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HomeMy WebLinkAbout2014-02-25 - AGENDA REPORTS - CELLULAR COMMUNICATIONS TOWER (2)Agenda Item: 6 CITY OF SANTA CLARITA AGENDA REPORT UNFINISHED BUSINESS City Manager Approval: Item to be presented by: DATE: February 25, 2014 ::A A;A_ Rick Gould SUBJECT: APPROVAL OF A LICENSE AGREEMENT FOR A CELLULAR COMMUNICATIONS FACILITY TO BE INSTALLED ON A SOUTHERN CALIFORNIA EDISON ELECTRICAL TRANSMISSION TOWER LOCATED ON CITY -OWNED PROPERTY. DEPARTMENT: Parks, Recreation, and Community Services RECOMMENDED ACTION City Council: 1. Approve the License Agreement with AT&T Wireless and Southern California Edison to install cellular communications equipment on the Southern California Edison electrical transmission tower located on City -owned property. 2. Increase anticipated revenues by $6,500 in account 100.4012.004 Franchise Fees -Others, and appropriate $2,000 to expenditure account 14502-5161.002. Authorize the City Manager, or designee, to execute all documents, subject to City Attorney approval. BACKGROUND The City of Santa Clarita owns several parcels along the south fork of the Santa Clara River. The property includes an improved trail and an open space area, which is encumbered with an easement for overhead transmission lines owned by Southern California Edison (SCE). SCE approached the City with a proposal to utilize their existing tower structure for cellular communication devices by third parties, referred to as 'barriers." This License Agreement is with the carrier AT&T Cellular, and the City of Santa Clarita. A�pG?�I�D 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 administrative fee of $2,000 to cover the cost of necessary attorney review of the license agreement. The License Agreement term is for five years with three renewal options of five years each. The design of the proposed wireless facility is similar to the T -Mobile Wireless Facility approved by the Planning Commission in 2010. The City receives $1,000 per month in rent for that facility. In addition to the equipment that will be attached to the existing tower structures, a 288 square foot, 9'4" tall equipment enclosure will be located beneath the tower to house all the necessary equipment for the site. The project was presented to, and approved by, the Planning Commission on October 15, 2013, Master Case No. 13-042, Conditional Use Permit 13-001 with Final Conditions of Approval issued by the City's Community Development Department, Planning Division. As part of that entitlement process, the applicant provided staff with analysis regarding noise for the equipment cabinets that are proposed to be located beneath the tower. According to the noise study prepared by Mestre Greve Associates, there will be no net increase in ambient noise levels, as cabinets will be located inside a roofed shelter. The structure will ensure that there is no increase in existing ambient noise, and the project will comply with the City's noise ordinance. The carrier will assume all responsibility for maintaining the equipment enclosure. Staff is bringing this request back to City Council after comments were made at the January 28, 2014, regular City Council meeting suggesting a redesign of the equipment located on the Southern California Edison (SCE) tower. According to AT&T and SCE, no redesign is available or practical. AT&T has a lease with SCE, the City is the underlying fee property owner. ALTERNATIVE ACTIONS 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. Revenue will be generated once the agreement is fully executed. This action will also increase expenditure account 14502-5161.002 by $2,000. ATTACHMENTS AT&T Cell Tower License Agreement Visual Rendering Z COMMUNICATIONS SITE LICENSE AGREEMENT THIS COMMUNICATIONS SITE LICENSE AGREEMENT (this "Agreement's is made as of this day of , 20 _ (the "Execution Date"), by and among The City of Santa Clarita ("Licensor"), SOUTHERN CALIFORNIA EDISON COMPANY, a California corporation ("SCE'l, and AT&T Wireless ("Carrier'). Licensor, SCE and Carrier are sometimes hereinafter collectively referred to as the "Parties", and individually referred to as a "Party", with reference to the facts set forth below: RECITALS A. Licensor is the owner of that certain real property located in the County of Los Angeles, State of California (identified as Assessor Parcel 2860-014-900, as more particularly described in Exhibit "B" attached hereto (the "Easement"). B. SCE is the owner of an easement and right of way for electrical transmission and communication purposes, which encumbers all, or a part of the Property pursuant to that certain "Agreement" dated January, 28, 1966, by and between SCE as "Grantee" therein, and The Newhall Land and Fanning Company, a California corporation as "Grantor" therein, and recorded on January 28, 1966 as Instrument No. 4279 of the Official Records in the Office of the County Recorder of Los Angeles County, State of California, a copy of which is attached hereto as Exhibit "B" ("Easement's. Nothing in this Agreement shall limit, modify, or degrade SCE's rights under the Easement. C. SCE has constructed, among other facilities, electric transmission towers and/or poles within the Easement (the "Electric Facilities'). D. Carrier is a provider of communication services, which services require the transmission and reception of radio communication signals on various frequencies. E. In furtherance of the provision of communication services, Carrier desires to install its communication equipment ("Carrier's Equipment's, on the Electric Facilities as generally described and depicted in Exhibit "C" attached hereto. F. SCE and Carrier have entered into that certain Master Agreement dated October 3, 2001, as amended and that certain Standard Agreement No. 49 (the "Standard Agreement') (the Master Agreement and the Standard Agreement are sometimes hereinafter collectively referred to as the "Master Agreement's, the terns of which govern Carrier's installation of Carrier's Equipment on the Electric Facilities and on the surface of the Easement. Except as otherwise provided in Section 10.b below of this Agreement, in the event of any conflict between the terms or conditions of the Master Agreement and this Agreement, the Master Agreement shall govern only as to the rights and obligations of SCE and Carrier and, shall not affect the rights and obligations of Licensor under this Agreement. G. Licensor is willing (i) to permit Carrier to install, operate and maintain Carrier's Equipment on the surface of the Easement, (ii) to permit SCE to allow Carrier to install, operate and maintain Carrier's Equipment on the Electric Facilities, (iii) to grant Carrier and SCE the right to access the Easement from a public right-of-way, and (iv) to permit Carver to install utilities on the Property, which are necessary for the operation of Carrier's Equipment, all in accordance with the terms and provisions set forth in this Agreement. 3 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 issues a license to SCE and Carrier for the purposes enumerated in Recital G above, the location of which is depicted on Exhibit "C" attached hereto (the "Site"), together with the right to access the Easement from a public right-of-way and to install utilities, necessary to operate Carrier's Equipment. 2. Use. The Site may be used by Carrier for any lawfully permitted and licensed activity in connection with the provision of communication services, including the transmission and reception of radio communication signals on various frequencies and the construction, maintenance, repair and operation of related communication facilities. Licensor agrees to cooperate with Carrier, at Carrier's sole expense, in making application for, obtaining and maintaining any and all "Development Approvals" (as such tern is defined in Section 3 below), required by or from any "Government Agency" (as such term is defined in Section 3 below), in connection with Carrier's intended use of the Site. 3. Conditions Precedent: Subsequent. The effectiveness of this Agreement and each Party's rights and obligations hereunder are subject to and expressly conditioned upon satisfaction of all of the following: a. Carrier having and maintaining throughout the "Tern" and each "Renewal Term" (as such terns are defined in Section 4 below): (i) a license, from the Federal Communications Commission ("FCC"); and (ii) 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 Site (Licensor shall cooperate with Carver as is reasonably necessary to assist Carrier in obtaining such Development Approvals; and b. Carrier and SCE having entered into the Standard Agreement. 4. Term. The initial term of this Agreement (the "Term"), shall be five (5) years commencing on the earlier of the following two dates to occur (the "Commencement Date': (i) the fust day of the month following written notice to Licensor by Carrier of Carrier's intent to commence construction of Carrier's Equipment on the Site, or (ii) the date which is twelve (12) months after the Execution Date. Subject to Section 3 above and Section 10 below: (a) SCE and Carrier shall have the right to extend the Term of this Agreement for three (3) additional five (5) year terms (each, a "Renewal Term"), on the same terms and conditions set forth herein; and (b) this Agreement shall automatically be extended for each successive Renewal Term unless Carrier or SCE notifies Licensor of such Party's intention not to extend this Agreement at least sixty (60) days prior to the expiration of the Term or the then current Renewal Term pursuant to Section 10a(iii) below. This Agreement shall not be revocable and may not be terminated except as otherwise expressly provided herein. License Fee. a. Payment. Licensor and Carrier agree that, no later than thirty (30) days after the Commencement Date, and on every anniversary of the Commencement Date during the Term and each Renewal Term (each, a "Payment Date'l, Carrier shall pay Licensor an annual license fee in the amount of Eighteen Thousand and 00/100 Dollars ($18,000.00) (the "License Fee'), adjusted in accordance with Section 5.b below. The Carrier shall also pay the City's Administrative Fee of Two Thousand and 00/00 Dollars. In the event this Agreement is terminated in accordance with Section 10.a(iii) or IO.a iv below Licensor agrees to refund the Carrier the pro -rata portion of the annual License Fee paid for the unused portion of the remaining year. b. Rent Adjustment. Licensor and Carrier agree that the License Fee shall be adjusted annually on each anniversary of the Commencement Date to an amount equal to the amount of the annual installments of rent payable during the preceding year increased by that is commensurate with the CPI. 6. Improvements. a. During the Term or any Renewal Term, Carrier and SCE shall have the right, at no cost to Licensor, to construct, maintain, repair and operate Carrier's Equipment and other necessary related facilities, including without limitation, an equipment shelter, cabinets, equipment racks, cables, conduits, generators, radios, antennae, antenna support structures (collectively, the "Communication Facilities"), on the Site and on the Electric Facilities, as generally shown on Exhibit "C" attached hereto. b. In connection therewith, SCE and/or Carrier (as applicable), shall have the right to do all work necessary to prepare, add to, maintain and alter the Site and the Electric Facilities for the Communication Facilities, including the installation of utility lines and transmission lines on the Property and connecting antennas to transmitters and receivers. All construction and installation work shall be performed at no cost to Licensor, by licensed and bondable contractors, in a good and workmanlike condition and shall not materially interfere with Licensor's then existing facilities and operations on the Property. Title to the Communication Facilities shall be held by Carrier. C. Within ninety (90) days following the cancellation, expiration or earlier termination of this Agreement, Carrier shall remove, or shall cause the removal (at no cost to Licensor), all of Carrier's Equipment placed on the Site and on the Electric Facilities and shall demolish and remove all foundations to three (3) feet below grade level, fill all excavations, return the surface to grade and leave the Site 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 SCE and/or Carrier excepted). d. Carrier shall have the right to install utilities and to improve any existing utilities on or near the Site (at Carrier's sole cost and expense), subject to Licensor's reasonable consent, which consent shall not be unreasonably withheld, conditioned or delayed. Any encroachment necessary for such utility service will be at a location reasonably acceptable to Licensor and the servicing utility. e. Carrier shall fully and promptly pay for all utilities furnished to the Site for its use throughout the Term and any Renewal Term, and all other costs and expenses incurred as a result of Carrier's use, operation, repair and maintenance of the Site pursuant to this Agreement. 5 Access. a. Carrier and Carrier's employees, representatives, affiliates, invitees, agents, consultants, contractors and subcontractors (collectively, "Carrier's Related Parties', shall have the right, but not the obligation, to enter the Site prior to the Commencement Date, for the purpose of making engineering surveys, inspections and tests, to determine the suitability of the Site for Carrier's Equipment. During any such pre -construction evaluation and any subsequent entry onto the Property during the Tenn or any Renewal Term of this Agreement, Carrier and Carrier's Related Parties shall: (i) have insurance, as set forth in Section 13 below; (ii) notify Licensor of any proposed construction work; and (iii) coordinate the scheduling of same with Licensor and SCE. If Carrier determines that the Site is unsuitable for Carrier's contemplated use, then Carrier shall notify Licensor and SCE and this Agreement shall terminate in accordance with Section l0a(ii) below. Licensor does not warrant or guarantee the suitability of the Site for Carrier's intended use. b. Licensor shall provide SCE, Carrier and Carrier's Related Parties with access to the Site twenty-four (24) hours a day, seven (7) days a week, at no additional charge. Licensor hereby represents and warrants it has full rights of ingress and egress to the Easement from a public right of way, and hereby grants such rights to SCE, Carrier and Carrier's Related Parties, to the extent required to construct, maintain, install, repair and operate the Communication Facilities, in accordance with this Agreement. 8. Interference. a. Carrier shall operate Carrier's Equipment in a manner that will not cause unreasonable signal interference to communication equipment operated by Licensor and other previously authorized users of the Site, 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 such 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, shall not be deemed to be an 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. Carrier shall provide initial proof of compliance with original transmission tolerance and interference analysis by a certification through an independent source. C. Subsequent to the installation of Carrier's Equipment, Licensor shall not permit the use of the Site in a manner that interferes with the communications operations of Carrier as described in Section 2 above. d. The Parties hereby acknowledge and agree that any continuing interference to Carrier's communication system operations will cause injury to Carrier and SCE, and therefore, Carrier and SCE shall each have the right (in addition to any other remedy available at law and/or in equity), to bring action to enjoin such interference and/or terminate the Agreement pursuant to Section 10.a(i) below. 9. Taxes. This Agreement may create a taxable property interest in the Site. Licensor shall not be responsible for any personal property taxes, possessory interest taxes and assessments attributable to Carrier's Equipment, levied by any Government Agency, as a result of this Agreement. 10 10. Termination. a. This Agreement may be terminated as follows: (i) By any Party upon a default of any covenant, condition or term herein by any other Party, which default is not cured within thirty (30) days of receipt of written notice of default. No default will be deemed to exist if the Party claimed to be in default has commenced to cure such default within such period and provided that such efforts are brought to completion with reasonable diligence; By SCE or Carrier prior to the Commencement Date, for any reason or for no reason, provided the terminating Party delivers written notice of early termination to Licensor no later than thirty (30) days prior to the Commencement Date and forfeits and/or pays to Licensor One Thousand and 00/100 Dollars ($1,000.00), for reimbursement of costs of document preparation and administrative time associated with this Agreement; By SCE or Carrier after the Commencement Date, for any reason or for no reason, provided the terminating Party delivers written notice of early termination to Licensor no later than sixty (60) days prior to such termination; and (iv) By Licensor, upon thirty (30) days written notice to Carrier, should the signal from Carrier's Equipment materially interfere, as objectively determined by a qualified independent engineer, with Licensor's normal and customary operation and maintenance of its facilities in place and operating as of the Commencement Date, provided, however, Licensor has first given Carrier written notice of such interference and Carrier is unable to correct or cease such interference within thirty (30) days after receipt of written notice of such interference. b. Notwithstanding anything to the contrary in the Master Agreement or Standard Agreement, Carrier and SCE agree that the Standard Agreement shall automatically terminate upon termination of this Agreement. Without limiting SCE's rights and remedies under this Agreement or the Master Agreement, so long as the Standard Agreement is in effect, SCE shall exercise its right to renew the Term of this Agreement for each Renewal Tenn, and shall not terminate this Agreement, subject to Section 3 above. 11. Destruction or Condemnation. a. If the Site or the Communication Facilities are damaged, destroyed or condemned, Carrier and SCE may elect to terminate this Agreement as of the date of the damage, destruction or condemnation by giving notice to Licensor no more than forty-five (45) days following the date of such damage, destruction or condemnation, and all rights and obligations of the Parties that do not survive a termination of this Agreement shall be deemed to cease as of the date of the damage, destruction or condemnation. If Carrier and SCE choose not to terminate this Agreement, the License Fee shall be reduced or abated in proportion to the actual reduction or abatement in Carrier's use of the Site. 7 b. In any condemnation proceeding, each Party shall he entitled to make a claim against the condemning authority for just compensation. 12. Assienment and Sublettin a. Licensor may assign, sublet or otherwise transfer all or a part of its rights and/or obligations under this Agreement upon written notice to SCE and Carrier, provided, however, Licensor notifies SCE and Carrier (in a writing delivered to SCE and Carrier), that Licensor intends to assign its rights and/or obligations under this Agreement. In the event of an assignment or transfer of all or a portion of this Agreement pursuant to this Section 12.a. Licensor and Licensor's successors and assigns, shall be bound by all of the terms, conditions and obligations contained in this Agreement, and all the parties thereto shall be jointly and severally liable thereunder. Notwithstanding and without limiting the foregoing, in the event such assignee or transferee expressly agrees (in writing), to assume and perform all of the terms, conditions and obligations of this Agreement on Licensor's part to be performed, Licensor shall be discharged from all of the obligations of Licensor hereunder. b. SCE and Carrier may assign, sublet or otherwise transfer all or any part of their interest in this Agreement, the Site or the Communication Facilities to any of their respective members, partners, parent firms, subsidiaries, or affiliates 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, subject to any such assignee or transferee agreeing in writing to assume and perform all of the terms, conditions and obligations of this Agreement on SCE's or Carrier's part to be performed. Any other assignment shall require Licensor's prior written approval, which approval shall not be unreasonably withheld or delayed. Upon assignment by SCE and/or Carrier (as applicable), in accordance with this Section 12, such assignor shall be relieved of all liabilities and obligations hereunder. 13. Insurance. Prior to entry onto the Property pursuant to Section 7.a above, by Carrier or Carrier's Related Parties, Carrier shall deliver to Licensor a certificate or certificates showing that Carrier and/or Carrier's Related Parties (as applicable), have/has in force all of the following insurance coverage policies: a. Workers' Compensation Insurance with statutory limits, in accordance with the laws of the State of California, and Employer's Liability Insurance with limits of not less than One Million Dollars ($1,000,000.00), each occurrence; b. Commercial General Liability Coverage, including owners and contractor's protective liability and product/completed operations liability, with a combined single limit of Two Million Dollars ($2,000,000.00), each occurrence. Such insurance shall (i) name Licensor, its officers, agents, and employees as additional insureds, but only for Carrier's negligent acts or omissions by Carrier and Carrier's Related Parties; (ii) be primary for all purposes with regard to Carrier and Carrier's Related Parties' negligent acts or omissions; and (iii) contain standard cross -liability provisions; C. Commercial Automobile Insurance Coverage with a combined single limit of One Million Dollars ($1,000,000.00), each occurrence. Such insurance shall cover liability arising out of the use of owned, non -owned, and hired automobiles. Such insurance shall name Licensor, its officers, agents, and employees as additional insureds; The coverages and limits set forth in this Section 13, may be obtained and maintained through any combination of primary and excess or umbrella liability insurance or by endorsement to any master policy of insurance; and e. All insurance policies required of Carrier and Carrier's Related Parties hereunder, shall provide that Licensor shall receive not less than thirty (30) days' written notice prior to the cancellation or reduction in coverage of such insurance. 14. Indemnification. a. Carrier shall indemnify, defend and hold harmless Licensor, and Licensor's parent company, affiliates, directors, shareholders, invitees, employees, agents, contractors, successors and assigns (collectively, `Licensor's Related Parties', from any and all costs, liabilities, claims and expenses, including those from death or injury to any person or from a loss or damage to any real, personal or other property, to the extent arising from a breach of any of Carrier's obligations, duties, representations or warranties contained in this Agreement or from the negligent act or omission by Carrier or Carrier's Related Parties, subject to Section 14.e below. b. The obligations of Carrier under this Section 14 shall arise at such time, if any, that a claim is made or a loss is incurred by Licensor, and the entry of judgment or the litigation of any claim shall not be a condition precedent to the obligations of Carrier hereunder. C. Carrier shall promptly notify Licensor and SCE of the existence of any matters to which Carrier's may indemnity obligations apply. Upon demand by Licensor, Carrier shall defend at its own expense (with mutually acceptable counsel), any such matter, provided, however, that Licensor shall at all times have the right to reasonably consent to any settlement or compromise. d. IN NO EVENT SHALL ANY PARTY BE LIABLE TO ANY OTHER PARTY TO THIS AGREEMENT FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING LOSS OF ANOTHER PARTY'S CUSTOMERS, GOOD WILL, REVENUE OR PROFITS), FOR ANY CAUSE OF ACTION, WHETHER IN CONTRACT OR TORT, ARISING IN ANY MANNER FROM THIS AGREEMENT OR THE PERFORMANCE OR NON-PERFORMANCE OF OBLIGATIONS UNDER THIS AGREEMENT, REGARDLESS OF THE CAUSE OR FORESEEABILITY THEREOF. e. Notwithstanding the foregoing, this indemnification shall not apply to matters to the extent arising or resulting from the acts or omissions of Licensor's or Licensor's Related Parties'. 15. Safety and Environmental Protection. Carrier shall operate and maintain the Site and Communication Facilities and shall cause Carrier's Related Parties to operate and maintain Carrier's Equipment so as to avoid injury or damage to any person or property. In carrying out its work, Carrier and Carrier's Related Parties shall at all times, exercise all precautions reasonably necessary for the safety and environmental protection of the Site, and shall be in compliance with all applicable federal, state and local statutory and regulatory requirements including those of the State of California, Division of Industrial Relations (Cal/OSHA), Cal/EPA, US/EPA and the U.S. Department of Transportation. Carrier and Carrier's Related Parties shall not use the Site to generate, manufacture, refine, transport, treat, store, handle, recycle, release or dispose of any "Hazardous Materials", other than as reasonably necessary for Carrier's activities under this Agreement. For purposes of this Agreement, the term "Hazardous Materials" means any hazardous substance, material or waste, including but not limited to those listed in 49 CFR 172.101 (U.S. Department of Transportation), the Cal/EPA Chemical Lists of 9 lists or petroleum products and their derivatives However, this shall not apply to the use of petroleum products and related substances incidental to operation of motorized equipment and vehicles whose operation on the Site is contemplated by this Agreement. Carrier shall immediately notify Licensor in writing upon becoming aware of any release of Hazardous Materials caused by or known to Carrier, or any violation of any environmental law or actions brought by third parties against Carrier alleging environmental damage. a. Carrier shall post a sign, in letters no greater than '/a inch in height (unless otherwise required by law), permanently affixed to Carrier's Equipment, which identifies the responsible party to notify in case of emergency or maintenance. b. Licensor represents that neither Licensor nor, to Licensor's knowledge, any third party, has used, generated, stored, treated or disposed of any Hazardous Materials (as such term is defined in this Section 15), on the Property. 16. Notices. Any notice, demand or payment required to be given herein shall be made by certified or registered mail, return receipt requested, or reliable overnight courier to the address of the respective Parties set forth below (Any such notice, demand or payment given in accordance with this Section 15 shall be effective upon actual receipt or refusal as shown on the receipt obtained in connection with the delivery of such notice, demand or payment): Licensor: City of Santa Clarita 23920 Valencia Blvd., Suite #120, Santa Clarita, Ca. 91355 SCE Southern California Edison Co. 2131 Walnut Grove Ave. GO 3 2°" Floor Rosemead, CA 91770 Attn: Phillip Lugar, Edison Carrier Solutions Dept. Ph# (626) 302-4358 Carrier: AT&T Wireless Services P. O. Box Cerritos, CA. 90702-6028 Attn: System Development Mgr. (562)468-9430 17. Attorney's Fees. In the event legal action by any Party is brought to enforce any term of this Agreement, to recover damages for any breach thereof or to determine any rights of the Parties under this Agreement, the prevailing Party in such action(s) may recover reasonable attorneys' fees to he fixed by the court. 18. Miscellaneous. a. This Agreement constitutes the entire agreement and understanding among the Parties, and supersedes all offers, negotiations and other agreements concerning the subject matter contained herein. There are no representations or understandings of any kind not set forth in this Agreement. Any amendments to this Agreement must be in writing and executed by each Party hereto. b. If any provision of this Agreement is invalid or unenforceable with respect to a Party or Parties, the remainder of this Agreement or the application of such provision to any other Party or Parties (as applicable), other than Party or Parties to whom it is held invalid or unenforceable shall not be affected and each remaining provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 10 C. This Agreement shall be binding on and inure to the benefit of the successors and assigns of the respective Parties. d. This Agreement shall be interpreted in accordance with the laws of the State of California. e. In any case where the approval or consent of one Party hereto is required, requested or otherwise to be given under this Agreement, such Party shall not unreasonably delay or withhold its approval or consent. f Carrier shall give all notices required by applicable law and shall comply with all applicable laws, ordinances, rules and regulations pertaining to the conduct of Carrier and Carrier's Related Parties on the Site. Carrier shall be liable for all violations of the law arising in connection with Carrier's and/or Carrier's Related Parties' activities pursuant to this Agreement. g. All Exhibits attached hereto are material parts of this Agreement. h. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute one and the same instrument. [BALANCE OF PAGE INTENTIONALLY LEFT BLANK; SIGNATURE(S) APPEAR(S) ON NEXT PAGE] IN WITNESS THEREOF, the Parties have executed this Agreement as of the date first above written. LICENSOR: City of Santa Clarita ATTEST: By: City Manager Date: By: City Clerk Date: SCE: SOUTHERN CALIFORNIA EDISON CO., a California corporation By: Phillip Lugar, Project Manager, Edison Carrier Solutions Date: CARRIER: AT&T Wireless UN Date: 12 EXHIBIT "B" GRANT OF EASEMENT [Balance of Page Intentionally Left Blank] IG CONTROL No. OATS HULL NO. 26507 00/09/04 04-rO56 227Q39 .. BKMZII0P�6g%'. , .trip, unleaa such failure -hall be "Used by ver, A national cmerg ency, or other cause beyond the control of Grantee. 12, upon the termination of the rights hereby granted, Cresta. shall thereupon, At its ovn Axpehse and risk, remove all steel or metal towers, poles and Any other property placed by or for Grantea upon the right of way strip, and restore the right of way strip as nearly as possible to the same state and condition as it was in prior to any construction, by or on behalf of Grantee hereunder, but if it should ' fail as to do within sixty (60) days after such termination and written notice from Grantor so to do, Grantor may so do, at the risk of Grantee, and all cost and expense of such removal and the restoration of the right of way strip a- aforesaid, together with interest thereon at the rata of ten per cant (10%) per annum, shall be paid by Grantee upon demand, and in case of A suit to enforce or collect the acme, Grantee agnea to pay Grantor, in addition, A reasonable attorneyls far to La fixed and allowed by the court, 13. Upon the termination of the rights hereby granted, Grantee shall execute and deliver to Grantor, within ninety (90) days after soxvicu of a written demand therefore, a good and aufficiant quit- claim decd to the right. hareb} granted. Should Grantee fail or refuse to deliver to Grantor A quitclaim daed, as aforesaid, a written notice by Grantor reciting the failure or refusal of Grantee to execute And deliver said guitclelm dead, as herein provided, and terminating said grant, shall, after ten (10) days from the date of re cox dation of said notice, be conclusive evidence against Grantee and all persons claiming under Gxan too of the tormination of said grant. 10, Grantee shall and will pay, before the same become delinquent, [� ell charges, taxes, rates and assessments upon or against -aid electric ;lines and any other property or improvements placed by or for Orn nteo ODNTRDL NO. DATE ROLL NO. 26509 03/09/84 84-8056 227939 BKM2110P�666 upon the right of way strip, but Grantor nay, at all tdmee after any delinquency, pay and discharge all of such delinquent charges, taxes, rates and assessments, after reasonable verification thereof, and all such payment so made by Orsntor, with interest thereon at the rate of ten per cent (10X) per annus from date of payment, will be paid by Grantee within thirty (30) days upon demand therefor, and in case of a suit after such demand to enforce or collect the same, grantee agrees to pay Grantor in addition thereto a reasonable attorney's fee to be fixed and allowed by the court. 15, Orcntee agrees to indmnify Grantor against and to hold Grantor ha=1036 from any los, of or damage to any property, or injury to or death of any person whomsoever, proximately caused in whole or in part by any negligence of Grantee or its contractors, or any AOte for which Grantee or its contractors aro liable without fault, in the exercias of the rl.ghts herein grantedi gave and except in those in- stance, where Such loss or damage or injury or death i, proximately caused in whole or in part by and negligence of Grantor or its contract- ors, or by any acts for which Grantor or its contractors are liable without fault. 16. My notices provided in this agreement to be given by either party hereto to the other shall be deemed to bva bean duly given whon mad. in writing and dap.-itad in the United States mail, registered or certified and postage prepaid, addressed as follows To the Orantori The RewhaLl Jwand and Farming Company Route 3, Box 77 Saugus, Lop Angela- County California To the Grantee, Southern California Edison Company P.O. Box 351 Log ,Angeles, California 90053 �U PRFML NO, CONTROL NO. DATE ROLL I.O. 25507 03/09/e4 84•RO56 22(7839 '.. BKK2IIOPQ6B9 17. Except ad to the exercise of the rights heroin granted, Orantes hereby recognizes a .... m,'@ title and interest in and to the promisee and agrees never to assail or resist Grantor's title or interest therein, 18. This agreement shall not be assigned by the Grantee without the written c0n9ent of the Grantor, and no written ...sent by Grantor hereunder shall be deemed a waiver by Grantor of any of the provision@ hereof, except to the extent of such consents except that this agree— gent may be &-signed by the Grantee without the consent of the Grantor, to the trustees of Grantee under the terms of Grantee's trust indenture or amendments or supplements thereto, to a corporation in which the Grantee is merged or with which the Grantee is consolidated or to which the Grantee transfers all, or substantially all, of its assets, provided that the corporation (other than Grtntee'@ said trustees while they are hoLdLng title to said assets as security only), to which this agreement is so assigned .hall agree in writing with the Grantor to keep and perform all of the terms, 'covenants and conditions of this agra^ cnt. , 19. Except ad otherwise provided herein, the terms and conditions of this agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties hareto. 20. It is understood and agreed that this grant is made subject to all valid and existing licensee, leases, grants, exceptions and and reservations affecting the promisee. IN WITNESS W4ER0F, the said parties hereto have caused this agreement to be executed in duplicate by their proper officer., who FR. Y.: NO. CONTROL NO. DATE ROLL NO, 265D? 03/O9/04 B4 -R056 227939 BKM211 [Inc690 are thereunto duly authorired. THE NMAL6 LAND ANL FARdIHO COMPANY nn n ' Ey 7/ ' ,Oil11 flte/w �-�,'.. / � PI � �President �//JJ •• 6eoretary SOUTH/�E-R.N /J CALIFORNIA MISOjI CONPAHY By ✓nuc..! rTp aaident EY n'. iatadt Spdiehory STATE O8 C.ALIFORIIA ) 6B♦ COVNTY OF LO9 ANGELES O On this 4th day of January lg 66 , before me, a Notary public in and for said County and Stato, personally appeared JAMEe F. OICNAEON . known to me to be the Exec, vice President and CHARLES L. MAULE known to me to be the "--'------ Secrotary of The Newhall Land and Farming Company, tba corporation that executed the within inatrumeOn, I i known to me to be the persona who executed the within instruamnt on behalf of the corporation boroin named, and acknowladgad to me that such corporation executed the seine, pursuant to its by -lave or a re- solution of its board of directors. WITAUSS my band and official seal. �" 46 `+.•+ aa Notary Public in and Eor said rvrucCounty and State p NlNevu mince ix Oareldine A. 6kOnetcb ^•wry .1p2 ^rows cau,nr My Cormiesion expires June 24, 1967 i RGME NO. CONTROL NO. LAIC ROLL NO. 25507 03/09/84 64-R066 227939 r� ' • , aKMzi i op�ssi . RTATR OF CAUPORRIA ) aa. COUNTY OP 7A8 ANOEGRS ) On this 04, day of 19 /.. L, before ae, a Notary Public in and for said County and State, personally appeared go MoLow, uL knowc to nee to be a Vioe president and YY. My known to ae to be an Assi..ant Secretary of Southern California Edison Company, the corporation that executed the within instrument, knom to me to be the persons who executed the within inotrument on behalf of the corporation herein nested, and acknowledged to me that such corporat- ion executed the came, pursuant to its by-laws or a resolution of its board of directors. NETIRM my hand and official ssai. Hot�lic in an for said county and State LW fammei'w ExWo Oeamber N. 1967 KATHERINE m. BANK w eu mmocuvomu mmm, anu a ant urmut cowm VAULT COPY, IR FRAME N0, CONTROL NO. DATE ROLL NO. 16507 00/Ug/64 64-RO56 / uomm: asconDING m.e9uur[o er SOUTHERN CALIFORNIA EDISON COMPA.YY WHIN R[rDaDIM MAIL To SOUTHERN CALIFORNIA EDISON COMPANY V. 0. OOX 351' LOS ANGELES 53, CALIF. Anim11DR-AM 6 VAe OfPL 4279 BKM2110Pr675 R:OM aflofD IY eifl[IAL CO R DS OF LOS AIItLLra LCef RY. CALIF. . 151"Int 2 P.M. JAN 28 1966 F RAY E LEE, County Recorder 227939 vner Move THu LINe Po0. nreokoea'a u A 0 R E E M E N T Ff EL to THIS AGREEMENT, dated the i 'fday of by and between THE NEWHALL LAND AND FARMING COMPANY, a California corporation (hereinafter termed "Grantor'), and SOUTHERN CALIFORNIA EDISON CCNPANY, also a corporation, its successors and assigns (here- inafter temed "Grantee"). W I T N E S S E T H i Grantor, for and in consideration of the am of Ten Dollars ($10.00) lawful money of the United States paid to it by Grantae,a the receipt whereof is hereby acknowledged, hereby grants to Grantee subject to the lull and prompt performance of the things, to be per- formed by Grantee as hereinafter set out and contained, and subject to and under the terms, conditions and provicions hereinafter contained, a right of way and easement to construct, use, reconstruct, maintain, operate, enlarge, improve, relocate, remove, repair, replace, inspect and renew, at any time and from time to time, electric lines consisting of one or more lines of steel or metal towers, polos, wires, cables, in - eluding communication circuits, ground wires, both uverhead and under- ground, but at a depth not exceeding fifty (50) feet beneath the surface of the ground, with necessary and convenient foundations, guy wires and anchors, insulator, and trots -arms placed on said structures and other appurtenances connected therewith, convenient and necessary for the construction, maintenance, operation, regulation, control and ground- ing of said electric transmission lines for the purpose of transmitting, - IL Iq FRAME NO. CONTROL NO. DATE ROLL NO. 20507 03/09/04 B4-RO56 2279,39 , BK�zi icP�sTs distributing, regulating, using and controlling electric energy, in, on, over and across thu strips of land hereinafter described and designated as Stripa One and Two, said strips of land are herein- after referred to collectively as "right of way strip", lying within that certain real property of the Grantor in the County of Los Angeles, State of California, hereinafter referred to as the "premises", des- cribed as fellDwe, PARCEL ONE (Th PYo g), ° Tho be portions of the Rancho San Francisco, as per Patent recorded in Book L, .page Sld et seg., of Patante in the office of the County Recorder of said County, do- ALineated as Parcels 9, 30 and 22 on Licensed Surveyor's ids ZMap showing the property If "The Newhall Land and Farming i r Company in the Saugus School District and a portion of the ;+o j0 ry U Newhall Lighting District", Filed in Book 27, pages 32 to :1, inclusive, of Record of Survey, in the office of the County Recorder of said County. PARCEL TRO (The Those portions of said Rancho San Francisco delineated as Parcel li on Licensed Surveyor's Map showing the property of "The Newhall Land and Farming Comaany in the Saugus School Gi,- trict and a portion of the Nowhall Lighting District`, filed in Book 27, Pages 32 to 39 inclusive of Record of Surveys in the Office of the County Recorder of said County and also delineated as parcels 7, D, 9, and 10 on Licensed Surveyor's yap showing the property of 'The Newhall Land and Farming Company In the Newhall School District and the Newhall Lighting District", filed in Book 1 -2- 2-0 FPAME CONTROL N0, DATE ROLL NO. 26507 03/09/94 84-i 55 2 2'7 9 3'9 BxM21 I CpB67r 27, Page 43 of Record of Survey& in the office of the County Recorder of said County. The strips of land hereinafter referred to as 'right of way strip', are described as follows, STRIP ONE (Richt-of-Nay Strie)e That. portion of a strip of land of varying width, the surveyed reference line of which is hereinafter described, lying within the real property of the Grantor hereinbefore described and designated as PARCEL ONE. The Surveyed reference line of said strip of land of varying width is described as follows. Beginning at a two-inch iron pipe and Southern California Edison Company Brass Cao Monuxent Bet at H.210 T.5E, as de- lineated on Licensed Surveyor's Map filed in Book 31, Page 42 of Record of Survoy& in the office of the County Recorder of said Countyi thence North 30' -9' 05' West 613.25 feet, measured -Ong that 'certain course', sho. as having a be&r- of North 30. 55' 45' West on said last mentioned rap to the True Point of Beginning of this description, said True Point of Beginning being the beginning of a strip of land TWO SUNL.TD TWE. -TY FIVE (225) feet wide, the aide lines thereof being ONE HUNDRED T',7S,TY FIVE (125) feet Northerly and Easterly and ONE HUtd)RED (100) feet Southerly and Westerly, measured at right angle., respectively, from said surveyed reference line, thence along the following courses and distances, South /$9- 03' 32' Ea., 6091.45 feet, South 55' 31' 00' East 557.32 feet, South 51. 33' 26' East 920.64 feet, South 66' 31' 22' _3_ FRAME NO. CONTROL NO. DATE ROLL NO. 26507 03/09/84 34-R056 E)KM2I1OP0618 East 1197.26 feet, South 21' 02' 15' east 792.25 feet, to 227939 a point, said point being hereinafter referred to as Point "A', said point also being the beginning of a strip of land ONE HUNDRED FIFTY (150) feet wide, the said linea thereof being FIFTY (50) fast Northeasterly and ONE HUNDRED (100) feet Southwesterly, measured at right angles, respectively, from said surveyed reference line; thence continuing South 21. 02' 15' East 878.42 feet, more or Less, to a point in the center line of the State Highway Right -of -Way SIXTY (60) feet wide, now known as the 'Ridge Route-, as said highway is shown on Licensed Surveyor's Map filed in Book 30, Page d2 of Record of Surveys in the office of the County Recorder of said C:unty, said highway right-of-way being the right-of-way as conveyed to the State of California by that certain deed dated May 10, 1915, and recorded on July 7, 1915, in Book 6055, :age 286 at ssq., of Deeds, in the office of the County Racorder of said County, said last mentioned point being hereinafter referred to as Point 'B", said Point 'B', being North 70. 25' 09" West 209.02 feet, measured along last mentioned center line from a square -beaded spike and punch mark marked 'C,S,D. End Survey 162+29,81', said Point 'B' also being North 70 25' 09' West 1322,16 feet from the intersection of the Easterly prolongation of said last mentioned center line and the center line of Sierra Highway as said last mentioned center line is delineated on Los Angeles County Surveyor's Map No. 8-1840-1, as filed in the office of the County Engineer of said County, The Easterly side line of said strip of land TWO HUNDRED TWrC1TY FIVE (225) feet wide and said strip of land ONE HUNDRED FIFTY (150) feet wide shall be prolonged or 61 hortenod so as to terminate in a line having a bearing of North 81. 20' 42" East and which passes through the point _4_ Z'b , RAMS NO. CONTROL NO DATE ROLL NO. 26507 03/09/04 94-R056 SKM2110PcM 227939 hereinabove described and designated as Point EXCEPTING THE.REFMM that portion thereof which is included within the Southern Pacific Railroad Company Right -of -Way ONE HUNDRED (100) feet wide, as shown on said map filed in Hook 27, Page 37 of Record of Surveys in the office of the County Recorder of said County, A1,90 =EPTING THEREFRDH that portion thereof which is included in the State Highway Right -of -Way as conveyed to the State of California by said deed recorded in Hook 6055, Page 286 et seq„ of Deeds in the office of the County Recorder of said County. ALD3 MUTING THMSFROY, that portion thereof which is included in Parcel 13 as delineated on Licensed Surveyor's Hap filed in Book 31, Page 42 of Record of Surveys in the office of the County Recorder of said County, said Parcel 13 also being a portion of that certain strip of land ONE HUNDRED FIFTY (150) feet wide, described and designated as Parcel 2 In the deed to Southern California Edison Company, recorded in Book 47061 Page 251 of Official Records in the office of the County Recorder of said County. STRIP TKC (Richt-of-Way Strin)1 That portion of a strip of land ONE HUNDRED SIXTY (160) feet wide, the side linos thereof being SIXTY (60) feet North- easterly, Eastarly, and Southeasterly and ONE HUNDRED (100) feet Southwesterly, Westerly, and Northwesterly, measured at right r\ angles, respectively, from the surveyed reference line which -5- FRAME NO. , CONTROL NO. DATE - ROLL NO. 26507 03/09/84 84-f40S6g 227939 BKM2110PC680 is hereinafter described, lying within the real property of the Grantor hereinbefore described and designated as PARCEL T9V. The au rveyed reference line of said strip of land ONE HUNDRRO SIXTY (160) feet wide, is described as follows, Beginning at Point 'B•, hereinbefore referred to; thence along the following courses and distances, South 21. 02' 15' East 2294,33 feet, South 10. 42' 30' East 1098.01 feet, South 8' 37' 50' East 969.18 feet, South 6' 35' 19' East 700.00 feet, South 9' 24' 13' West 1075.14 feet, South 00' 15' 07' East 1564.62 feet, South 38' 12' 05s West, 890,00 feet, South 43- 24' 45• West 1605,59 feet, more or less, to a point in the Northeasterly line of that certain parcel of land delineated as Parcel 8 on Licensed Surveyor's Nap filed in Book 31, Page 41 of Record of Surveys in the office of the county Recorder of said County, said point being North 32' 27' 20' West 3545.35 feet, measured along said Northeasterly line from a two-inch iron pipe and Southern California Edison Company Brass Cop Manumont sot in Raid Northeasterly line, said two-inch iron pipe being North 57. 32' 40' East 35,00 feet from 'Engineering Station 1437+ 54,06", as said station in delineated on last mentioned Licensed Surveyor's Map, The aide lines of said strip of land OHM HUNDRED SIXTY (160) feet wide shall be prolonged or shortened Southwesterly so as to terminate in the Northeasterly line of said last mentioned Parcel 8 and shall be prolonged or shortened Northwesterly 10 as to ter- minate in the Southweaterly right-of-way line of said State Highway, l� 1 74 FRAME NO. CONTROL NO. DATE ROLL NO. 26509 03/09/84 84-RD55 2.27939 ©KM2110eC681' 1. Grantor also grants to Grantee, subject to the provisions of this agreement, the right to clear and keep clear the right of way @trip free from buildings and structures. 2. Grantor also grants to Grantee, subject to the provisions of this agreement, the right to clear and keep said right of way strip clear of such trees, shrubs, brush, debris, explouiveo and in- flammable material that endanger or interfere with the proper construct- ion, operation and maintenance of said electric linea and the right to trim or top and to keep trimmed or topped any and all trees on the promisee adjacent to the right of v'7 strip for a distance of SE.VEsTy FIVE (75) feet from the exterior lines of the right of way strip to such heights as in the judgment of the Grantee shall be reasonably necessary for the proper construction, operation and maintenance of said electric lines, but at no point outside the right of way strip to a height less than FIFTY (50) feet. X11 trees, shrubs, brush and debris so cut and cleared must be removed from the premises or burned by Grantee at such times and in a manner satisfactory to Grantor. Grantee shall not place on the promises any explosives or inflammable material that Grantee removes from the right of way strip. 3. Subject to the provisions of thin agreement, Grantor, its successors or assigns, shall not deposit, or grant permission to others to deposit, explosives, rubbish, debris or any other com- bustible, substance or material on the right of way strip and shall not deposit, or grant permission to others to deposit, earth or any noncombustible substance or material on the right of way strip no as to constitute a menace or danger to said electric lines, or as to interfere with or obstruct Grantee's road or right of passage on the right of way strip. \' 4. Grantee and its invitees shall have free access to the I/Ij fPAM: NO CONTROL NO. DATE ROLL NO. 25509 01/09/94 B4-RO56 227939 oK H2110?c682 right of way strip over the remainder of the premises for the ourpoee of exercising the rights herein granted. Grantor may change such routes in whole or in part at any time to any other location within the remainder of the premises which will permit practical access to the right of way strip, provided, however, that Grantor shall pay to Grantee any cost incurred by Grantee. in making any route newly design- ated by Grantor as usuable for access as the route being used by Grantee at the time Grantor designates the new route. Grantor may dedicate any such route to public use, in which event Grantee shall use for access purposes the route so dedicated. 5. Grantee shall also have the right to mark the location of the tight of way strip by suitable markers set on Crantee's facilities or :a the ground within the right of way strip, but if set in the ground they shall be placed either in fells linea or at other locations which will not interfere with Grantor's use and enjoyment of the right of way strip. Grantee will relctate any such marker set in the ground at any time upon request of Grantor. 6. Where necessary in connection with the exercise of the rights herein granted, Grantee shall have the right to install and use gates in any fences which are now or may be hereafter constructed on the promisee. Any gates so installed by Grantee shall be locked with Grantee's Locks, and also, if Grantor so desires, may be Locked with Grantor's locks, in such a manner that either can lock and unlock the gates. In addition, any gates installed and locked by Grantor and used by Grantee shall be locked also by Grantee's locks so that either can lock and unlock the gates. 7. Grantor reserves the right to use and enjoy the premises 2L( F FNMC NO CONTROL NJ. DATE ROLL NC .5509 03/09/84 84-8055 8KM2110pcE83 provided that Such use and enjoyment shall not interfere with the rights herein granted to the Grantee, Without limiting the generality of the foregoing reservation, Grantor expressly reserve& to itself, its successors and assigns, for its and their benefit and for the benefit of its and their permittees, lessees, licensees and present and future subsidiaries and their respective successors and assigns, the following, (a) the right to prospect and explore for and to extract and produce all oil, gas, asphaltum and other hydrocarbon substances and all other minerals, whether or not similar to those herein mentioned, that may be in, on, under or upon the right of way strip provided that such operation Shall not be conducted (1) from or upon the sur- face of the right of way strip, or (2) from out- side the right of way strip in such canner as to endanger or interfere with the Support of then existing structures of the Grantee in, under, or upon the right of way strip, or with the operation of then existing electric lines of Grantee, except that Such operations may be conducted from and upon the surface of the right of way strip in cases only where Grantee agrees that such operations would not interfere with or endanger its existing and/or future structures or operations, and Grantee hereby agrees to review and discuss the guestlon of such interference or endangerment in any cage when so requested by Grantor. Grantee's consent to Grantor's ij conducting Such operations upon the surface of the right of way strip shall be evidenced in writing -9- i rlA4i CONTROL N0. DATE ROLL NO. 25507 - %L9j is 84-RO55 BKM211 OP6684 only; (b) the right to use any road which Grantee constructs within the premises or right of way strip and the right to construct, operate, relocate, maintain and remove, in, upon, ovec,under, along and across the right of way strip (but such rights shall be limited to crossing the right of way strip and shall not include the right to longitudinally parallel said right of way strip except in such instances where the nature of the terrain is Ruch as to make any other route reasonably impractical), roads (including the right to dedicate to public use roads that cross, but are not longitudinally on the right of way strip), fences, ditches, cenals, pole lines, that cross the right of way strip, and bridges, provided that such facilities or any of then shall not be installed with- in a distance of P1FTY (50) feet of any then existing or proposed steel or metal tower, pole, or struct- ure nor endanger or interfere with the operation of the electric Lines of .Grantee, also the right to lay, construct, reconLtruct, use, maintain, operate, re- pair, replace, renew and remove, pipelines and/or sewer Lines and appurtenances connected thereto, in, over, under and ¢.rose the right of way strip, pro- vided that any of said pipeline, and/or sewer linea shall not be so constructed or installed se as to be within a dietancz of FIFTY (50) feet of any existing or proposed steel or metal towor,pole, or structure v nor endanger or ir.tcrferu with the electric linea of the grantee. Upon receipt of written notice from -10- 2S Aft- F-AME NO CONT ROL NO. DATE ROLL NO. .5509 C3/09/84 94-RO56 .227939 OK.M2j [OPC685 Grantor to Grantee of Grantor's intention to install any of said described facilities on the right of way strip and the proposed location of same, Grantee agrees to notify Grantor in writ- ing at the earliest possible date, which shall not exceed thirty (30) days from receipt of Grantor's said notice, whether Grantor's said proposed facilities will fall within PIETY (50) feet of any then proposed steel or metal tower, pole, or struct- ure of Crantee. Upon receipt of said notice from Grantee, Grantor agrees not to construct any of its said proposed facilities within PIETY (50) feet of any then proposed steel or metal tower, pole, or structure of Grantee set forth in Grantee's said notice. In the absence of such notification from Gran- tee, Grantor may install said proposed facilities at at the location set forth in its notice to Grantee. (c) Grantor, its successors or assigner shall have the right to cultivate the land within the right of way strip for any and all crops which may be grown there- on, provided such use shall not interfere with the rights herein granted to the Grantee, its successors or assigns. In case the Grantor, its successors or assiyna, shall grow orchard or other tree. within the limits of said right of way strip, it shall not permit the same to attain a height in excess of thi.ty (30) feet above the surface of the ground, and in case any such trees shall grow taller than said height, then the Grantee, its successors or assigns, shall have the right to trim the car=e in -11- FRAME NO. CONTROL NO. DATE POLL NO, U509 03/09/34 B4 -R056 2279 3f9 BKM? I I OPd686 order to maintain said height as a maximum. The provisions of Paragraph 1 shall not apply to any facilities Placed on the right of way strip in accordance with this Paragraph 1. e, Grantee shall pay Grantor for any damage to cro e p caused by the exercise of any of the rights herein granted. 9. Grantee shall have the right to make such surface cuts within said right of way strip as may be necessary to maintain the clearance between the wires or cables and the surface of the ground that may be required by the orders of the Public Utilities Commis Bion of the State of California, or other governmental body having juris- diction thereof, or that may be necessary for the economical construct - Son, maintenance or operation of said electric lines. Any surface cut made of sufficient size to endanger cattle shall be fenced by Grantee on the written request of Grantor. 10. Grantee shall promptly and properly refill all excavations (but excluding aurface cute referred to In Paragraph 9 hereof) made by or for Grantee. Before any such excavations are made, Grantee shall ascertain and plainly mark during all times that work is being performed, the exact location of all pipe lines or other facilities which may be below the surface of the ground. Grantee hereby accepts sole respon- sibility for .o doing and shall be eelely liable for all loss, damage, injury or death caused or contributed to by any lack of or improper marking. My excavation made of sufficient size to endanger cattle shall be fenced by Grantee on the written request of Grantor. 11. This agreement and the rights and privileges herein granted shall terminate if the Grantee shall fail for any continuous period Of two (2) year. after construction of its first electric line hereunder, -� to maintain and operate at least one electric line on the right of way -12- 30 IRAMENC. CONTROL NO. DATE ROLL NO. 26509 03/09/34 d4 -FOSS 22797739Cp 8K19yyC I I OP068% strip, unless such failure shall be caused by war, a national emergency, or other cause beyond the control of Grantee. 12. Upon the termination of the rights hereby granted, Grantee shall thereupon, at its own expense and risk, remove all steel or metal towers, poles and any other property placed by or for Grantee upon the right of way strip, and restore the right of way strip as nearly as possible to the same state and condition as it was in prior to any construction, by or on behalf of Grantee hereunder, but i.f it should fail so to do within sixty (60) days after such termination and written notice from Grantor so to do, Grantor may ao do, at the risk of Grantee, and all cost and expense of such removal and the restoration of the right of way strip as aforesaid, together with interest thereon at the rate of ten per cont (10%) par annum, shall be paid by Grantee upon demand; and in case of a suit to enforce or collect the same, Grantee agrees to pay Grantor, in addition, a reasonable attorney's fee to Le fixed and allowad by the court. 17. Upon the termination of the rights hereby granted, Grantee shall execute and deliver to Grantor, within ninety (90) days after service of a written demand therefore, a good and sufficient quit- claim deed to the rights hereby granted. Should Grantee fail or refuse to deliver to Grantor a quitclaim deed, as aforesaid, a written notice by Grantor reciting the failure or refusal of Grantee to execute and deliver said quitclaim deed, as herein provided, and terminating said grant, shall, after ton (10) days from the date of recordation of said notice, be conclusiv; evidence against Grantee and all persons claiming under Grantee of the termination of said grant. 14. Grantee shall and will pay, before the same become delinquent, all charges, taxes, rates and assessments upon or against said electric lines and any other property or improvements placed by or for Grantee - 11 7� , I&_ FRAME NO. CONTROL NO. DATE ROLL NO. 26509 03/09/84 84 -ROSS 227936 BKM21 10PC688 upon the right of way strip, but Grantor may, at all times after any delinquency, pay and discharge all of such delinquent charges$ taxes, rates and assessments, after reasonable verification thereof, and all such payment so made by Grantor, with interest thereon at the rate of ten per cent (10'%) per annum from date of payment, will be paid by Grantee within thirty (30) days upon demand therefor, and in case of a suit after such demand to enforce or collect the came, grantee agrees to pay Grantor in addition thereto a reasonable attorney's fee to be fixed and allowed by the court. 15. Grantee agrees to indemnify Grantor against and to hold Grantor harmless from any lose of or damage to any property, or injury to or death of any person whomsuever, proximately caused in whole or in part by any negligence of Grantee or its contractors, or any act. for which Grantee or its contractors are Liable without fault, in the exercise of the rights herein granted) save and except in those in- stances where such lose or damage or injury or death is proximately caused in whole or in part by and negligence of Grantor or its contract- ors, or by any acts for which Grantor or its contractors are Liable without fault. 16. Any notices provided in this agreerent to be given by either party hereto to the other shall be deemed to have been duly given when made in writing and deposited in the United states mail, registered or certified and postage prepaid, addressed as follows, To the Grantor, The Newhall Land and Farming Company Route 3, Box 77 Saugus, Lou Mgeles County California To the Grantee, Southern California Edison Company P.O. Box 351 Los Angeles, California 90053 14- FRAME NO CONTROL NO. DATE ROLL NO, 25507 03/09/94 g4-8056 227939 . BKM2110PC889 17. Except as to the exercise of the rights herein granted, Grantee hereby recognizes Grantor's title and interest in and to the promisee and agrees never to assail or resist Grantor's title or interest therein. 18. This agreement shall not be assigned by the Grantee without the written consent of the. Grantor, and no written consent by Grantor hereunder shall be deemed a waiver by Grantor of any of the provisions hereof, except to the extent of such coneentl except that this agree- ment may be assigned by the Grantee without the consent of the Grantor, to the trustees of Grantee under the terms of Grantee's trust indenture or amendments or supplements thereto, to a corporation in which the Grantee is merged or with which the Grantee is consolidated or to which the Grantee trans=ere all, or substantially all, of its assets, provided that the corporation (other than Grantee's said trustees while they are holding title to said assets as security only), to which this agreement is so assigned shall agree in writing with the Grantor to keep and perform all of the teras, covenants and conditlond of this agre^"ent. 19. Except as otherwise provided herein, the terms and conditions of this agreement shall inure to the benefit of and be binding upon the succasaore and assigns of the patties hereto. 20. it is understood and agreed that this grant is made subject to all valid and existing licenses, leases, grants, oxceptfono and and reservations affecting the premises. IN WITaS'SS WHEREOF, the said parties hereto hays caused this agreement to be executed in duplicate by their proper officers, who -15- FRAME NO. CONTROL NO, DATE ROLL NO, 25507 07/09/94 54-R056 227939 ©KM21 I G?C693 are thereunto duly authorized. 7HE NEPWILL LAID AND FARMING COMPANY By President �- Secretary SOUTHERN CAgLIFDRtiIA EDISDN COYPAVY ✓+. a.c VioO President By lataht Sccietary STATE OF CALIFORNIA ) se. COUNTY OF LOS ANGELES ) On thio 4th day of January 19 66 before me, a Notary Public in and for said County and State, personally appeared JAMES F. DICKASON known to r,e to be the Exec. Vice President and CHARLES L. HAVLE known to rte to be the ----- Secretary of The Newhall Land and Farming Company, the corporation that executed the within instrument, known to me to be the persons who exocuted the within inat rument on behalf of the corporation heroin Faced, and acknowlodged to me that such corporation executed the sate, pursuant to its by -lave or a re- solution Of its board of directors. WITNESS my hard and official seal. 6w.ld'n.Uti'um.id ,t MO(ARl RUfl,0.0AUVOL,'.. NwaRAI w _ lOf Ak6(l 1 3 rCWnY ,� ✓t l'i �f T.yJ Notary Puolic in and for aaid County and state Ceraldine A. Skonetch Y.y Co=hesion expires June 24, 1967 I FRAME NO CONTROL NO. DATE ROLL NO, 25507 03/09/84 84-ROSG 227,930 BKM21IOp Nov. STATE OF CALIFORNIA ) ) as. COUNTY OF LOS ANGELES ) On this 9r0 day of T,,.<_n.1 4 19 /. L, before me, a Notary public in and for said County and State, personally appeared 00 OLDIIWeF, N' known to me to be a Vice president and IL Y. KEY known to me to be an Mal ...nt Secretary of Southern California Edison Company, the corporation that executed the within instrument, known to me to be the persona who executed the vithin instrument on behalf of the corporation herein named, and acknowledged to M that such corporat- ion executed the tame, pursuant to its by-lawa or a resolution of its board of directors. WITNESS my hand and official seal. Notary 1i!biic in and for said County and State Hr C4mmiss',e Eebls Duemael 13, 1967 NATNERINEM.6AIR eC i u. e, NII'C CAIYou ., ^ Ie0,r111. tl11C{ N lef A1...0 CQWn VAULT COPY, 1pPE0IID a un r y / YG /Y _25 EXHIBIT "C" THE SITE & COMMUNICATION FACILITIES [Balance of Page Intentionally Left Blank] 3(� Approved at&t YCxonceptually Lemoning Drawings. Mobility REVIEWED SITE NUMBER: NL�0444 a,jasephflKaeki.at]::Tem.M.y10.3HJ SITE NAME: SCE FAISON COURT SCE ID: M3 -T2 PARDEE-SYLMAR 1&2 (YEAR BUILT 1966) PROJECT INFORMATION DRAWING INDEX (ZONING) s4s¢ma m wwxxm rz,awwYxM.rais roam enmac rw wmwmx v.. s q) "r. .uvE exaswa av UU as ,ua m lq aE umn rmm ao, ,. ,tma an e°.m usr a sxa rsw m vxm agoe+vl qc 1 (Il wli W lw a, WRF laO, wr 9rt R.w JEV.DIRECTIONS i Nm [Rr M° smue[n MC : nm sa nJ ery eMm,Y[ wm sxYvo sou una ue YmYYq , teD,exr nHRE/VM6iMe [RS d6mlH .O] ifupr a /MpIx,AN[ MA S NM ,RI Q1I° Mfla M 6 (7) VS W,°A'.%Yawm °Y a6°aR (Em nwa e. 'M[ U -]I x, MFx rul FwJ x. Tn, WS -f x 6 WIP. 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Nnww Y Lia OENEHAL NOTES DETAIL SITE PLAN a FLOYD DCI PACIFIC NL0444 at $tt °"•Yn" TOPOGRAPHIC B02 SDRVEYING Aluc WORKS SCE AUCANTE DRIVE L��aw' roPDCRAPHIC SURVEY aa.. L: ow Ex w 1MMfEC NRE.FMHA1'10'Cbl.l&LNO R!)� �!lLt f�Nll�µE1VE24 Wn SE MIVL.E dNE .n.. nn�.m-s•a• • s 'IMII^S•L� SWG C1MRA CA E]]OS /1 y � i it �r LOCATION t r+ EXISTING VIEW 1 1 � r // L.CAT113. VIEW 2 Velr,Tera dt&t N L0444 SCE FAISON COURT NEAR 25646 ALICANTE DRIVE SANTA CLARITA CA 91 355 "ARTISTIC engineering AEdm.wm Sl7.UE.dw