizure is not discharged within thirty (30) days.
B. In the event of any such material default or breach
by LESSEE, LESSOR may at any time thereafter, with or without
notice or demand and without limiting LESSOR in the exercise of
any right or remedy which LESSOR may have by reason of such
default or breach:
(1) Terminate LESSEE's right to possession of the
Property by any lawful means, in which case this lease shall
terminate, and LESSEE shall immediately surrender possession of
the Property to LESSOR. In such event, LESSOR shall be entitled
to recover from LESSEE all damages incurred by LESSOR by reason
of LESSEE's default including, but not limited to, the cost of
recovering possession of the Property, expenses of reletting
including necessary renovation and alternation of the Property,
and reasonable attorney's fees and the worth at the time of award
by the court having jurisdiction thereof of the amount by which
the unpaid rent for the balance of the term after the time of
such award exceeds the amount of such rental loss for the same
period that LESSEE proves.could reasonably be avoided.
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(2) Maintain LESSEE's right to possession in which
case this lease shall continue in effect whether or not LESSEE
shall have abandoned the Property. In such event, LESSOR shall
be entitled to enforce all of LESSOR's rights and remedies under
this lease, including the right to recover the rent as it becomes
due hereunder.
(3) Pursue any other remedy now or hereafter available
to LESSOR under the laws or judicial decisions of California.
Unpaid installments of rent and other unpaid monetary obligations
of LESSEE under the terms of this lease shall incur a five.
percent (5%) late charge if not paid within, and bear interest
from, three (3) business days after LESSEE receives notice that
they are overdue at the maximum rate then allowable by law.
(4) In the event of the occurrence of any of the
events specified in Section 15 A, above, if LESSOR shall not
choose to exercise, or by law shall not be able to exercise, its
rights hereunder to terminate this lease upon the occurrence of
such events, then, in addition to any other rights.of LESSOR
hereunder or by law, neither LESSEE, as debtor-in-possession, nor
any trustee or other person (hereinafter collectively called the
"Assuming LESSEE") shall be entitled to assume this Lease
unless, on or before the date of such assumption, the Assuming
Lessee: (a) cures, or provides adequate assurance that the
Assuming Lessee will promptly cure any existing default under
this lease, (b) compensates, or provides adequate assurance that
the Assuming Lessee will promptly compensate, LESSOR.for any
pecuniary loss (including, without limitation, attorneys' fees
and disbursements) resulting from such default, and (c) provides
adequate assurance of future performance under this lease, it
being covenanted and agreed by the parties that, for such
purposes, any cure or compensation shall be effected by the
immediate payment of any monetary default or any required
compensation, or the immediate correction or bonding of any
nonmonetary default; any "adequate assurance" of future
performance shall be effected by the establishment of an escrow
fund for the amount at issue or by bonding, it being covenanted
and agreed by LESSOR and LESSEE that the foregoing provision is a
material part of this lease.
16. ESTOPPEL CERTIFICATES
Each party, within ten (10) days after notice from the
other party, shall execute and deliver to the other party, in
recordable form, a certificate stating that this lease is
unmodified and in full force and effect, or in full force and
effect as modified, and stating the modifications. The
certificate also shall state the amount of annual rent, the dates
to which the rent has been paid in advance, and the amount of any
prepaid rent. Failure to deliver the certificate within the ten
(10) -day period shall be conclusive upon the party failing to
deliver the certificate, for the benefit of the party requesting
the certificate and any successor to the party requesting the
certificate, that this lease is in full force and effect and has
not been modified except as may be represented by the party
requesting the certificate.
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IN WITNESS WHEREOF LESSOR and LESSEE have duly
executed this Lease Agreement on the day and year first above
written.
LESSOR: CITY OF RANCHO PALOS VERDES
By. —OV_
M yor
Attest:
Name: / �
U- City Clerk
940804 R6976-00001 pjn 0691469 3
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October 14, 2015 AMERICAN TOWER"
C Od R P 0 R A T I O N
Kit Fox, AICP
Senior Administrative Analyst
City Manager's Office
City of Rancho Palos Verdes
30940 Hawthorne Blvd.
Rancho Palos Verdes, CA 90275
Re: Building Lease Agreement dated February 16, 1988, by and between City of Rancho Palos Verdes
("City"), as Lessor and Los Angeles SMSA Limited Partnership dba Verizon Wireless
("Lessee") Wireless Communications Facility located at 30940 Hawthorne Blvd
American Tower site #300810; CUP #119
Dear Mr. Fox, City Council Clerk and Council members,
California Tower, Inc. ("American Tower") is a leading independent owner, operator, and
developer of broadcast and wireless communications sites worldwide and manages the above
referenced telecommunications facility ("Facility") for Los Angeles SMSA Limited Partnership
("Verizon"), the lessee. New Cingular Wireless PCS LLC ("AT&T") has also installed telecommunications
equipment on the facility along with California Edison. Due to FCC regulatory requirements, Verizon and
AT&T are required to fill gaps in coverage and capacity to provide cellular service in the Rancho Palos
Verdes ("City") area. Verizon and AT&T have provided the residents and businesses in the City with
necessary wireless services since 1958.
Residents, businesses and visitors to California depend upon wireless services and devices in every
aspect of their lives including personal communications and business applications. The demand for
wireless data is projected to increase 700 percent over the next five years which is a challenge for the
wireless industry to meet the explosive growth. Today many users increasingly rely upon wireless
service as their exclusive means of voice communication at home. Additionally robust wireless network
infrastructure will spur economic growth and promote job creation in California.
Verizon and AT&T"s network development continues in the City area. Those developments include
addressing customer demand while establishing the mandated infrastructure as required by the Federal
Communications Commission ("FCC") and other governmental entities to meet national public safety
needs. Wireless communication sites throughout their network are "locationally dependent". Each
communication site is designed for specific purposes within its locale, and has a "network relationship"
between each site and its group of neighbor sites. Elimination of a single cell site will result in
reductions in network capacity, data network throughput and possibly service itself because of a weaker
or in some cases no signal at ail. In this event, gaps, weak points and potential bottle -necks in the
system will prohibit Verizon and AT&T from providing uninterrupted and reliable service to customers in
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10 Presidential way • Woburn, MA 01801 • 781.926.4500 office • 781.926.4545 Fax • www.americantower.com
City Council
October 14, 2015
Page 2
a defined coverage area. Furthermore, the elimination of this wireless communications site will impact
neighboring cellular site locations and their served customers by necessitating significant modifications
to the network to compensate for losses in coverage and capacity of the site.
In order to meet the basic level of operational radio signal coverage, Verizon and AT&T radio
frequency (RF) engineers have designed a network of wireless communication facilities for the City area.
Specific sites are chosen after lengthy analysis. Selection criteria include: limitations imposed by
surrounding topography, land availability, the intended service area of the site, and the ability of the site
to receive signals and messages from users connected to other sites in the network neighboring the
existing location. Elimination of this facility after 27 years of operation will put a tremendous burden on
their networks to compensate for the loss causing diminished service to the residents in the City.
Wireless services play a critical public safety role as more than 70% of all emergency calls are
placed with a wireless device according to the FCC. (See FCC Press Release, entitled FCC takes Action to
Improve Wireless 9-1-1 Services, dated September 23, 2010) Wireless coverage and capacity is essential
to ensuring access to public safety agencies wherever citizens are and when they need it. In 2012,
Congress established the First Responder Network Authority ("FirstNet") and tasked it to build the first
high-speed nationwide wireless network dedicated to public safety and emergency responders. In order
to streamline deployment, manage costs and provide broad geographic coverage, FirstNet will need to
use existing wireless infrastructure to respond to our nations and your community's public safety needs.
American Tower requests that the City of Rancho Palos Verdes extend the lease with Verizon
allowing the facility to remain operational. The benefits of telecommunications coverage in the vicinity
of the site contemplated by the City, including enhanced emergency capabilities and response is
consistent with the City's objective to protect the public health, safety and welfare of the community
pursuant to Chapter 13.12 Telecommunications and Regulatory Ordinance of the City of Rancho Palos
Verdes Municipal Code to ensure adequate public utilities and communication services to all residents.
Sincerely,
Bonnie Belair
Attorney
American Tower
10 Presidential Way
Woburn, MA 01801
781-926-4637
cc: City Council Clerk
City Council members
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