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HomeMy WebLinkAbout2018-11-13 - AGENDA REPORTS - APPROVAL OF LICENSE AGMT REGARDING THE INSTALL AND (2)Agenda Item: 10 DATE: November 13, 2018 SUBJECT: APPROVAL OF THE LICENSE AGREEMENT REGARDING THE INSTALLATION AND OPERATION OF A CELLULAR COMMUNICATIONS FACILITY ON CITY -OWNED PROPERTY ASSESSOR'S PARCEL NUMBER 2866-007-910 DEPARTMENT: Recreation and Community Services PRESENTER: Frank Oviedo RECOMMENDED ACTION City Council: 1. Approve the License Agreement with T -Mobile to install cellular communications equipment on City -owned property known as Round Mountain. 2. Increase anticipated revenues for Fiscal Year 2018-19 by $11,000 in revenue account 100.4012.004 Franchise Agreement -Other. 3. Authorize the City Manager, or designee, to execute all documents subject to City Attorney approval. BACKGROUND The City of Santa Clarita (City) took ownership of the open space property, known as Round Mountain in 2014. A Memorandum of License Termination and Abandonment of Equipment was filed between the City and Nextel of California, Inc., with an agreed termination date of April 12, 2014. On this date the City accepted all abandoned property and equipment (including a vacated monopole) associated with the Nextel communications facility located at 25239 Anza Drive. The site is currently developed with an existing 39 -foot -tall AT&T monopole and associated equipment shelter, as well as the subject 35 -foot -tall monopole and associated equipment shelter. T -Mobile is currently operating a wireless communications facility (WCF) that is mounted on an existing water tower, owned and operated by the Santa Clarita Valley Water District Page 1 (formerly Valencia Water Company), located directly east of the subject site. T -Mobile will be relocating the existing WCF from the water tower to the adjacent City -owned monopole to ensure that the gap in coverage remains filled in the subject area. On March 1, 2017, T -Mobile West, LLC, submitted an application for a conditional use permit (CUP) for the installation and operation of an unmanned WCF to be co -located on the subject monopole (former Nextel communications facility). Though the facility is located on City -owned property and the existing monopole is owned by the City, T -Mobile will be the sole operator of this WCF. The Planning Commission approved the CUP for this site on June 6, 2017. Under the terms of the proposed License Agreement, the City will receive $1,500 per month in revenue for use of the site and a one-time License Fee of $2,000 will be paid to the City. The term of the license agreement is for five years, with three renewal options of five years each. The monthly lease amount of $1,500 will be increased according to the Consumer Price Index (CPI) adjustment on the anniversary of the commencement of the agreement. This License Agreement is similar to the agreement for cellular communications equipment on the Southern California Edison electrical transmission tower approved in 2014. ALTERNATIVE ACTION Other action as determined by the City Council. FISCAL IMPACT The increase in estimated revenues as a result of this action is a one-time revenue of $2,000, plus $1,500 of ongoing monthly revenue, which will be generated once the agreement is fully executed. ATTACHMENTS Project Location Map License Agreement (available in the City Clerk's Reading File) Conditions of Approval- FINAL - CUP 17-001 (available in the City Clerk's Reading File) Page 2 LICENSE AGREEMENT BETWEEN THE CITY OF SANTA CLARITA AND T -MOBILE WEST LLC THIS LICENSE AGREEMENT ("Agreement") is made and executed this day of 20_, ("Execution Date") between the CITY OF SANTA CLARITA, a municipal corporation and general law city ("Licensor"), and T -MOBILE WEST LLC, a Delaware limited liability company ("Carrier"). Licensor and Carrier are at times collectively referred to hereinafter as the "Parties" or individually as the "Party." RECITALS. This Agreement is made with reference to the following facts and objectives: A. Licensor is the owner of that certain property located in the County of Los Angeles, State of California, identified as a portion of 25239 %2 Avenue Tibbitts (aka 25239 Anza Drive), Santa Clarita Ca 91355, as more particularly located at Lat: 34.429124 Long: -118.581875 and depicted in Exhibit "A" attached hereto and made a part hereof (the "Property"). Licensor owns a certain communications monopole located on the Property (the "Tower"). B. Carrier is a provider of communication services which require the transmission and reception of wireless communication signals on various frequencies. C. In furtherance of the provision of communication services, Carrier desires to install the communication equipment ("Carrier's Equipment") substantially as described and depicted in Exhibit "B," attached hereto and made a part hereof. D. Licensor is willing to permit Carrier to install, operate and maintain Carrier's Equipment as shown in Exhibit "B," subject to the terms and conditions set forth in this Agreement and the additional terms and conditions set forth in a permit issued by Licensor's Community Development Department, Planning Division ("Permit"). The effectiveness of this Agreement is contingent upon approval of the Santa Clarita City Planning Commission, City Council and City Attorney. NOW THEREFORE, in consideration of the above -referenced facts, the covenants of the Parties contained in this Agreement and for other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows: 1. LICENSE. Licensor hereby grants to Carrier a license to enter upon the Property and to use portions of the Property consisting of (a) tower space and remote space designated by Licensor ("Antenna Space") for the installation, maintenance, use and repair of antennae, poles, dishes, masts and accessories ("Antenna") as reasonably approved by Licensor; and (b) an area in close proximity to the Antenna Space for installation of a 2.5 feet wide by 3.5 feet deep by 7.0 feet high outdoor or indoor cabinet ("Equipment Space") for the installation, maintenance, use and repair of transmitting equipment, base stations, power equipment, and associated equipment ("Related Equipment") all as specifically described and designated in this Agreement for the purpose of providing telecommunications services (the "Purpose"), and for no other purpose whatever ( "License "). Specifics as to the Related Equipment, Antenna Space and Equipment Space shall Carrier Site Name: SV 11287D Round Mountain be attached hereto as Exhibit B. The Related Equipment and the Antenna are together referred to as the "Facilities". The Antenna Space and the Equipment Space as specifically designated and approved by Licensor are together referred to as the "Premises". A. In addition to, and without limiting, the other terms and conditions set forth in this Agreement, the License is subject to the following: (i) The License is a private right to provide telecommunications services and is not intended for public use. (ii) In its utilization of the License, Carrier shall comply with all rules, orders, summons, decrees, regulations, statutes, and ordinances of any governmental or administrative body or agency having jurisdiction over Carrier and Carrier's Facilities and any governmental or administrative body or agency having jurisdiction over the Property, as well as the reasonable rules and regulations of Licensor now and hereafter in effect. (iii) Any and all taxes, including but not limited to personal property and real property taxes, as well as any and all fees for permits and/or licenses required by any governmental or administrative agency with respect to the use of the Premises and the License as herein described, shall be the obligation of, and paid by, Carrier. Carrier shall not be responsible for any real property taxes assessed on the Property. (iv) The Carrier is solely responsible for obtaining (and maintaining in full force and effect throughout the Term of this Agreement) any and all permits and/or licenses required by any governmental or administrative agency for the construction and operation of the Facilities. The Licensor will reasonably cooperate with Carrier, at Carrier's expense, in obtaining such permits and/or licenses. (v) The Facilities and the Premises are for use solely in connection with the Facilities described. Carrier may increase or otherwise expand the Facilities with Licensor's prior consent, which consent shall not be unreasonably withheld, but which consent may be conditioned on an appropriate increase in the License Fee as reasonably agreed upon by Licensor and Carrier. In the event Carrier, without such prior consent of Licensor, increases or otherwise expands the Facilities, Licensor may, in addition to all other rights and remedies available to Licensor, immediately terminate this Agreement and the License. (vi) If Carrier utilizes all or any part of the Property or the Premises for any purpose or activity which is not expressly authorized by this Agreement, or previously approved by Licensor, then at Licensor's option, and in addition to all other rights and remedies available to Licensor, this License and all Carrier's rights hereunder shall immediately terminate. 2 Carrier Site Name: SV 11287D Round Mountain (vii) This License is consensual and subject to the limitations set forth herein. At no time may Carrier or any party claiming under or through it claim any interest in the Premises or the Property adverse to the interest of Licensor. Any attempt to do so is void and, in such event, Licensor may elect to immediately terminate this Agreement and the License. ('Viii) This License is not exclusive. Licensor hereby reserves the right to grant and/or renew similar licenses to others. However, Licensor will not allow additional licenses to be granted that will interfere with the Facilities and/or the Purpose. (ix) Neither this Agreement nor the License grants any property or ownership rights in the Property or the Premises to Carrier. 2. TERM. The initial term of this Agreement ("Initial Term") shall be five (5) years commencing on the date on which Carrier commences construction of Carrier's Equipment on the Premises (the "Commencement Date"). In no event shall Carrier commence construction on the Premises until the earlier of. (i) the date upon which a building permit is issued by Licensor's Building Department; and (ii) the date on which the Permit is issued; provided, that if the Commencement Date has not occurred within six (6) months following the earlier of (i) and (ii), Licensor may thereafter terminate this Agreement by serving written notice of termination on Carrier at any time prior to the Commencement Date. Carrier shall have the right to extend the Initial Term of this Agreement for three (3) additional five (5) year terms (each, a "Renewal Term" and together with the Initial Term, the "Term"), on the same terms and conditions contained herein, provided that the License Fee payable hereunder will be adjusted during each Renewal Term as provided in Section 4, below. This Agreement shall automatically be extended for each successive Renewal Term unless Carrier notifies Licensor in writing of Carrier's intention not to extend this Agreement at least sixty (60) days prior to the expiration of the Initial Term or the then current Renewal Term. Notwithstanding the foregoing to the contrary, if on the date a Renewal Term would commence, Carrier is in material breach of this Agreement beyond the cure period provided for in Section 16D, then such Renewal Term will not commence and this Agreement will, if not earlier terminated, thereupon terminate. This Agreement shall not be revocable and may not be terminated except as otherwise expressly provided in this Agreement. 3. CONDITIONS PRECEDENT. The effectiveness of this Agreement and each Party's rights and obligations hereunder are subject to and expressly conditioned upon Carrier having and maintaining throughout the Term and each Renewal Term any and all necessary certificates, permits, approvals, licenses, reviews or inspections (collectively, the "Development Approvals"), required by or from any local, state or federal agency, municipality, department, commission, bureau or instrumentality of any of the foregoing having jurisdiction over the Property (each, a "Government Agency"), in connection with the construction and operation of Carrier's equipment on the Property. Licensor, at Carrier's expense, shall cooperate with Carrier as reasonably necessary to assist Carrier in obtaining such Development Approvals. 4. LICENSE FEE. A. Licensor and Carrier agree that, upon the Commencement Date, and on or before the first day of every calendar month thereafter during the Initial Term and each Renewal Carrier Site Name: SV11287D Round Mountain Term (each, a "Payment Date"), Carrier shall pay Licensor a monthly license fee in the amount of One Thousand Five Hundred and 001100 Dollars ($1,500.00) (the "License Fee"), adjusted in accordance with Sections 4C and 4D below. Upon agreement of the Parties, Carrier may pay License Fee payments by electronic funds transfer and in such event, Licensor agrees to provide to Carrier bank routing information for such purpose upon request of Carrier. The License Fee for any partial calendar month during the Term is to be prorated on a daily basis. B. Carrier shall pay to Licensor an administration fee of Two Thousand and 001100 Dollars ($2,000.00) within forty-five (45) days after this Agreement is fully executed and at any other time that Carrier requests changes to this Agreement, whether or not such changes are made. C. The License Fee shall be subject to increase on the first anniversary of the Commencement Date and on each anniversary of the Commencement Date thereafter during the Initial Term and any Renewal Terms (each an "Adjustment Date"). The adjusted License Fee shall be equal to the amount calculated as follows (the "CPI Adjustment Amount"): the base for computing the CPI Adjustment Amount is the Consumer Price Index (defined below) for the month which is three (3) months immediately preceding the month in which the Commencement Date falls ("Beginning Index"). The Consumer Price Index published for the month which is three (3) month immediately preceding the Adjustment Date in question ("Extension Index") is to be used in determining the CPI Adjustment Amount. If the Extension Index has increased over the Beginning Index, the CPI Adjustment Amount shall be the product of the License Fee in effect during the immediately preceding year times the CPI Fraction. The CPI Fraction shall be a fraction, the numerator of which is the Extension Index and the denominator of which is the Beginning Index. For purposes of the foregoing: "Consumer Price Index" shall mean the Consumer Price Index published by the Bureau of Labor Statistics of the United States Department of Labor for Urban Wage Earners and Clerical Workers for All Items (CPI W) U.S. City average or shall mean the successor thereto. In the event the Consumer Price Index is converted to a different standard reference base or otherwise revised, the determination of the License Fee for the second year and each succeeding year shall be made with the use of such conversion factor, formula or table for converting the Consumer Price Index as may be published by the Bureau of Labor Statistics, or if the Bureau should fail to publish the same, then with the use of such conversion factor, formula or table for converting the Consumer Price Index as may be published by any nationally recognized publisher of similar statistical information. If the Consumer Price Index ceases to be published and there is no successor thereto, such other index as Licensor and Carrier may agree upon shall be substituted for the Consumer Price Index, and if they are unable to agree, then such matter shall be submitted to arbitration in accordance with the then existing commercial rules of arbitration of the American Arbitration Association at the American Arbitration Association office nearest Licensor. D. In no event shall the monthly License Fee be adjusted by the Consumer Price Index to result in a lower monthly License Fee than was payable during the immediately 4 Carrier Site Name: SVl 1287D Round Mountain preceding year of this Agreement; provided however, that such increase shall not exceed three percent (3%) of the License Fee paid during the immediately preceding year. E. Licensor hereby agrees to provide to Carrier certain documentation (the "Rental Documentation") evidencing Licensor's interest in, and right to receive payments under, this Agreement, including without limitation: (i) documentation, acceptable to Carrier in Carrier's reasonable discretion, evidencing Licensor's good and sufficient title to and/or interest in the Property and right to receive License Fee payments and other benefits hereunder; and (ii) if applicable, a complete and fully executed Internal Revenue Service Form W-9, or equivalent, in a form acceptable to Carrier, for any party to whom License Fee payments are to be made pursuant to this Agreement. From time to time during the Term of this Agreement and within thirty (30) days of a written request from Carrier (but not more often than once in each calendar year), Licensor agrees to provide updated Rental Documentation in a form reasonably acceptable to Carrier. The Rental Documentation shall be provided to Carrier in accordance with the provisions of and at the address given in Section 32 below. Delivery of Rental Documentation to Carrier shall be a prerequisite for the payment of any License Fees by Carrier and notwithstanding anything to the contrary herein, Carrier shall have no obligation to make any License Fee payments until Rental Documentation has been supplied to Carrier as provided herein. Within fifteen (15) days of obtaining an interest in the Property or this Agreement, any assignee(s), transferee(s) or other successor(s) in interest of Licensor shall provide to Carrier Rental Documentation in the manner set forth in the preceding paragraph. From time to time during the Term of this Agreement and within thirty (30) days of a written request from Carrier (but not more often than once in each calendar year), any assignee(s) or transferee(s) of Licensor agrees to provide updated Rental Documentation in a form reasonably acceptable to Carrier. Delivery of Rental Documentation to Carrier by any assignee(s), transferee(s) or other successor(s) in interest of Licensor shall be a prerequisite for the payment of any License Fees by Carrier to such party and notwithstanding anything to the contrary herein, Carrier shall have no obligation to make any License Fee payments to any assignee(s), transferee(s) or other successor(s) in interest of Licensor until Rental Documentation has been supplied to Carrier as provided herein. 5. IMPROVEMENTS. A. During the Initial Term or any Renewal Term, Carrier shall have the right, at no cost to Licensor, to construct, maintain and operate on the Premises Carrier's Equipment as described or substantially similar to Carrier's Equipment described in Exhibit `B." Carrier shall be responsible for maintaining Carrier's Equipment in a good and safe condition and in compliance with all Development Approvals. After initial installation, Carrier shall not materially alter or change the outward appearance of Carrier's Equipment when viewed from the ground without the prior approval of Licensor. Licensor may prohibit such exterior changes if the changes would materially degrade the appearance of the Premises, the Property or the surrounding landscaping. Except for aesthetic considerations, Licensor's approval shall not be unreasonably withheld, Carrier Site Name: SV 11287D Round Mountain conditioned, or delayed. Licensor shall have no obligation or responsibility for any construction work relating hereto, and shall have the right, at all times to post and maintain a Notice of Non -Responsibility in connection with any work undertaken by Carrier. B. All of Carrier's construction and installation work shall be accomplished in a good and workmanlike manner, in compliance with all applicable governmental laws, ordinances, rules and regulations, and shall be performed at Carrier's sole cost and expense. Carrier shall have the right to install electric utilities ("Electric Facilities") at Carrier's expense and to improve the present utilities on or near the Property (including, but not limited to the installation of an emergency back-up power source) subject to Licensor's approval of the nature and location thereof, which approval shall not be unreasonably withheld, conditioned or delayed. Title to Carrier's Equipment shall be held by Carrier. C. Within sixty (60) days following the cancellation, expiration or earlier termination of this Agreement, Carrier shall remove, at no cost to Licensor, all of Carrier's Equipment placed on the Property and the Electric Facilities and, if applicable, demolish and remove all foundations to one (1) foot below grade level, and fill all excavations, compact and return the surface to grade, and leave the Premises in a neat and safe condition, free from any debris or hazards (reasonable wear and tear and damages due to causes beyond the control or without the fault or neglect of Carrier, its agents, employees, contractors and servants excepted). D. Prior to submitting application for land use approval (including any required submission of fees) Carrier shall first obtain Licensor's prior written approval of Carrier's plans for Carrier's Equipment ("Plans"). Upon Licensor's expressed or deemed approval of the Plans, Carrier shall be entitled to process its application with Licensor for land use permit or, if applicable, Conditional Use Permit ("CUP') and, if successful, for subsequent construction of Carrier's Equipment on the Premises, as contemplated by Carrier, in accordance with the Plans and as approved by any separate CUP process. In no event shall Licensor's written or deemed approval of the Plans be construed as approval of Carrier's CUP. Any additions, alterations or changes to Carrier's Equipment may be subject to approvals and additional fees pursuant to applicable law. Notwithstanding the foregoing, Carrier shall be permitted, without Licensor's prior consent, to make equipment repairs and equipment replacements with equipment that is of a "like kind" or substantially similar in nature. E. Within thirty (30) days after completion of construction, Carrier shall provide the Licensor with "as built" drawings of Carrier's Equipment and any other improvements installed on the Property, which show the actual location of all equipment and improvements. F. Carrier shall fully and timely pay for all utilities furnished to the Premises for its use throughout the Term, and all other costs and expenses incurred by Carrier in connection with Carrier's use, operation and maintenance of the Facilities, Premises and Property. Carrier Site Name: SV 11287D Round Mountain G. If Carrier's Equipment is vandalized or marked with graffiti or other inscription, Carrier, at its sole expense, shall repair the damaged property and remove the graffiti or other inscription within fourteen (14) days after receipt of written request by Licensor to do so. Licensor has no responsibility for the protection of Carrier's property from acts of vandalism by third parties. If Carrier does not respond and repair vandalism or remove graffiti within such fourteen (14) days with respect to two (2) or more incidents within a calendar year, then Licensor may thereafter do so and Carrier shall reimburse Licensor for its expenses in connection therewith, plus ten percent (10%) for Licensor's administrative overhead, within thirty (30) days after Carrier's receipt of Licensor's invoice and reasonable supporting documentation. 6. ACCESS. A. Carrier shall have the right, but not the obligation, to enter the Property prior to the Commencement Date, for the purpose of making engineering surveys, inspections and tests, to determine the suitability of the Premises for Carrier's Equipment. During any such pre -construction evaluation and any subsequent entry onto the Property during the Initial Term or any Renewal Term of this Agreement, Carrier shall: (i) have the insurance as set forth in Section 27 below; (ii) notify Licensor of any proposed construction work; and (iii) coordinate the scheduling of same with other occupants of the Property of which Carrier is provided prior notice or of which Carrier is aware. If Carrier determines that the Premises is unsuitable for Carrier's contemplated use, then Carrier and will notify Licensor and this Agreement shall terminate in accordance with Section 16.E below. Carrier and its employees, agents and subcontractors shall have access to the Property and the Premises between the hours of 7:00 am and 7:00 pm, seven (7) days a week, at no additional charge (subject to temporary closures by Licensor which may be necessary for a legitimate public or governmental purpose). Carrier may access the Property and the Premises at any time in emergency circumstances; provided however, Licensor does not warrant or guarantee any rights to Carrier to connect or cross over adjoining properties which shall be the obligation of Carrier to obtain. 7. INTERFERENCE. A. Carrier shall operate Carrier's Equipment in a manner that will not cause signal interference to communication equipment operated by Licensor and other previously authorized users of the Property, that exists prior to the Execution Date, as such equipment is configured at the time Carrier's Equipment is installed. In the event such signal interference should occur, all costs to remedy the interference shall be borne by Carrier. Any communication system operations, operating in the same manner as of the time of installation of Carrier's Equipment and in compliance with applicable laws shall not be deemed interference to Carrier. All operations by Carrier shall be in compliance with all applicable federal, state and local non-interference regulations including, but not limited to, those of the FCC. B. Subsequent to the installation of the Carrier's Equipment, Licensor shall not permit 7 Carrier Site Name: SV L 1297D Round Mountain any new use of the Property in a manner that interferes with the communications operations of Carrier as permitted by this Agreement. Typical residential uses shall not be considered interfering uses under this Section 7, provided that such uses are in compliance with all applicable laws and are consistent with the ordinary and intended purpose of the device or appliance. C. The Parties acknowledge that any continuing interference to Carrier's communication system operations in violation of this Agreement will cause injury to Carrier, and therefore, Carrier shall have the right to bring action to enjoin such interference and/or terminate this Agreement immediately upon notice to Licensor. 8. TAXES. This Agreement may create a taxable property interest in the Property and/or the Premises. Carrier shall be responsible for any personal property taxes, possessory interest taxes and assessments attributable to the Premises, Carrier's Equipment, or the Facilities, levied by any legal authority as a result of this Agreement. 9. NO WARRANTIES. Licensor does not warrant or guarantee the suitability of the Property or the Premises for Carrier's intended use. 10. UTILITIES. A. Carrier is responsible directly to the serving entities for all utilities required for its use of the Property and the Premises. "Utilities" means electricity, gas, telephone services, trash, water, and cable television. B. Carrier agrees to order, obtain, and pay for all Utilities and service and installation charges in connection with the development and operation of the Facilities and Premises as permitted by this Agreement. 11. TRASH AND GARBAGE. Carrier will provide and pay all costs for the complete and proper storage, disposal and timely removal of all refuse resulting from its operations at the Property. Carrier is responsible for the proper disposal of its refuse in such a manner as not to contaminate or restrict sewer lines. 12. MAINTENANCE QUALITY. Licensor or its designees may, at any reasonable time, enter the Property to determine if the Property is being maintained as required hereunder. If Carrier is not maintaining the Property as required, Licensor will provide written notice to Carrier which includes the specific nature of the complaint. Should Carrier fail to perform any such maintenance within thirty (30) days after Carrier's receipt of Licensor's notice, Licensor may enter upon the Property and perform such maintenance. Carrier will reimburse Licensor for the reasonable cost of such maintenance, plus ten percent (10%) for Licensor's administrative overhead within thirty (30) days after Carrier's receipt of Licensor's invoice and reasonable supporting documentation. (The terms and provisions of Section 5.G and not this Section 12 govern the repair of vandalism and the removal of graffiti.) 13. HAZARDOUS WASTE. Licensor represents that it has not, nor, to its knowledge, has any third party used, generated, stored, or disposed of, or permitted the use, generation, storage, or disposal of, any hazardous material (as defined below) on, under, or within the Property in Carrier Site Name: SV11287D Round Mountain violation of any law or regulation. Carrier and Licensor each agrees that it will not use, generate, store, or dispose of any hazardous material on, under, or within the Property in violation of any law or regulation. Licensor and Carrier each agree to defend and indemnify the other and the other's officials, officers, partners, affiliates, agents and employees against any and all losses, liabilities, claims and/or costs (including reasonable attorneys' fees and costs) arising from any breach of any representation or agreement contained in this section. As used in this section, "hazardous materiae' means any substance, chemical or waste that is identified as hazardous, toxic or dangerous in any applicable federal, state, or local law or regulation (including, without limitation, petroleum and asbestos). Carrier shall immediately notify Licensor in writing upon becoming aware of any release of hazardous materials onto or from the Property, the violation of any environmental law by Carrier or any actions brought by third parties against the Carrier alleging environmental damage with respect to the Property. Carrier shall post a sign consistent with applicable laws or regulations for wireless communication facilities, permanently affixed to Carrier's Equipment, which identifies the responsible party to notify in case of emergency or maintenance. 14. [Reserved] [THIS IS NOT A LEASE] 15. LICENSOR'S LIMITED WARRANTY. Licensor warrants that it is under no disability, restriction or prohibition, whether contractual or otherwise, with respect to its right to execute this Agreement and perform its terms and conditions and has the legal right, power and authority to grant all of the rights granted herein. 16. TERMINATION. This Agreement may be terminated as follows: A. By Carrier at the expiration of the Initial Term or any Renewal Term; B. Upon mutual written agreement between the Parties; C. Upon the Property being condemned; D. Should Carrier fail to pay the License Fee or any other amount payable by Carrier under this Agreement as and when due and such failure continues for a period of ten (10) days following the giving of written notice of such failure by Licensor to Carrier. E. Should either Party materially breach this Agreement (other than as provided in Section 16D) and fail to cure such breach within thirty (30) days of being notified by the other Party regarding such breach to non -breaching Party's reasonable satisfaction; provided however, the breaching Party shall have such extended period as may be required beyond the thirty (30) days if the nature of the cure is such that it reasonably requires more than thirty (30) days and the breaching Party commences the cure within the thirty (30) day period and thereafter continuously and diligently pursues the cure to completion; or E. By Carrier in the event that (i) any applications for Development Approvals should be finally rejected; (ii) any Development Approval issued to Carrier is canceled, expires, lapses, or is otherwise withdrawn or terminated by a Government Agency, (iii) Carrier Carrier Site Name: 5V11287D Round Mountain determines that any Development Approvals may not be obtained in a timely manner; (iv) Carrier determines that any soil boring tests are unsatisfactory; or (v) Carrier determines that the Premises are no longer technically compatible for its use. 17. CONDITION OF PROPERTY UPON TERMINATION. Upon termination of this Agreement for any reason, Carrier will vacate the Property and deliver it to Licensor as provided in Section 5.0 above. 18. SALE OR TRANSFER BY LICENSOR. Should Licensor, at any time during the Term of this Agreement, sell, lease, transfer, or otherwise convey all or any part of the Property to any transferee other than Carrier, then such transfer will be under and subject to this Agreement and all of Carrier's rights hereunder. 19. CONDEMNATION/CASUALTY. A. If all or any part of the Premises is acquired by eminent domain or purchase in lieu thereof, or if all or part of the Property (exclusive of the Premises) is acquired by eminent domain or purchase in lieu thereof such that Carrier's access to the Premises is eliminated, Carrier acknowledges that it will have no claim to any compensation awarded for the taking of the Premises or the Property or any portion of either thereof. In the event of any such taking, this Agreement shall terminate as of the date the condemning authority takes title or possession, whichever occurs first. B. In the event of damage by fire or other casualty to the Premises that cannot reasonably be expected to be repaired within forty-five (45) days following same or, if the Property is damaged by fire or other casualty so that such damage may reasonably be expected to disrupt Carrier's operations at the Premises for more than forty-five (45) days, and provided that Carrier is not the cause of such damage or other casualty, then Carrier may, at any time following such fire or other casualty and until the damage caused thereby has been repaired, terminate this Agreement upon fifteen (15) days prior written notice to Licensor. Any such notice of termination shall cause this Agreement to expire with the same force and effect as though the date set forth in such notice were the date originally set as the expiration date of this Agreement and the Parties shall make an appropriate adjustment, as of such termination date, with respect to payments due to the other under this Agreement. Notwithstanding the foregoing, License Fee payments shall abate during the period of repair following such fire or other casualty in proportion to the degree to which Carrier's use of the Premises is impaired. 20. NO PUBLIC PROJECT. All rights given to Carrier pursuant to this Agreement are for Carrier's use of the public property identified herein. Any trespass, use, or other utilization of private property by Carrier is done at its own risk; Carrier is not an agent of Licensor and this Agreement is not intended, nor should it be construed, to constitute a public project. 21. FORCE MAJEURE. Except to the extent that performance involves the payment or expenditure of money, should a Party's performance of any term or provision of this Agreement be prevented due to fire, flood, explosion, war, embargo, government action, civil or military 10 Carrier Site Name: SVI 1287D Round Mountain authority, the natural elements, or other similar causes beyond the that Party's reasonable control, then such performance will be excused for the period of such prevention. 22. NO FIXTURES. Improvements and facilities that may be constructed within the Premises during the Term of this Agreement, will not constitute fixtures attached to the Premises. Any such facilities may be removed by Carrier upon termination of this Agreement as provided herein. 23. ALTERATIONS, MECHANICS' LIENS. Except as provided by this Agreement, Carrier will not make, or cause to be made, any alterations to the Premises, or any part thereof, without Licensor's prior written consent. Carrier will keep the Premises and Property free from any liens arising out of any work performed, material furnished, or obligations incurred by Carrier with respect to the Premises or the Property. 24. ASSIGNMENT AND SUBLETTING. This Agreement may not be assigned, transferred, or sublet by Carrier, court order, or through any other means. Any such purported transfer will be null and void. Notwithstanding the foregoing, this Agreement may be sold, assigned or transferred by Carrier without any approval or consent of Licensor to Carrier's principal, affiliates, subsidiaries of its principal or to any entity which acquires all or substantially all of Carrier's assets in the market defined by the FCC in which the Property is located by reason of a merger, acquisition or other business reorganization. No change of stock ownership, partnership interest or control of Carrier or transfer upon partnership or corporate dissolution of Carrier shall constitute an assignment hereunder. 25. HOLDOVER. If Carrier holds possession of the Premises after the expiration of the Initial Term or any Renewal Term (and not further Renewal Term is in effect) with Licensor's written consent, Carrier's possession will continue on a month-to-month basis at one hundred twenty-five percent (1251/o) of the License Fee applicable during the month immediately preceding such expiration or earlier termination. Such occupancy will be subject to all of the terms and conditions of this Agreement. 26. INDEMNIFICATION. A. Carrier shall indemnify and hold Licensor harmless from and against any and all claims, actions, damages, costs (including, without limitation, reasonable attorney's fees), injuries, penalties or liability, to the extent arising out of the negligence or willful misconduct of Carrier, its agents, employees or contractors or arising out of the activities of Carrier, its agents, employees or contractors on or about the Property or arising out of Carrier's breach or default in the performance of any term or provision of this Agreement, except to the extent of active negligence or willful misconduct of Licensor and Licensor's employees, agents and contractors. Should Licensor be named in any suit, or should any claim be against it, by suit or otherwise, whether the same be groundless or not, arising out of the foregoing, Carrier will defend Licensor (at Licensor's request) and will indemnify it for any judgment rendered against it or any sums paid out in settlement or otherwise. B. For purposes of this Section "Licensor" includes the City of Santa Clarita, its officers, officials, employees, agents, representatives, and volunteers. 11 Carrier Site Name: SV11287D Round Mountain C. Carrier expressly agrees that this hold harmless and indemnification provision is intended to be as broad and inclusive as is permitted by the law of the State of California and that if any portion is held invalid, it is agreed that the balance will, notwithstanding, continue in full legal force and effect. It is expressly understood and agreed that the foregoing provisions will survive expiration or termination of this Agreement. D. The requirements as to the types and limits of insurance coverage to be maintained by Carrier as required by Section 27 below, and any approval of such insurance by Licensor, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by Licensor pursuant to this Agreement, including but not limited to the provisions concerning indemnification. 27. INSURANCE. Carrier must procure and maintain insurance of the type, for the period, with the coverages and limits, and in accordance with the terms, conditions, and requirements that follow: A. Carrier will provide Commercial General Liability and Business Automobile Liability insurance that meet or exceed the requirement of ISO Forms 61,0002, GL0404 and CA0001, Code 1, respectively, or their substantial equivalents, in the most current State of California approved forms, in connection with Carrier's performance in the amount of not less than $2,000,000 combined single limit per occurrence for bodily injury, personal injury, and property damage for each policy coverage. B. Commercial General Liability and Business Automobile Liability policies required in this Agreement will include Licensor, its officials, volunteers, and employees as "additional insureds" under said insurance coverage, to state that such insurance will be deemed "primary" as relates to Carrier's operations such that any other insurance that may be carried by Licensor will be excess thereto in this respect, and general and automobile liability policy(ies) will not be cancelable except upon thirty (30) days prior written notice to Licensor. Carrier agrees to provide Licensor with thirty (30) days prior written notice of any reductions in coverage below that required herein. C. Carrier will furnish to Licensor a certificate of insurance via an AC ORD or equivalent form, duly evidencing maintenance of the insurance required under this Agreement and which must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of "A -:VII." 28. SAFETY AND ENVIRONMENTAL PROTECTION. Carrier shall operate and maintain Carrier's Equipment and the Premises and shall cause Carrier's employees, agents and contractors (collectively, "Carrier's Related Parties") to operate and maintain Carrier's Equipment and the Premises so as to avoid injury or damage to any person or property due to the acts or omissions of Carrier and Carrier's Related Parties. In carrying out its work, Carrier and Carrier's Related Parties shall at all times, exercise all reasonably necessary precautions for the safety and environmental protection of the Property and the Premises, and be in compliance with all applicable federal, state and local statutory and regulatory requirements including those of the State of California, Division 12 Carrier Site Name: Svl 1287D Round Mountain of Industrial Relations (Cal/OSHA), Cal/EPA, US/EPA and the U.S. Department of Transportation. 29. COMPLIANCE WITH LAW. Carrier will, at its sole cost and expense, comply with all of the requirements of all applicable federal, state, and local authorities now in force, or which may hereafter be in force, pertaining to the Premises and will faithfully observe in the use of the Premises all applicable laws. The judgment of any court of competent jurisdiction that Carrier has violated any such ordinance or statute in the use of the Premises will be conclusive of that fact as between Licensor and Carrier. 30. WAIVER OF BREACH. No term or provision of this Agreement may be waived orally or by a course of conduct, but only in a writing signed by the party to be charged. Any such waiver will not constitute a waiver of any further breach of the same or other term of this Agreement. 31. INSOLVENCY; RECEIVER. Either the appointment of a receiver to take possession of all or substantially all of the assets of Carrier, or a general assignment by Carrier for the benefit of creditors, or any action taken or offered by Carrier under any insolvency or bankruptcy action, will constitute a breach of this Agreement by Carrier, and in such event this Agreement will automatically cease and terminate. 32. NOTICES. Except as otherwise expressly provided by law, all notices or other communications required or permitted by this Agreement or by law to be served on or given to either Party to this Agreement by the other Party will be in writing and will be deemed served when personally delivered to the Party to whom they are directed, or in lieu of the personal service, upon deposit in the United States mail, certified or registered mail, return receipt requested, postage prepaid or by commercial courier, provided the courier's regular business is delivery service and provided further that it guarantees delivery to the addressee by the end of the next business day following the courier's receipt from the sender, addressed to: 13 Carrier Site Name: Sv11287D Round Mountain Licensor: City of Santa Clarita 23920 Valencia Blvd., Suite 300 Valencia, CA 91355 Attn: Kenneth W. Striplin Carrier: T -Mobile USA, Inc. 12920 S6 38th Street Bellevue, WA 98006 Attn: Lease Compliance/Site No. SV11287D 33. GOVERNING LAW. This Agreement has been made in and will be construed in accordance with the internal laws of the State of California without regard to principles of conflict of law, and exclusive venue for any action involving this Agreement will be in Los Angeles County. 34. PARTIAL INVALIDITY. Should any provision of this Agreement be held by a court of competent jurisdiction to be either invalid or unenforceable, the remaining provisions of this Agreement will remain in effect, unimpaired by the holding. 35. INTEGRATION. This instrument and its attachments constitute the sole agreement between Licensor and Carrier respecting the Property, the use of the Property by Carrier, and the specified term, and correctly set forth the obligations of Licensor and Carrier. Any agreements or representations respecting the Property or its licensing by Licensor to Carrier not expressly set forth in this instrument are void. There are two (2) attachments to this Agreement. 36. CONSTRUCTION. The language of each part of this Agreement will be construed simply and according to its fair meaning, and this Agreement will never be construed either for or against either Party. A. Carrier shall give all notices required by law and comply with all laws, ordinances, rules, and regulations pertaining to the conduct of its activities on the Premises. Carrier shall be liable for all violations of the law arising in connection with its activities under this Agreement. B. All Exhibits attached hereto are material parts of this Agreement. 37. AUTHORITY/MODIFICATION. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written amendment. Licensor's City Manager, or designee, may execute any such amendment on behalf of Licensor. 38. COUNTERPARTS. This Agreement may be executed in any number or counterparts, each of which will be an original, but all of which together will constitute one instrument executed on the same date. 14 Carrier Site Name: SV t 1287D Round Mountain ATTORNEYS' FEES. In the event that either party hereto defaults hereunder and/or a legal action is commenced to enforce the terms hereof, the prevailing party in such action shall be entitled to recover from the other party its legal costs, including reasonable attorneys' fees and costs and past -judgment collection costs, incurred therein. IN WITNESS WHEREOF, the parties hereto have executed this contract to be effective as of the day and year first hereinabove written. FOR: LICENSEE: T -MOBILE WEST LLC By: Billie Butler Director, Engineering & Operations Title: T-Mobile/LA North Market Date: 01 FOR: CITY OF SANTA CLARITA: Kenneth W. Striplin, City Manager ATTEST: Mary Cusick, City Clerk APPROVED AS TO FORM: an Joe Montes, City Attorney 15 Carrier Site Name: SV 11287D Round Mountain 61g11ally signed by robert.doan raben.doane�b mobilecom e@t— ON: cn=rohert.daanept- mobile.com moblle.corn D-2018.09.11 99:1059 -07'00' T -Mobile Legal Approval As To Form Exhibit "A" Property LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: THAT PORTION OF THE RANCHO SAN FRANCISCO, IN THE CITY OF SANTA CLARITA, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS SHOWN ON MAP RECORDED 1N BOOK 1, PAGES 521 AND 522 OF PATENTS, RECORDS OF LOS ANGELES COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEASTERLY TERMINUS OF THAT COURSE IN THE SOUTHEASTERLY LINE OF LOT 6 AS SHOWN ON MAP OF TRACT NO. 30118 FILED IN BOOK 750 PAGES 26 THROUGH 32, INCLUSIVE, OF MAPS, RECORDS OF SAID COUNTY, AS HAVING A BEARING AND DISTANCE OF NORTH 66052'40" EAST 317.90 FEET AND FOR THE PURPOSE OF THIS DESCRIPTION SHALL BEAR NORTH 67008'11" EAST; THENCE SOUTHWESTERLY ALONG SAID SOUTHEASTERLY LINE SOUTH 67°08'11" WEST 317.90 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS OF 925.00 FEET; THENCE SOUTHWESTERLY ALONG SAID CURVE AND ALONG SAID SOUTHEASTERLY LINE AND ALONG THE SOUTHEASTERLY LINE OF LOT 5 AS SHOWN ON SAID MAP OF TRACT NO. 30118 THROUGH A CENTRAL ANGLE OF 08032'50" AN ARC DISTANCE OF 137.99 FEET; THENCE TANGENT TO SAID CURVE AND CONTINUING ALONG SAID SOUTHEASTERLY LINE OF LOT 5 AND ALONG THE SOUTHEASTERLY LINES OF LOTS 3 AND 4 AS SHOWN ON SAID MAP OF TRACT NO. 30118 SOUTH 75041'01" WEST 668.46 FEET; THENCE LEAVING SAID SOUTHEASTERLY LINE SOUTH 14°18'59" EAST 126.40 FEET; THENCE SOUTH 6417'28" WEST 243.77 FEET; THENCE SOUTH 25°42'32" EAST 605.63 FEET TO A POINT IN THE NORTHEASTERLY LINE OF THAT 100 FOOT WIDE RIGHT OF WAY OF SOUTHERN PACIFIC RAILROAD AS SHOWN ON MAP RECORDED IN BOOK 27 PAGE 38, OF LICENSED SURVEYORS MAP, RECORDS OF SAID COUNTY, SAID POINT BEING ON A CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 1959.91 FEET, A RADIAL LINE THROUGH SAID POINT BEARS SOUTH 14025'03" WEST; THENCE NORTHWESTERLY ALONG SAID CURVE AND ALONG SAID NORTHEASTERLY LINE THROUGH A CENTRAL ANGLE OF 09°47'01" AN ARC DISTANCE OF 334.67 FEET TO THE BEGINNING OF A TANGENT COMPOUND CURVE CONCAVE SOUTHERLY HAVING A RADIUS OF 2914.82 FEET; THENCE WESTERLY ALONG SAID CURVE AND ALONG SAID NORTHEASTERLY LINE THROUGH A CENTRAL ANGLE OF 0036'00" AN ARC DISTANCE OF 30.52 FEET TO THE BEGINNING OF A TANGENT COMPOUND CURVE CONCAVE SOUTHERLY HAVING A RADIUS OF 5779.60 FEET; THENCE WESTERLY ALONG SAID CURVE AND ALONG SAID NORTHEASTERLY LINE THROUGH A CENTRAL ANGLE OF 0018'00" AND ARC DISTANCE OF 30.26 FEET; THENCE TANGENT TO SAID CURVE AND ALONG SAID NORTHEASTERLY LINE NORTH 86015'58" WEST 29.78 FEET TO A POINT IN THE EASTERLY LINE OF THE LAND DESCRIBED IN DEED RECORDED JUNE 10, 1963 AS INSTRUMENT NO. 1606 IN BOOK D2058 PAGE 603, OF OFFICIAL RECORDS, RECORDS OF SAID COUNTY; THENCE SOUTHERLY ALONG SAID EASTERLY LINE AND ALONG THE EASTERLY LINE OF DEED RECORDED MARCH 18, 1969 AS INSTRUMENT NO. 3187 IN BOOK D4311 PAGE 508, OF SAID OFFICIAL RECORDS, SOUTH 25041'56" EAST 320.18 FEET TO AN ANGLE POINT IN LAST SAID EASTERLY LINE; THENCE CONTINUING SOUTHEASTERLY ALONG LAST SAID EASTERLY LINE SOUTH 23006'03" EAST 275.48 FEET TO THE NORTHWESTERLY CORNER OF PARCEL 2 OF DEED RECORDED APRIL 6, 2005 AS INSTRUMENT NO. 05-0798366, OF SAID OFFICIAL RECORDS; THENCE NORTHEASTERLY ALONG THE NORTHWESTERLY LINE OF LAST SAID DEED NORTH 66053'27" EAST 28.00 FEET TO THE NORTHEASTERLY CORNER OF LAST SAID DEED; THENCE SOUTHEASTERLY ALONG THE EASTERLY LINE OF LAST SAID DEED SOUTH 23006'03" EAST 226.39 FEET TO THE SOUTHEASTERLY CORNER OF LAST SAID DEED; THENCE SOUTHWESTERLY ALONG THE SOUTHEASTERLY LINE OF LAST SAID DEED SOUTH 66°53'57" 16 Carrier Site Name: SV 11297D Round Mountain WEST 29.14 FEET TO A POINT IN SAID EASTERLY LINE OF DEED RECORDED IN BOOK D4311 PAGE 508; THENCE SOUTHERLY ALONG LAST SAID EASTERLY LINE SOUTH 0816'54" WEST 65.02 FEET TO THE MOST NORTHERLY CORNER OF PARCEL 1 OF DEED RECORDED APRIL 6, 2005 AS INSTRUMENT NO. 05-0798366, OF SAID OFFICIAL RECORDS; THENCE SOUTHEASTERLY ALONG THE EASTERLY LINE OF SAID PARCEL 1 SOUTH 23006'03" EAST 357.77 FEET TO A POINT IN SAID EASTERLY LINE OF DEED RECORDED IN BOOK D4311 PAGE 508; THENCE SOUTHEASTERLY ALONG LAST SAID EASTERLY LINE SOUTH 82052'46" EAST 89.11 FEET TO AN ANGLE POINT IN SAID EASTERLY LINE; THENCE CONTINUING SOUTHEASTERLY ALONG LAST SAID EASTERLY LINE SOUTH 20014'18" EAST 340.42 FEET TO AN ANGLE POINT IN SAID EASTERLY LINE; THENCE ALONG THE EASTERLY LINE OF DEED RECORDED FEBRUARY 9, 2006 AS INSTRUMENT NO. 06-0307040, OF SAID OFFICIAL RECORDS, SOUTH 30019'52" EAST 159.13 FEET TO THE SOUTHEASTERLY CORNER OF LAST SAID DEED; THENCE EASTERLY ALONG SAID EASTERLY LINE OF DEED RECORDED IN BOOK D4311 PAGE 508 SOUTH 8946'11" EAST 78.21 FEET TO THE MOST WESTERLY CORNER OF DEED RECORDED FEBRUARY 9, 2006 AS INSTRUMENT NO. 06-0307041, OF SAID OFFICIAL RECORDS, SAID POINT BEINGON A CURVE CONCAVE SOUTHEASTERLY HAVING A RADIUS OF 1475.65 FEET, A RADIAL LINE THROUGH SAID POINT BEARS SOUTH 37°48'48" EAST; THENCE NORTHEASTERLY ALONG SAID CURVE AND ALONG THE NORTHERLY LINE OF SAID DEED THROUGH A CENTRAL ANGLE OF 3022'20" AN ARC DISTANCE OF 86.85 FEET; THENCE NON -TANGENT TO SAID CURVE AND CONTINUING ALONG SAID NORTHERLY LINE OF LAST SAID DEED NORTH 89027'29" EAST 789.26 FEET TO THE NORTHEASTERLY CORNER OF LAST SAID DEED; THENCE SOUTHERLY ALONG THE EASTERLY LINE OF LAST SAID DEED SOUTH 00°32'31" EAST 61.63 FEET TO A POINT IN THE NORTHERLY LINE OF MAGIC MOUNTAIN PARKWAY AS SHOWN ON PARCEL MAP NO. 23349 FILED IN BOOK 264 PAGES 1 THROUGH 12, INCLUSIVE, OF PARCEL MAPS, RECORDS OF SAID COUNTY; THENCE EASTERLY ALONG LAST SAID NORTHERLY LINE NORTH 88"39'44" EAST 33.37 FEET TO THE SOUTHWESTERLY CORNER OF DEED RECORDED ,JANUARY 25, 2001 AS INSTRUMENT NO. 01-0136108, OF SAID OFFICIAL RECORDS; THENCE ALONG THE WESTERLY LINE OF LAST SAID DEED NORTH 00031'55" WEST 65.96 FEET TO THE NORTHWESTERLY CORNER OF LAST SAID DEED; THENCE EASTERLY ALONG THE NORTHERLY LINES OF LAST SAID DEED THE FOLLOWING COURSES: NORTH 8928'05" EAST 45.93 FEET; NORTH 00°31'55" WEST 9.84 FEET; SOUTH 81°04'11" EAST 59.87 FEET; SOUTH 29035'12" EAST 33.78 FEET; NORTH 89028'05" EAST 19.68 FEET; NORTH 31028'24" EAST 30.95 FEET; NORTH 89028'05" EAST 82.02 FEET; SOUTH 00031'55" EAST 20.34 FEET; NORTH 89028'05" EAST 328.08 FEET; NORTH 00"31'55" WEST 23.62 FEET; NORTH 89028'05" EAST 85.34 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHERLY HAVING A RADIUS OF 1548.55 FEET; EASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 8009'02" AN ARC DISTANCE OF 220.29 FEET; THENCE LEAVING LAST SAID NORTHERLY LINE NORTH 17015'42" WEST 27.46 FEET; THENCE NORTH 70015'42" WEST 300.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 1425.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 10026'43" AN ARC DISTANCE OF 259.78 FEET; THENCE NORTH 01°20'05" WEST 340.01 FEET; THENCE NORTH 88"39'54" EAST 381.47 FEET; 17 Carrier Site Name: SV 11297D Round Mountain THENCE SOUTH 17015'42" EAST 137.85 FEET; THENCE SOUTH 88012'48" EAST 360.26 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 353.51 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 21041'40" AN ARC DISTANCE OF 133.85 FEET; THENCE TANGENT TO SAID CURVE SOUTH 66°31'08" EAST 715.25 FEET TO THE NORTHWESTERLY CORNER OF LOT 17 AS SHOWN ON MAP OF TRACT NO. 51931-02 FILED IN BOOK 1238 PAGES 30 THROUGH 61, INCLUSIVE, OF MAPS, RECORDS OF SAID COUNTY; THENCE EASTERLY ALONG THE NORTHERLY LINE OF SAID LOT 17 SOUTH 81 047'55" EAST 32.13 FEET TO THE SOUTHWESTERLY CORNER OF LOT 7 AS SHOWN ON SAID MAP OF TRACT NO. 51931-02; THENCE NORTHWESTERLY ALONG THE SOUTHWESTERLY BOUNDARY OF SAID TRACT NO. 51931-02 AND THE SOUTHWESTERLY BOUNDARY OF PARCEL MAP NO. 16085 FILED IN BOOK 222 PAGES 75 THROUGH 78, INCLUSIVE, OF PARCEL MAPS, RECORDS OF SAID COUNTY, NORTH 30043'28" WEST 2378.06 FEET; THENCE LEAVING SAID SOUTHWESTERLY BOUNDARY OF PARCEL MAP NO. 16085 SOUTH 59°24'01" WEST 376.95 FEET; THENCE NORTH 30035'59" WEST 694.25 FEET; THENCE NORTH 59024'01" EAST 375.44 FEET TO A POINT IN THE SOUTHWESTERLY BOUNDARY OF PARCEL MAP NO. 12009 FILED IN BOOK 182 PAGES 47 THROUGH 54, INCLUSIVE, OF PARCEL MAPS. RECORDS OF SAID COUNTY; THENCE NORTHWESTERLY ALONG LAST SAID SOUTHWESTERLY BOUNDARY NORTH 30043'28" WEST 467.36 FEET TO THE SOUTHWESTERLY CORNER OF PARCEL 20 OF PARCEL MAP NO. 10622 FILED IN BOOK 119 PAGES 63 THROUGH 67, INCLUSIVE, OF PARCEL MAPS, RECORDS OF SAID COUNTY; THENCE LEAVING LAST SAID SOUTHWESTERLY LINE AND SOUTHWESTERLY ALONG THE SOUTHEASTERLY LINE OF LOT 3 OF CERTIFICATE OF COMPLIANCE RECORDED JUNE 5, 2007 AS INSTRUMENT NO. 20071354175, OF SAID OFFICIAL RECORDS, SOUTH 37051'50" WEST 647.17 FEET TO THE SOUTHEASTERLY CORNER OF SAID LOT 6 OF TRACT NO. 30118, SAID POINT BEING ON A CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS OF 425.00 FEET, A RADIAL LINE THROUGH SAID POINT BEARS NORTH 26°21"13" WEST; THENCE SOUTHWESTERLY ALONG SAID CURVE AND ALONG SAID SOUTHEASTERLY LINE OF LOT 6 THROUGH A CENTRAL ANGLE OF 3029'24" AN ARC DISTANCE OF 25.89 FEET TO THE POINT OF BEGINNING. EXCEPT THAT PORTION THEREOF LYING SOUTHERLY OF THE CENTER LINE OF SANTA CLARA RIVER BED AS DELINEATED ON LICENSED SURVEYOR'S MAP FILED IN BOOK 27, PAGES 27 THROUGH 31 OF RECORD OF SURVEY, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY ALSO EXCEPT THEREFROM ALL OIL, OIL RIGHTS, MINERALS, MINERAL RIGHTS, TARS, NATURAL GAS RIGHTS, METALIFEROUS SUBSTANCES OF EVERY KIND AND OTHER HYDROCARBONS BY WHATSOEVER NAME KNOWN, GEOTHERMAL STEAM, NATURALLY HEATED WATERS, THERMAL ENERGY AND ALL PRODUCTS DERIVED FROM ANY OF THE FOREGOING, THAT MAY BE WITHIN OR UNDER THE PROPERTY, TOGETHER WITH THE PERPETUAL RIGHT OF DRILLING, MINING, EXPLORING AND OPERATING THEREFOR AND STORING IN AND REMOVING THE SAME FROM THE PROPERTY OR ANY OTHER PROPERTY, INCLUDING THE RIGHT TO WHIPSTOCK OR DIRECTIONALLY DRILL AND MINE FROM PROPERTIES OTHER THAN THE PROPERTY, OIL OR GAS WELLS, TUNNELS AND SHAFTS INTO, THROUGH OR ACROSS THE SUBSURFACE OF THE PROPERTY, AND TO BOTTOM SUCH WHIPSTOCKED OR DIRECTIONALLY DRILLED WELLS, TUNNELS AND SHAFTS UNDER AND BENEATH OR BEYOND THE EXTERIOR LIMITS THEREOF, AND TO REDRILL, RETUNNEL, EQUIP, MAINTAIN, REPAIR, DEEPEN AND OPERATE ANY SUCH WELLS OR MINES, WITHOUT, HOWEVER, THE RIGHT TO DRILL, MINE, STORE, EXPLORE OR OPERATE THROUGH THE SURFACE OF THE PROPERTY OR THE UPPER 500 FEET OF THE SUBSURFACE OF THE PROPERTY FOR SUCH SUBSTANCES, AS RESERVED BY THE NEWHALL 18 Carrier Site Name: SV11287D Round Mountain LAND AND FARMING COMPANY, A CALIFORNIA LIMITED PARTNERSHIP, IN DONATION DEED RECORDED JULY 25, 2012 AS INSTRUMENT NO. 20121098524 AND RE-RECORDED APRIL 30, 2013 AS INSTRUMENT NO. 20130644817, OFFICIAL RECORDS. NOTE: THIS COMPANY HAS PROVIDED SAID DESCRIPTION AS AN ACCOMMODATION FOR THE PURPOSE OF FACILITATING THIS REPORT. SAID DESCRIPTION MAY NOT BE AN INSURABLE PARCEL PURSUANT TO THE SUBDIVISION MAP ACT OF THE STATE OF CALIFORNIA AND SHOULD NOT BE RELIED UPON TO CONVEY OR ENCUMBER SAID LAND, UNTIL APPROVED BY THE AP PROP RIATEGOVERNING AGENCY. APN: 2866-007-910 19 Carrier Site Name: SV 1 1287D Round Mountain Exhibit "B" Carrier's Facilities and Premises 20 Carrier Site Name: SV11287D Round Mountain J>. _ \ / E / © / 2 /.EB|/ \ ) cr- / 1272!/ \ to ) v� - . ,2, E/N/ ■ E ; | I§I2 !/§/ 3§ §/ 3g32/<3g - : ? w . �\ �§ �� • n / �• \ % �\\ � � t s r . � \ . a % r1 � 2 ° ^ � §2 §$RR mm § §K$, » �N■»§§§ § � § § 0 :>;;, un };HIf c? o © � \} `'j° \ ^ ` ° z § > ~ \!=G;!\ �iE d S e ( �+)z § Lnƒ§t; § Of & � B 2\R±d<37 � ■ � � ) - :>;;, un };HIf c? o § � \} moi§ �iE ( �+)z § Lnƒ§t; § & � B 2\R±d<37 � ■ � :>;;, un };HIf c? o § � \} moi§ �iE ( �+)z § Lnƒ§t; § & � B \ � ■ � o § � § § § & � B \ � ■ � � § | � mƒ e a |( §d §4BB«&§ ® : 70 L &�§k\)% /� « ■§ (§�§�e■& � \K� � � w , j \ g ) LU m m / - # xx2\ 3§ z &e � k|§ � LU � � E ci-: Z II j Z z - r� ::i tU a - j �_ �]❑ mNZ�n F Cn Irj aaaaaaa® 41 1� 1� IL a _ o j 11 z N r� i a - aaaaaaa® 41 1� 1� a _ o j 11 z N r� i a - 41 1� 1� a E g® Ila 5 5 �b 5 yC a� .1 a t LU If a , � !A LLI O _ �� � z z M LU � ? z d 2 � _ 23 0 Z u v Q � It U 2 W zm z$ U_ Q Z Z W F Z Q m � a - a m s a s s s s aaaaaaa® D s31N30 0Yd f N Fo. z t. F S - z � 005 ' N a w^�« a mwzg°�g U)_ e z i O N r\j ,. O a ng ti Ln:N I' —�i 5 s31N30 0Yd f N Fo. ` as OM0660lin13d &� 310dMN 030N31x3/ N F' 'Y A-,Dz N a O r N e e a s =_{tfiPR w LA 411' 6 ng ti Ln:N I' —�i � .. � W F w z m q 'm i s1. x 5 s31N30 0Yd f N Fo. ` OM0660lin13d &� 310dMN 030N31x3/ N F' 'Y A-,Dz N a O r N s =_{tfiPR w LA 411' 6 ng ti Ln:N I' —�i � .. � W F w z m q 'm i s1. x z s31N30 0Yd f N ` OM0660lin13d &� 310dMN 030N31x3/ N F' 'Y A-,Dz s =_{tfiPR r k1p ffi � RAI th , 6i S 9 o�s�! W w � _ MIX o W J W i a31N37 OV x510 .NW 33190x-1 N .0-70 e3u13N aYa 9MN3uM 3vean-1 Sx) � Q J W o-,ts 31010 UOK.W31 Cl F N3Nd37 QVN MI M 31180ri-1 (N) LF 310dONON 030N3N:7 OW jbN ZW (N) '0'1 p ,ss W Z y 7131N37 um b H.Lw 312OK-1 (N) .0- N31N37 0Vd VNN3Wv TISON-L N H 00090fi6Z� ll"3d 3lOdONON x3 N -,OZ X59. r 1- io �� S F g G� so e Ira Z Z O', F'— B ' O W da�i'o� c �� '�7 g W a€a�.w€s,€ o Q N31N37 9VN YNN3WV 3tl90N-1 N 310dON01Y (3) 01 ,O -,SF ci W Z ZS 31060NON 030N31M3 ONV SYNNi11N (N) OS .0 -,SS EXHIBIT A RESOLUTION NO. P17-09 MASTER CASE NO. 17-038 CONDITIONAL USE PERMIT 17-001 FINAL CONDITIONS OF APPROVAL GENERAL CONDITIONS GCI. The approval of this project shall expire if the approved use is not commenced within two (2) years from the date of this approval, unless it is extended in accordance with the terms and provisions of the City of Santa Clarita's Unified Development Code (UDC). GC2. To the extent the use approved with this project is a different use than previously approved for the property, the prior approval shall be terminated along with any associated vested rights to such use, unless such prior approved use is still in operation, or is still within the initial pre -commencement approval period. Once commenced, any discontinuation of the use approved with this project for a continuous period of one hundred eighty (180) calendar days or more shall terminate the approval of this use along with any associated vested rights to such use. The use shall not be re-established or resumed after the one hundred eighty (180) day period. Discontinuation shall include cessation of a use regardless of intent to resume. GC3. The applicant may file for an extension of the conditionally approved project prior to the date of expiration. If such an extension is requested, it must be filed no later than sixty (60) days prior to expiration. GC4. The applicant shall be responsible for notifying the Director of Community Development, in writing, of any change in ownership, designation of a new engineer, or change in the status of the developer, within thirty (30) days of said change. GC5. Unless otherwise apparent from the context, the term "applicant" shall include the applicant and any other persons, corporation, or other entity making use of this grant. The applicant shall defend, indemnify, and hold harmless the City of Santa Clarita, its agents, officers, and employees from any claim, action, or proceeding against the City or its agents, officers, or employees to attack, set aside, void, or annul the approval of this project by the City, including any related environmental approvals. In the event the City becomes aware of any such claim, action, or proceeding, the City shall promptly notify the applicant. If the City fails to notify the applicant or if the City fails to cooperate fully in the defense, the applicant shall not thereafter be responsible to defend, indemnify, or hold harmless the City. Nothing contained in this condition prohibits the City from participating in the defense of any claim, action, or proceeding, if both of the following occur: 1) the City bears its own attorneys' fees and costs; and 2) the City defends the action in good faith. The applicant shall not be required to pay or perform any settlement unless the settlement is approved by the applicant. Resolution No. P17-09; Master Case No. 17-038 Exhibit A — Draft Conditions of Approval Page 2 of 6 GC6. The property shall be developed and maintained in substantial conformance with the approvals granted by the City. Any modifications shall be subject to further review by the City. GC7. The applicant and property owner shall comply with all inspections requirements as deemed necessary by the City of Santa Clarita. GCB. The owner, at the time of issuance of permits or other grants of approval agrees to develop the property in accordance with City codes and other appropriate ordinances including, but not limited to, the California Building Code (Building, Mechanical, Plumbing, Electrical, Green Building, and Energy Codes), Fire Code, Unified Development Code (Grading Code and Undergrounding of the Utilities Ordinance), Utilities Code (Sanitary Sewer and Industrial Waste Ordinance), and Highway Permit Ordinance. GC9. This grant shall not be effective for any purpose until the applicant has filed with the Director of Community Development, their affidavit (Acceptance Form) stating that they are aware of, and agree to accept, all of the conditions of this grant. GC10. Details shown on the site plan are not necessarily approved. Any details which are inconsistent with the requirements of state or local ordinances, general conditions of approval, or City policies and not modified by this permit must be specifically approved. GC11. It is hereby declared and made a condition of this permit that if any condition hereof is violated, or if any law, statute, or ordinance is violated, the City may commence proceedings to revoke this approval. PLANNING DIVISION PL 1. The applicant shall be permitted to install a co -located, unmanned wireless communications facility (WCF) on an existing City -owned monopole, at 25239 Anza Drive (Assessor's Parcel Number: 2866-007-910) on City owned property. The facility shall be designed to have a three sector array. Each sector will contain three panel antennas and two remote radio units (RRUs). This approval includes an approximately 220 square -foot expansion of the existing ground -level chain link enclosure area at the base of the monopole to house a new 6'-3" tall diesel generator. The proposed WCF consists of designed with the following components: A. Nine panel antennas (three eight -foot tall antennas, three approximately five-foot, one -inch tall antennas, and three approximately four -foot, seven-inch tall antennas), mounted on the existing 35 -foot tall monopole. The applicant shall be permitted to increase the height of the 35 -foot monopole by 20 feet, resulting in a 55 -foot tall monopole. The antennas will be mounted at 51 feet off the ground and shall not Resolution No. P17-09; Master Case No. 17-038 Exhibit A — Draft Conditions of Approval Page 3 of 6 exceed the height of the monopole. All antennas shall be painted to match the surface of the monopole; B. Six RRUs (two RRUs per sector) to be mounted behind six of the nine panel antennas. The equipment shall be painted to match the surface of the light standard; C. One four -foot diameter T -Mobile microwave dish to be mounted directly below the three sector array at 42 feet off the ground; D. Ancillary facility equipment, including two battery cabinets shall be permitted to be installed and operated in an existing equipment shelter located at the base of the monopole; and E. The existing monopole and equipment shelter is surrounded by an existing 6'-0" tall chain link fence that shall be permitted to be expanded by approximately 220 square feet, to house the new 6'-3" tall diesel generator. PL2. The WCF shall be consistent with the approved site plan and elevation plan on file with the Planning Division. Any change in size, location, or configuration shall be subject to the review of the Director of Community Development, and may require subsequent approval of the Planning Commission. PL3. The applicant shall be required to install and maintain adequate landscape screening at the project site, as shown in the landscape and irrigation plans on file with the Planning Division. All plants shall be 36 -inch box size at planting. Maintenance of all landscape installed as part of this project shall be the responsibility of the applicant, or operator of the subject WCF. PL4. Within 30 days of notification by the City or any other affected agency of maintenance concerns regarding the approved WCF, the applicant shall remedy said concern to the satisfaction of the Director. PLS. All antennas shall meet the minimum siting distances to habitable structures required for compliance with Federal Communications Commission (FCC) regulations and standards governing the environmental effects of radio frequency emissions. PL6. The WCF shall conform to all standards and guidelines of the UDC, including Chapter 17.69 (Wireless Communication Facilities and Satellite Dish Antennas), and specific zoning for the subject property unless set forth in this permit and shown on the approved site plan. PL7. The WCF shall not bear any signs or advertising devices other than certification, warning, or required signage. All required seals and signage shall be obscured by building and screening design when, and as much as possible. Resolution No. P17-09; Master Case No. 17-038 Exhibit A — Draft Conditions of Approval Page 4 of 6 PL8. All conduit, wires, cables, or ancillary equipment necessary for operation of the facility or reception of signal shall be screened from view and/or placed underground or buried as part of construction. PL9. Necessary equipment for the proposed project shall be located in a locked or otherwise secured area that is not accessible to unauthorized persons. All wireless communications facilities shall be designed to prevent unauthorized climbing. PL10. The WCF shall not restrict access to any existing antenna or potential future antenna location which could be used either by the permittee or by another provider. PL 11. The operation of the facility shall not cause interference with any electrical equipment in the surrounding neighborhoods, including television, radio, telephone, or computer use, nor may the antenna create harmful interference between any other telecommunication facilities, including City -owned communication facilities. PL12. All facilities shall comply with City -adopted noise standards. All equipment, including accessory equipment shall comply with the City's noise standards as set forth in the City's noise ordinance. If necessary, equipment shall be replaced or modified with noise dampening materials or techniques to come into compliance with City standards. The proposed project shall result in no net increase to the existing ambient noise levels on the subject property and comply with the City of Santa Clarita's Noise Ordinance. PL13. Prior to issuance of building permits, the applicant shall comply with all applicable regulations and fees of affected agencies. BUILDING AND SAFETY BSI. Detailed construction plans for the WCF shall be submitted to the Building and Safety Division for plan review and building permit issuance. Supporting documentation, such as structural calculations, energy calculations, and soil/geology reports shall be included in the plan submittal package. BS2. Plans submitted for plan review shall show full compliance with the California Building Codes (CBC) in effect at the time the plans and building permit application are submitted. The current California codes are: 2016 California Building, Mechanical, Plumbing, and Electrical Codes, and the 2016 California Energy Code. BS3. Plans submitted to Building and Safety for plan review shall be 100 percent complete. Plans submitted shall show all work being performed for this project including architectural, structural, mechanical, electrical, and plumbing. Plans shall be prepared by a licensed Design Professional (architect or engineer). BS4. The applicant shall provide complete vertical and lateral analysis for all mounted equipment and shall submit structural calculations and details for the existing tower and Resolution No. P17-09; Master Case No. 17-038 Exhibit A — Draft Conditions of Approval Page 5 of 6 attachment of all new equipment and/or structures. Plans shall show full structural details for all equipment supports. BSS. Submitted plans shall be stamped and signed by a California Licensed Architect or Engineer qualified to design the type of work proposed. BS6. The applicant shall consider submitting commercial projects electronically using our new ePLANS system. For more information about ePLANS, the applicant shall visit our website at: http://www.santa-clarita.com/city-hall/departments/public-works/building- safety/eplans. BS7. Prior to submitting plans to Building and Safety for plan review, the applicant shall contact Deanna Hamrick or Racheal Allen, at (661) 255-4935, for project addressing or address verification. BSB. The site plan submitted to Building and Safety shall show all lot lines, easements, restricted use areas, flood hazard areas, etc. Any structures proposed in an easement shall obtain written permission from the easement holder(s). BS9. All buildings, walls, fences, retaining walls and other structures shall be set back from the adjacent ascending or descending slopes per section 1805.3 CBC. BS10. Prior to issuance of building permits, clearances from other agencies may be required. Contact Building and Safety for the agency clearances required for this project. BS11. This applicant shall be aware that this project is not located within a Special Flood Hazard Zone. BS12. The applicant shall be aware that this project is not located within a Fire Hazard Zone. BS13. The applicant shall provide complete structural calculations for the new tower extension showing compliance with CBC 2016, and shall add a clear note on the plans that the existing 35'-0" tall tower was previously approved for a future height extension under the previous permit number 29906800. BS14. These conditions are based on a review of preliminary plans submitted by the applicant. Additional comments and more detailed building code requirements will be listed during the plan review process when plans are submitted to Building and Safety. ENVIRONMENTAL SERVICES ES 1. All demolition projects regardless of valuation, all alteration or renovation projects valuated greater than $100,000, and all new construction projects valuated greater than $500,000 must comply with the City's Construction and Demolition Materials (C&D) Recycling Ordinance. Resolution No. P17-09; Master Case No. 17-038 Exhibit A — Draft Conditions of Approval Page 6 of 6 ES2. C&D Materials Recycling Ordinance: A. A Construction and Demolition Materials Management Plan (C&DMMP) must be prepared and approved by the Environmental Services Division prior to obtaining any grading or building permits. B. A minimum of 50 percent of the entire project's inert (dirt, rock, bricks, etc.) waste and 50 percent of the remaining C&D waste must be recycled or reused rather than disposing in a landfill. C. A deposit of three percent of the estimated total project cost or $25,000, whichever is less, is required. The full deposit will be returned to the applicant upon proving that 50 percent of the inert and remaining C&D waste was recycled or reused. ES3. Per the California Green Building Standards Code, 100 percent of trees, stumps, rocks and associated vegetation and soils resulting primarily from land clearing shall be reused or recycled. For a phased project, such material may be stockpiled on site until the storage site is developed. ES4. All projects within the City that are not self -hauling their waste materials must use one of the City's franchised haulers for temporary and roll -off bin collection services. Please contact Environmental Services staff at (661) 286-4098 for a complete list of franchised haulers in the City. SPECIAL DISTRICTS Landscape Maintenance District SD 1. The applicant shall be aware that approximately one third of the parcels are located within a Land Maintenance District zone 2008-1, which was established to fund the construction and maintenance of landscaped medians on major thoroughfares throughout the City of Santa Clarita. The applicant is required to financially contribute to Zone 2008- 1 in a manner reflective of this LMD zone's assessment methodology. Prior to issuance of a building permit, the applicant shall annex the remaining parcels into LMD Zone 2008-1. SD2. The applicant shall be aware that this parcel is located within Landscape Maintenance District (LMD) Zone 116, which was established to fund the construction and maintenance of landscape in the Valencia Industrial Center area. The applicant is required to financially contribute to Zone 16 in a manner reflective of this LMD zone's assessment methodology. Resolution No. P17-09; Master Case No. 17-038 Exhibit A — Draft Conditions of Approval Page 7 of 6 LOS ANGELES COUNTY FIRE DEPARTMENT FDI. The applicant shall provide the occupancy classification for the proposed use on the submitted plans. FD2. A diesel generator shall be approved by the Los Angeles County Fire Department Petro Chemical. The applicant shall contact Inspector Josh Boulware at (661) 393-9604 for further requirements and information pertaining to the diesel generator. FD3. The applicant shall be aware that these conditions are preliminary and are subject to change. A complete set of architectural plans shall be submitted and reviewed by the Los Angeles County Fire Department prior to the issuance of a building permit.