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T-Mobile West Tower LLC licensee under agreement as successor in interest - formerly Pacific Bell Wireless LLC - 2000-02-22 (3)
PARIC BELL WIRELESS9 LLC Post Office Box 7609 C1 -:Y� � w Atlanta,Georgia 30309 HUNT/ CITY OF November 16, 2004 Zd� HGTOA� NOV City of Huntington Beach 4 A 4 r Attn: Real Estate Manager 2000 Main Street Huntington Beach,CA 92648 RE: Site CM-495-01 (the"Site") Lease by and between City of Huntington Beach, as landlord and Pacific Bell Wireless, LLC (as tenant or successor tenant, "Tenant") (as amended, the "Lease") Gentleman and Ladies: Cingular Wireless ("Cingular") and T-Mobile USA, Inc. ("T-Mobile"),jointly own and operate Tenant. As you know,Tenant's Lease with you permits the operation and installation of wireless telecommunication equipment. This letter is to notify you that Cingular and T-Mobile have agreed(subject to certain regulatory approvals)to the sale of all of Cingular's ownership interests in Tenant to T-Mobile(the"Sale"). The Sale is expected to close in the fourth quarter of 2004 or early in 2005 and will result in Tenant being controlled solely by T-Mobile. This is simply a sale of Cingular's interest in the Tenant;Tenant will continue to be the tenant under the Lease after the Sale closes(although it may later change its name). Also,both Tenant's permitted use of the site for telecommunications and/or wireless and/or related services, and Tenant's net worth,will remain the same as a result of the closing of this Sale. Once the Sale closes, we will notify you of any change in Tenant's notice address and any other applicable contact information. If you have any questions,please call 404-881-4056. Very truly yours, For Pacific Bell Wireless,LLC cc: T-Mobile USA,Inc. City of Huntington Beach Attn: City Clerk 2000 Main Street Huntington Beach, CA 92648 ATL01/1 17923990 PACIFIC ;BELL. Wireless 9255 c_ HUCis August 3, 2000 Consumer Services Division California Public Utilities Commission 505 Van Ness Avenue San Francisco, CA 94102 Attn.: William Schulte This is to provide the Commission with notice pursuant to the provisions of General Order No. 159A of the Public Utilities Commission of the State of California that Pacific Bell Wireless (U-3060-C) has obtained all requisite land use approvals for the projects described in Attachments A-1 through A-6. In those cases in which no such approval was required, an explanation is provided. A copy of this notification letter is also being provided to the appropriate local governmental agencies for their information. Should there by any questions regarding these projects, or if you disagree with any of the information contained herein, please contact Ms. Cathy Jo Farey of Pacific Bell Wireless at '925-227-3059. Sincerely, Cathy Jo Farey Manager - Regulatory Affairs c Pacific Bell Wireless 4420 Rosewood Dr.., Bldg 2, 4`h FI. Pleasanton, California 94588 Attachments cc: Lori Badock— CPUC Area 2-F, Local Public Agencies Listed on Attachments A-1 through A-6 ATTACHMENT A-� PROJECT DESCRIPTION Location -Site#: CM-495-01 7000 Norma Drive Huntington Beach CA 92647 .Assessor's Parcel Number: 142-243-47 Call Sign: KNLF205 Frequency: Band B 1870-1885 MS 1950-1965 BTS Number of Antennas to be Installed: 6 Tower Design: Light Pole Tower Appearance: 58410 Antenna Height: 70 Feet Tower Height: 79 Feet Building Size: N/A Stories LAND USE APPROVAL REQUIRED: Yes X (If yes, provide identification or reference number of approval, if any) Use Permit# 99-06 Dated: 03/06/2000 Building Permit#: B-072063 Date Issued: 03/23/2000 No (if no, explain reason for exemption) Electrical Permit # E-033651 .................................................................................................................................................................................................:.............................................................. ................................................................................................................................................................................................................................................................ CITY PLANNING CONTACT INFORiy1ATION CITY PLANNING DIRECTOR CITY MANAGER CITY CLERK Name: Howard Zelefsky Me haeUlb ,,.., Connie Brockway Address: 2000 Main St. 2000 Main St. 2000 Main St. Address 2: Huntington Beach CA 92648 Huntington Beach CA 92648 Huntington Beach CA 92648 Phone: 714/536-5511 714/536-5511 714/536-5511 I • • MILLENNIUM CORPORATE PARK BLDG.C 18400 NE UNION HILL ROAD REDMOND,WA 98052 Bond No. 6043574 PERFORMANCE BOND Conforms with The American Institute of Architects A.I.A.document No.A-311 KNOW ALL BY THESE PRESENTS:that PACIFIC BELL WIRELESS (Here insert full name and address or legal title of Contractor) as Principal,hereinafter called Contractor,and, SAFECO INSURANCE COMPANY OF AMERICA (Here insert full name and address or legal title of Surety) as Surety,hereinafter called Surety,are held and firmly bound unto CITY OF HUNTINGTON BEACH 2000 MAIN STREET, HUNTINGTON BEACH, CA 92647 (Here insert full name and address or legal title of Owner) as Obligee, hereinafter called Owner, in the amount of Three Thousand and 001100----------------------------- -------------------------------------------------------------• Dollars($ 3,000.00 ). for the payment whereof Contractor and Surety bind themselves, their heirs, executors, administrators, successors and assigns,jointly and severally,firmly by these presents. WHEREAS, Contractor has by written agreement dated FEBRUARY 22ND 2000 entered into a contract with Owner for TELECOMMUNICATIONS SITE (Here insert full name,address and description of project) in accordance with Drawings and Specifications prepared by (Here insert full name and address or legal title of Architect) which contract is by reference made a part hereof,and is hereinafter referred to as the Contract. i � S-1219/SAEF 10/99 Page 1 of 2 8 Registered trademark of SAFECO Corporation. i PERFORMANCE BOND NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION.is such that, if Contractor shall promptly and faithfully perform said Contract,then this obligation shall be null and void;otherwise it shall remain in full force and effect. The Surety hereby waives notice of any alteration or contract or contracts of completion arranged under this paragraph) extension of time made by the Owner. sufficient funds to pay the cost of completion less the balance of the contract price; but not exceeding, including .other costs and Whenever Contractor shall be, and declared by Owner to be damages for which the Surety may be liable hereunder, the amount in default under the Contract, the Owner having performed set forth in the first paragraph hereof. The term "balance of the Owner's obligations thereunder, the Surety may promptly remedy contract price," as used in this paragraph, shall mean the total the default,or shall promptly amount payable by Owner to Contractor under the Contract and any amendments thereto, less the amount properly paid by Owner to 1) Complete the Contract in accordance with its terms and Contractor. conditions,or 2) Obtain a bid or bids for completing the Contract in accordance Any suit under this bond must be instituted before the with its terms and conditions,and upon determination by Surety of expiration*of two (2) years from the date on which final payment the lowest responsible bidder, or, if the Owner elects, upon under the Contract falls due. determination by the Owner and the Surety jointly of the lowest responsible bidder,arrange for a contract between such bidder and No right of action shall accrue on this bond to or for the use of Owner,and make available as Work progresses(even though there any person or corporation other than the Owner named herein or should be a default or a succession of defaults under the the heirs,executors,administrators or successors of the Owner. : PPE",)VEj 11S TO Fi,.. '': Signed and sealed this 2ND day of March 2000 Pacific Bell Wireless (Seal) J. (Witness) (Principal) (Title) SAFECO INSURANCE COMPANY OF AMERICA (Seal) Edna Gilchrist (Witness) (Surety) Ronald J. W on orney-in- Fact (Title) S-1219/SAEF 10/99 Page 2 of 2 POWER SAFECO INSURANCE COMPANY OF AMERICA 5 A F E C. ON GENERAL INSURANCE COMPANY OF AMERICA / OF ATTORNEY HOME OFFICE: SAFECO PLAZA SEATTLE,WASHINGTON 98185 No. 9672 KNOW ALL BY THESE PRESENTS: That SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA,each a Washington corporation,does each hereby appoint *************JULIE K.LONG;ROGER W.WOHLERT;MARK PERSSON;MICHAEL D.WAGNER;RONALD J.WALTON;San Antonio,Texas************************* its true and lawful attomey(s)-in-fact,with full authority to execute on its behalf fidelity and surety bonds or undertakings and other documents of a similar character issued In the course of its business,and to bind the respective company thereby. IN WITNESS WHEREOF, SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA have each executed and attested these presents this 1st day of April 1999 R.A.PIERSON,SECRETARY W.RANDALL STODDARD,PRESIDENT CERTIFICATE Extract from the By-Laws of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA: "Article V, Section 13.- FIDELITY AND SURETY BONDS....the President,any Vice President,the Secretary,and any Assistant Vice President appointed for that purpose by the officer in charge of surety operations,shall each have authority to appoint individuals as attorneys-in-fact or under other appropriate titles with authority to execute on behalf of the company fidelity and surety bonds and other documents of similar character issued by the company in the course of its business...On any instrument making or evidencing such appointment, the signatures may be affixed by facsimile. On any instrument conferring such authority or on any bond or undertaking of the company,the seal,or a facsimile thereof,may be impressed or affixed or in any other manner reproduced;provided,however,that the seal shall not be necessary to the validity of any such instrument or undertaking." Extract from a Resolution of the Board of Directors of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA adopted July 28,1970. "On any certificate executed by the Secretary or an assistant secretary of the Company setting out, (i) The provisions of Article V,Section 13 of the By-Laws,and (ii) A copy of the power-of-attorney appointment,executed pursuant thereto,and (iii) Certifying that said power-of-attorney appointment is in full force and effect, the signature of the certifying officer may be by facsimile,and the seal of the Company may be a facsimile thereof." I,R.A.Pierson,Secretary of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA,do hereby certify that the foregoing extracts of the By-Laws and of a Resolution of the Board of Directors of these corporations,and of a Power of Attorney issued pursuant thereto,are true and correct,and that both the By-Laws,the Resolution and the Power of Attorney are still in full force and effect. IN WITNESS WHEREOF,I have hereunto set my hand and affixed the facsimile seal of said corporation this 2nd day of March cs7 �CE COMP CORPOWE r - SZ SEAL f; .S } SM �.Z �aWdS� R.A.PIERSON,SECRETARY t a S-0974/SAEF 7/98 ®Registered trademark of SAFECO Corporation. 4/1/99 PDF State of Texas }ss: County of Bexar On March 2, 2000, before me, a Notary Public in and for said County and State, residing therein, duly commissioned and sworn, personally appeared RONALD J. WALTON, known to me to be Attorney-in-Fact of SAFECO-INSURANCE COMPANY OF AMERICA the corporation described in and that executed the within and'forgoing instrument, and known to me to be the person who executed the said instrument in behalf of the said corporation, and she/he duly acknowledged to me that such corporation executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal, the day and year stated in this certificate above. +�.�wwea..a.w ���Y*2OP ° MARIANNE CHRISENE GERACI NOTARY PUBKMM State of Texas Ow n.Exp.M28.2= 9 " My Commission Expires Notary li RECEIVED`BY:J` . • CITY CLERK RECEIPT COPY r Return DUPLICATE to s`e 6o)A4%, Jeffrey Hughes(ext.5260) (Name) r after signing/dating 7000 (Date) � V2, A CITY OF HUNTINGTON BEACH INTERDEPARTMENTAL COMMUNICATION TO: Shari Freidenrich, City Treasurer ATTN: Jim Slobojan, Deputy City Treasurer FROM: rl�� - �15 DATE: SUBJECT: Bond Acceptance I have received the bonds for PRQV�,. le' V411AEVEsf WC a6% fNC.1rC &6L , W1I�I.ESS (Company Name) -adft% Bond No. (60 4 3514 Labor and Material Bond No. Monument Bond No. r ,p Maintenance Bond No. Re: Tract No. '� ��^lSE RbR (vIN� CC No. MSC No. Approved 2 ZZ.o by Agenda Item No. r �- (Council Approval Date) City Clerk Vault No. i g:/jah/bondletter.doc i CITY OF HUNTINGTON BEACH 2000 MAIN STREET CALIFORNIA 92648 OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK LETTER OF TRANSMITTAL OF ITEM APPROVED BY THE CITY COUNCIL/ REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH DATE: T0: )z l,( ATTENTION: zoa Nam tu yyii � .253 (�j�/fe e�l�i�, ,Z�dCf. DEPARTMENT: Street 1�:5ha /�� �.Z7fID REGARDING: City,State;Zip See Attached Action Agenda Item Date of Approval Enclosed For Your Records Is An Executed Copy Of The Above Referenced Agenda Item. Remarks: Connie Brockway City Clerk Attachments: Action Agenda Page Agreement 4 Bonds Insurance RCA Deed Other Name artment RCA Agreement Insurance Other Name apartment RCA Agreement Insurance Other Name Department RCA Agreement Insurance Other Name Department RCA Agreement Insurance Other �DLct ✓ _� Risk Management Dept. Insurance G:Followup/Letters/coverltr (Telephone:714-536-5227) ��S ��ek5fin *min. , oil. Council/Agency Meeting Held: ,2- .t Z -O a Deferred/Continued to: ®Approved ❑ Conditionally Approved ❑ Denied _ ,4 gm W City Clerk's Signature Council Meeting Date: February 22, 2000 Department ID Number: AS 00-009 CITY OF HUNTINGTON BEACH REQUEST FOR ACTION C SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: RAY SILVER, CityAdministratoroe* � PREPARED BY: JOHN REEKSTIN, Director of Adminstrative Services P� Y Iv � v SUBJECT: LATE COMMUNICATION, REVISED RECOMMENDATION; APPROVE SITE LICENSE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND PACIFIC BELL WIRELESS, LLC (d.b.a. Pacific Bell Wireless) FOR THE INSTALLATION OF TELECOMMUNICATION FACILITIES AT MURDY PARK. Fstatement of Issue,Funding Source,Recommended Action,Alternative Action(s),Analysis,Environmental Status,Attachment(s) Statement of Issue: Should Council approve and authorize the Mayor and City Clerk to execute a Site License Agreement for a telecommunication facility between the City of Huntington Beach and Pacific Bell Wireless, LLC (doing business as "Pacific Bell Wireless) for the installation and maintenance of a telecommunication facility at Murdy Park. Funding Source: Under the license terms, Pacific Bell Wireless, LLC. assumes all responsibility for any costs associated with the installation,.maintenance, and liability of their telecommunication facility. This licensed site at Murdy Park will generate $18,000 a year in revenue to the city. Recommended Action: . 1. Approve and authorize the Mayor and City Clerk to execute the Site License Agreement as amended by the Late Communication between the City of Huntington Beach and Pacific Bell Wireless, LLC ("Pacific Bell Wireless") allowing the installation of a telecommunication facility at Murdy Park. 2. Delegate to the City Administrator or the Director of Administrative Services to approve and execute additional Site License Agreements with Pacific Bell Wireless, LLC ("Pacific Bell Wireless") for the installation of telecommunications facilities on public property, upon City Attorney approval as to form of said agreements or documents. Alternative Action(s): 1) Do not approve this Site License Agreement. 2) Direct staff to revise the license agreement and reconsider at a future date. it C� 1 REQUEST FOR ACTION • MEETING DATE: February 22, 2000 DEPARTMENT ID NUMBER: AS 00-009 Analysis: Wireless telecommunications vendors have contacted the City to install communication facilities at various locations throughout the city in order to complete either countywide or statewide wireless networks. In continuation of the City's existing practice to work with telecommunications vendors for potential sites on City-owned property, this Site License Agreement and subsequent agreements will facilitate revenue generation on City assets while maintaining that each installation is properly integrated to the surrounding area and will ensure that the City maintains proper control over that particular property. The Site License Agreement requires that all conditions," development approvals, and building permits are .completed and issued prior to site development. Further, by moving to a License Agreement, rather than a Lease, the telecommunication vendor gains no possessory interest in the public property upon which their facility will be located and ensures the City's title to the land remains unencumbered. Environmental Status: None Attachment(s): City Clerk's Page Number No. Description 1 Site License Agreement between the City of Huntington Beach and Pacific Bell Wireless, LLC. ("Pacific Bell Wireless")— Murdy Park 2 Required Certificates of Insurance and Title Insurance Pro Forma RCA Author: Lamb,ext. 5445 RCA PacBell-Murdy -2- 02/09/00 3:22 PM iew looking north showing the proposed pole replacement and equipment location. /existing pole,to 1»replaced -. ' r J �• ��yyJ 45TTNN5S 1• —� p' posed equipment ' Bodo d In tight green chain link III! Z a green mesh screen 1 t Murdy Park City of Huntington Beach 7000 Nonna Drive Huntington Beech,CA 92647 CM 4gS01 ixisting PACIFIC"" I BELL Proposed Wireless Council/Agency Meeting Held: 2-Z 2- o 0 Deferred/Continued to: , O bl Approved 0 Conditionally Approved. 0 Denied _ . City Clerk's Signature Council Meeting Date: February 22, 2000 Department ID Number: AS 00-009 CITY OF HUNTINGTON BEACH REQUEST FOR ACTI6N SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: RAY SILVER, City Administr to < PREPARED BY: JOHN REEKSTIN, Director of Adminstrative Services SUBJECT: APPROVE SITE LICENSE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND PACIFIC BELL WIRELESS, LLC (d.b.a. Pacific Bell Wireless) FOR THE INSTALLATION OF TELECOMMUNICATION FACILITIES AT MURDY PARK. Statement of Issue,Funding Source,Recommended Action,Alternative Action(s),Analysis,Environmental Status,Attachment(s) Statement of Issue: Should Council approve and authorize the Mayor and City Clerk to execute a Site License Agreemen t for a telecommunication facility between the City of Huntington Beach and Pacific Bell Wireless, LLC (doing business as "Pacific Bell Wireless) for the installation and maintenance of a telecommunication facility at Murdy Park. FundingSource: Under th " license terms Pacific Bell Wireless LLC. assumes all , responsibility for any costs associated with the installation, maintenance, and liability of their telecommunication facility. This licensed site at Murdy Park will generate $18,000 a year in revenue to the city. Recommended Action: 1. Approve and authorize the Mayor and City Clerk to execute the Site License Agreement between the City of Huntington Beach and Pacific Bell .Wireless, LLC ("Pacific Bell Wireless") allowing the installation of a telecommunication facility at Murdy Park. 2. Delegate to the City Administrator or the Director of Administrative Services to approve and execute additional Site License Agreements with Pacific Bell Wireless, LLC ("Pacific Bell Wireless") for the installation of telecommunications facilities on public property, upon City Attorney approval as to form of said agreements or documents. Alternative Action(s): 1) Do not approve this Site License Agreement. 2) Direct staff to revise the license agreement and reconsider at a future date. ATTACHMENT # 1 • DO NOT RECORD SITE LICENSE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND PACIFIC BELL WIRELESS,LLC THIS SITE LICENSE AGREEMENT ("Agreement") is made and entered into this of LtLW 000, by and between the CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California, herein referred to as "Licensor", and PACIFIC BELL WIRELESS, LLC, a Nevada limited liability company, F/K/A PACIFIC BELL MOBILE SERVICES, a California corporation, D/B/A PACIFIC BELL WIRELESS, hereinafter referred to as "Licensee." The parties hereto agree as follows: ARTICLE 1 —TERM OF LICENSE Section 1.01 Premises and Use (a) Licensor owns the real property described in Exhibit "A" attached hereto and made a part hereof(the "Property"), commonly know as Murdy Park. Licensor grants to Licensee the privilege to construct, maintain and operate such communication equipment, including radio frequency transmitting and receiving equipment operating on various frequencies from 1870 MHz to 1965 MHz, batteries, utility lines, transmission lines, radio frequency transmitting and receiving antennas-, and supporting structures and improvements but not including the pole and light standard ("Licensee's Facilities"), for PCS mobile/wireless telecommunications services on the licensed area described in Exhibit"B" (the "Premises'), which is attached hereto and made a part hereof. (b) The right and permission of Licensee is subordinate to the prior and paramount right of Licensor to use the Property in its entirety for public purposes to which now it is and may, at the option of Licensor, be devoted. Licensee undertakes and agrees to use the Premises and to exercise this license at all times in such manner as will not unreasonably interfere with the full use and enjoyment of the Property by Licensor. (c) Licensee hereby acknowledges title to the Property is vested in Licensor and agrees never to assail or resist the same, and further agrees that Licensee's use and occupancy of the Premises shall be referable solely to the permission herein given. Page I of 18 02/02/00 g:/Fujii/99Agree/PacBell-Murdy Park License 7 Nil • • DO NOT RECORD Section 1.02 `Condition Precedent The installation, operation and maintenance of communications facilities.on the Premises are subject to all ordinances and regulations of general application now in effect or subsequently enacted including, but not limited to those concerning encroachment permits, business licenses, zoning and building. This Agreement is contingent upon Licensee or Licensee's assign obtaining all governmental permits and approvals enabling Licensee, or its assigns,-to construct and operate mobile/wireless communications facilities on the Premises. This contingency shall be deemed waived ninety (90) days after the date of this Agreement unless Licensee provides Landlord written notice within the ninety (90) day period that it is terminating the Agreement in light of its inability to obtain necessary approvals. Licensee agrees that any additions or new construction to the Premises previously permitted must be re-reviewed and approved in writing by Licensor, which approval shall not be unreasonably withheld, prior to the addition or construction taking place. Section 1.03 Term (a) The term of the Agreement for the Premises (".Term") shall be for five (5) years commencing with the issuance of a local building permit allowing Licensee to construct its mobile/wireless communications facilities on the Premises, or on April 1, 2000, whichever is earlier ("Commencement Date"). Should Licensee fully and faithfully perform all terms and conditions of this Agreement, Licensee shall have the right to extend the Term of the Agreement for the Premises for three (3) additional terms ("Renewal Term") of five (5) years each. Each Renewal Term shall be on the same terms and conditions set forth herein. The Term of the Agreement shall automatically be extended for each successive Renewal Term unless Licensee notifies Licensor or Licensor notifies Licensee in writing of either party's intention not to extend at least six (6)months prior to the expiration of the original Term or Renewal Term. This Agreement shall be irrevocable by both parties during its stated term, except as otherwise specifically set forth in this Agreement. (b) Licensor may terminate this Agreement at any time following the adoption by the State or Federal government of a law, rule, regulation or decision to the effect that due (in whole or in part) to Licensor having entered into this Agreement, that Licensor is required to allow additional antennas or towers (of any sort or description) on its property. The rule proposed by the Federal Communications Commission in 1999 in WT Docket 99-217 and CC Docket 96-98 (if applicable to cellular type towers or antennas) would be such a rule. Licensor shall give Licensee a six (6) month period from the date of such notice of termination to relocate Licensee's Facilities to another location; provided that Licensee takes no action to enforce or utilize any provisions of said adoption during the relocation period. Page 2 of 18 02/02/00 g:/Fujii/99Agree/PacBell-Murdy Park License 7 t 0 LATE COMMUNICATION • DO NOT RECORD Section 1.04 Rent/Consideration (a) Upon the Commencement Date, Licensee shall pay Licensor, as rent, the sum of one thousand five hundred dollars ($1,500) per month("Rent"). The parties agree that this is a net Agreement intended to assure Licensor.r the Rent reserved on an absolute net basis. In addition to the Rent q reserved above,.Licensee shall pay.to the parties entitled thereto all tomes,----,-.` _ assessments, insurance premiums, maintenance charges, and any othr charges, costs and expenses which are attributable to Licensee's use%f. the. . Premises or Licensee's Facilities. Rent shall be payable on the first day ca each month, in advance, to Licensor at Licensor's address set forth h ein� If the Commencement Date is other than the first day of a calendar month; Licensee shall pay on the first day of the Term, the prorated Rent fo�he n remainder of the calendar month in which the Term commences. Thereafter, Licensee shall pay a full month's Rent on the first day of each calendar month, except that payment shall be prorated for any final fractional month of the Agreement. A late charge of ten percent (10%) shall be applied after any payment hereunder is due but unpaid. In addition, one and a half percent (1 '/2%) interest per month shall be added for each month payment hereunder is due but unpaid. (b) In lieu of payment of Rent for up to the first sixt&n (16) months, Licensee shall replace and construct a fence enclosure to Licensor's specifications around the ball park on which Licensee's Facilities are located. If the total cost of the constructio f the fence improvements is less than twenty fourIL thousand dollars ($24,�0), Licensee will only be given Rent credit for that specific amount. Licensee shall submit copies to Licensor of all payments made regarding the construction of the fence improvements. Licensor will give Licensee a further Rent credit using Licensee's final verified construction costs (such costs will only include contractor's equipment, labor, and materi ) multiplied by n percent (10%) or a maximum of two thousand f r hundred ($2,400) which ever is less. Licensee's final verified construction costs plus the further Rent credit are herein after referred to as the "Total Rent Abatement." Rent abatement, as specified above, shall commence immediately upon the Commencement Date continuing for a twelve (12) month period or as soon as final costs are verified, at which time Licensor using Licensee's cost information shall set the exact Total Rent Abatement amount. If the abated rent to date is more than the Total Rent Abatement, then Licensee shall pay the difference and shall begin rent payments. If the abated rent to date is less than the Total Rent Abatement, then Licensor shall continue the rent abatement period until abated rent equals the Total Rent Abatement. Prior to beginning any work, Licensee shall submit plans for construction of the fence to Licensor for its written approval. The final approval of the fence construction rests with Licensor and Licensee shall coordinate all fence replacement and construction work with Licensor's Park Maintenance Supervisor. Licensor agrees to indemnify Licensee specifically for the work relating to the construction of the fence improvements provided that Page 3 of 18 02/22/00 g:/Fujii/99Agree/PacBell-Murdy Park License 7 • • DO NOT RECORD improvements provided that Licensee assigns Licensor all warranties relating to the fence improvements as part of Licensee's contract for the work. All fence improvements will need to be installed in a timeframe as to not to interfere with the Licensee's full use of its property. However, this timeframe for installation shall not exceed one(1)year from the date of Licensees approval of the fence plans. (c) For any Renewal:Term,Licensee shall pay-the then current.Rent, increased by.any percentage increase which occurred in the Consumer Price Index(All Items,,Base 1992-94=.. 100)as published by the United States Department.of Labor Bureau of Labor Statistics,for All Consumers for the Los Angeles; Riverside,.Orange County,CA Metropolitan Statistical Area-during the preceding five(5)year period or-twelve percent (12%)which ever.is greater. Such.increase shall not exceed twenty-five percent(25%)of.the,Rent,for any Renewal Tenn. (d) Any holding over after the expiration of the Term or Renewed Term,with the consent of Licensor,shall-be construed to be an extension from month ..,to month.at one point five(1.5)times.the rents herein.specified and.shall . otherwise be.on the conditions herein specified,so far as applicable. (e) The Rent set forth in this Section shall be multiplied by the factor(2,3, 4 and so on)set forth below if Licensor over its objection is required to allow Licensee additional antennas or towers(of any sort or description) on its property.due(in whole or in part)to having entered into this Agreement. First additional tower or antenna Rent x 2 Second additional tower or antenna Rent x 3 Third additional tower or antenna Rent x 4 N'th additional tower or.antenna Rent x(N-1) Towers and antennas shall be treated alike for the purpose of the preceding factor,e.g.,two additional antennas and one additional tower equal three additional towers or antennas,such that the Rent is multiplied times four. Section 1.05 Performance Bond On or before the Commencement Date, Licensee shall deposit with Licensor a performance bond from a Licensor approved surety company in the amount of three- thousand dollars($3,000). The performance bond shall be held by Licensor,without liability for interest,as security for the faithful performance by Licensee of all the tenors, covenants, and conditions of this Agreement to be kept and performed by Licensee during the Term of this Agreement,or any extension thereof,and including the removal Page 4 of 18 02/02/00 g:/Fujii/99Agree/PacBe11-Murdy Park License 7 • • DO NOT RECORD of Licensee's Facilities as set forth herein. This performance bond must be approved by Licensor's attorney. Section 1.06 Non-Possessory Interest Licensor retains full possession of the Premises and Licensee will not acquire any interest temporary,permanent, irrevocable,possessory or otherwise by reason of this Agreement, or by the exercise of the permission given herein. Licensee will make no claim to any such interest. Any violation of this provision by Licensee will immediately void and terminate this Agreement. Section 1.07 Non-Recording Licensee will not record this Agreement. ARTICLE 2—TAXES AND UTILITIES Section 2.01 Taxes Licensee shall pay before they become delinquent all taxes, assessments or other charges levied or imposed by any government entity on Licensee's Facilities or the Premises. If such taxes are not assessed separately to Licensee, Licensor shall provide Licensee with evidence, reasonably acceptable to Licensee, of such tax assessment and the amount due, which is attributable to Licensee's Facilities. Section 2.02 Utilities (a) Licensee shall pay for all utilities furnished to the Premises for the use, operation and maintenance of Licensee's Facilities during the Term of this Agreement, or any extension thereof. Licensee shall hold harmless Licensor from all such charges. (b) Licensee shall have the right to install underground utilities and to improve the present utilities on or near the Premises and the installation of aboveground emergency back-up power, all at Licensee's sole cost and expense. Subject to Licensor's prior written approval of the locations, which approval shall not be unreasonably withheld, Licensee shall have the right to place underground utilities on Licensor's Property in order to service the Premises and Licensee's Facilities. Licensee shall be responsible to relocate underground utilities or other substructures within forty-five (45) days after receiving written notice as reasonably directed by Licensor at Licensee's sole cost and expense. ARTICLE 3—IMPROVEMENTS AND ACCESS Section 3.01 Licensee's Facilities (a) Licensee shall have the right to construct, maintain and operate Licensee's Facilities on the Premises. In connection therewith, Licensee, after prior written approval of Licensor, which approval shall not be unreasonably withheld,through the appropriate permit or approval process, shall have Page 5 of 18 02/02/00 g:/Fujii/99Agree/PacBe11-Murdy Park License 7 • • DO NOT RECORD the right to do all work necessary to prepare, add, maintain and alter the Premises for Licensee's communications operations and to install underground utility lines and transmission lines connecting antennas to transmitters and receivers. Licensee shall permit Licensor, at no charge, to attach Licensor's or any third party's equipment to the receiver or transmitter pole so long as the equipment does not interfere with Licensee's Facilities, and Licensor reserves the exclusive right to collect all rents from any arrangements it enters into with any third party. (b) All of Licensee's construction and installation work shall be performed at Licensee's sole cost and expense and in a good and workmanlike manner. Licensee shall hold title to Licensee's Facilities and any equipment placed on the Premises by Licensee. All of Licensee's Facilities shall remain the . property of Licensee and are not fixtures. Licensee has the right to remove all of Licensee's Facilities at its sole cost and expense on or before the expiration or termination of this Agreement; provided that such removal shall be done in a workmanlike and careful manner and without interference or damage to any other equipment, structures or operations on the Premises or the Property, including the use of the Premises or Property by Licensor or any of Licensor's licensees, assignees or lessees. Licensee shall repair any damage to the Premises caused by such removal and will leave the Premises in satisfactory condition as reasonably approved in writing by Licensor. Upon termination of this Agreement, removal of poles where non-Licensee's equipment is installed shall occur only with Licensor's prior written consent. In all other cases, Licensee shall be required to remove all its facilities, including foundations, and if Licensee fails to do so within sixty (60) days after receiving notice from Licensor that it must remove its facilities, Licensor may elect to do so at Licensee's sole cost and expense or elect to not remove such facilities, in which case, such facilities shall become the property of Licensor, at Licensor's option. Any personal property,equipment or other improvements which are not removed within such sixty-day period shall become the property of Licensor, at Licensor's option. Licensor's obligation to pay Rent shall not cease during the sixty-day period referred.to herein, unless and until the facilities that Licensee must remove, are removed. (c) Each party shall provide access to the Premises to the other party, and its employees, agents, contractors and subcontractors,twenty-four (24) hours a day, seven (7) days a week or as designated in permit approvals. Except in the case of emergencies, Licensor shall give Licensee forty-eight(48) hours notice prior to entry into the Premises. Licensor represents and warrants that it has full rights of ingress and egress to and from the Premises, and hereby grants such rights to Licensee to the extent required to construct, maintain, install, and operate Licensee's Facilities on the Premises. Licensee's exercise of such rights shall not cause undue inconvenience to Licensor. Page 6 of 18 02/02/00 g:/Fujii/99Agree/PacBell-Murdy Park License 7 �r • • DO NOT RECORD (d) Licensee shall, at its sole cost and expense, maintain and repair the Premises and Licensee's Facilities including, but not limited to, the removal of all trash, debris and graffiti. If Licensee causes any damage to the Property, to the Premises or to access roadways or other nearby facilities, it shall properly repair same as specified by Licensor. (e) The.Premises to be used-by Licensee,is contained within a designated,Park as specified by Licensor. Licensee shall be responsible to coordinate all construction and extraordinary activities with the Park Maintenance Supervisor prior to commencement of such activities and to obtain the prior written approval of the Park Maintenance Supervisor, which approval shall not be unreasonably withheld, conditioned, or delayed. The use-of a vehicle greater than'/4 ton within a designated Park by Licensee shall require coordination with the Park Maintenance Supervisor. (f) Upon the expiration or termination of this Agreement, Licensee shall surrender the Premises to Licensor in good and clean condition, less ordinary wear and tear, and as reasonably approved in writing by Licensor. Section 3.02 Liens Licensee will not permit any mechanics.' or materialmens' or other liens to stand against 'the Premises by reason of any use or-occupancy by Licensee, or any person rightfully claiming under Licensee. If Licensee desires to contest any such lien,then prior to commencing such contest, it will.furnish Licensor with a bond to secure the payment of such obligation and obtain the Licensor's prior written approval of the bond, which approval will not be unreasonably withheld. ARTICLE 4 -INTERFERENCE Section 4.01 (a) During the installation of Licensee's Facilities, Licensee shall cooperate with Licensor's representatives, which may monitor the installation of Licensee's Facilities. (b) Licensee's Facilities shall not disturb the communications configuration equipment and frequency that exist on the Property on the commencement date of operation of Licensee's Facilities. Licensee's operations shall not interfere with any of Licensor's communications operations on a citywide basis, either current of future. All operations by Licensee shall be lawful and in compliance with all applicable laws, including all applicable Federal Communications Commission requirements. Licensor shall not permit the use of any portion of the Property which interferes in any way with the communications operation of Licensee,provided that if the third party's communications operation were installed prior to Licensee's Facilities,the Licensee's Facilities shall not interfere with the third party's communications Page 7 of 18 02/02/00 g:/Fujii/99Agree/PacBe11-Murdy Park License 7 • • DO NOT RECORD operations. The final determination of this interference rests solely with Licensor. In the event Licensor determines that a third party's operation contained within Licensor's Property does not interfere with Licensee's communications operations, and Licensee is still experiencing interference, Licensee shall have the right to hire, at Licensee's sole cost and expense, a non-affiliated, third party consultant that is an expert in radio.frequency --interference-issues (`•`Expert".)to determine the source of!such4nterference. This Expert shall determine the source of such interference, and will recommend in writing an appropriate course of action to eliminate the interference with Licensee's Facilities. If the Expert'determines_that a third party's operation-does interfere with Licensee's communications..operations, Licensee shall provide Licensor with the Expert's written recommendation, and Licensor shall enforce.the provisions of this Section, and mandate the elimination of the third party's interference which is contained within the Licensor's Property. (c) Subsequent to the installation of the Licensee's Facilities, Licensor and Licensee shall notify the other party thirty (30) days prior to the use or installation of any equipment on the Property which may interfere with Licensee's Facilities or Licensor's facilities or its equipment. Licensor shall require any third party•installing communications facilities on the Property to submit plans for Licensee's review prior to constructing its facilities. Licensee may:_review•the-plans for interference issues and-maysubmit, within ten(10) business days after receiving such plans, specific comments to be resolved by Licensor. (d) If Licensee or Licensor breach its obligations under this Article 4, the party breaching its obligations, upon receiving written notice from the other party of any such breach shall take all steps necessary to correct and eliminate such interference. If Licensee breaches its obligation, Licensee shall without limitation modify its equipment and/or antennas or remove its equipment and/or antennas from any facilities or towers. If Licensee cannot correct such harmful interference within thirty (30) days, Licensor shall have the right, in addition to any other rights that it might have at law or in equity, to terminate this Agreement. Upon such termination, Licensor shall return any unearned Rent to Licensee after final inspection and receipt of the Premises from Licensee. (e) If Licensor breaches its obligation, Licensor shall without limitation, enforce provisions in any license or other agreement between Licensor and the persons or entities causing such harmful interference, pursuant to which Licensor may compel such persons or entities to cease operation, modify their equipment and/or antennas, or remove their equipment and/or antennas from any facilities or towers owned or leased and/or managed by Licensor on the Property. If Licensor cannot correct such harmful interference within thirty (30) days, Licensee shall have the right, in addition to any other rights Page 8 of 18 02/02/00 g:/Fujii/99Agree/PacBe11-Murdy Park License 7 1 �� • • DO NOT RECORD that it may have at law or in equity, to terminate the Agreement. Upon such termination, Licensor shall return any unearned to Licensee after final inspection and receipt of the Premises from Licensee. ARTICLE 5-INDEMNITY AND INSURANCE Section 5.01 Indemnification, Defense, Hold Harmless Licensee shall protect, defend; indemnify and-save and hold harmless Licensor, its officers, officials, and employees, and agents from and:against any.and all-liability;.loss; ...:__:.... damage, expenses, costs (including without-limitation-costs and fees of litigation of every . nature) arising out of or in connection with Licensee's performance--of this Agreement or . Licensee's failure to.comply with any of Licensee's obligations contained in the Agreement by Licensee, its-officers, agents or-employees except such loss or damage which was caused by the sole negligence or willful misconduct of Licensor. In the event Licensor is named as codefendant, Licensee shall notify Licensor of such fact and shall represent Licensor in such legal action unless Licensor undertakes to represent itself as codefendant in such legal action,.in which event Licensor shall bear its own litigation costs, expenses and.attorney's fees: In the event judgment is entered against,Licensor because of the negligence:of Licensor, its officers, agents or employees, an apportionment of liability to:pay such judgment shall be made by,a court of competent jurisdiction. Neither party shall request a jury apportionment. Section 5.02 Worker's Compensation Insurance Licensee shall maintain worker's-compensation insurance in an amount-of not less than One Hundred Thousand Dollars ($100,000) bodily injury by accident, each occurrence, One Hundred Thousand Dollars ($100,000) bodily injury by disease, each employee, Two Hundred Fifty Thousand Dollars ($250,000)bodily injury by disease, policy limit. Licensee shall require all sublicensees to provide such worker's compensation insurance for all of the sublicensees employees. Licensee shall furnish to Licensor a certificate of waiver of subrogation under the terms of the worker's compensation insurance and . Licensee shall similarly require all sublicensees to waive subrogation. Section 5.03 Insurance In addition to the worker's compensation insurance and Licensee's covenant to indemnify Licensor, Licensee shall obtain and furnish to Licensor, a policy of general public liability insurance, including motor vehicle coverage covering the Premises and Licensee's Facilities. The policy shall indemnify Licensee and Licensor, their officers, agents and employees, while acting within the scope of their duties, against any and all claims arising out of or in connection with the Premises and Licensee's Facilities, and shall provide coverage in not less than the following amount: combined single limit bodily injury, personal injury and property damage, including products/completed operations liability and blanket contractual liability, of$1,000,000 per occurrence. If coverage is provided under a form which includes a designated general aggregate limit, the aggregate limit must be no less than $1,000,000 for the Premises. The policy shall name Licensor, its agents, officers, employees and volunteers as Additional Insureds, and Page 9 of 18 02/02/00 g:/Fujii/99Agree/PacBe11-Murdy Park License 7 • • DO NOT RECORD shall specifically provide that any insurance coverage which may be applicable to the Premises and Licensee's Facilities shall be deemed excess coverage and that Licensee's insurance shall be primary. Under no circumstances shall the above-mentioned insurance contain a self-insured retention, or a"deductible" or any other similar form of limitation on the required coverage. No cancellation provision in any insurance policy shall be construed in derogation,ofthe continuous duty of Licensee to furnish-insurance during the term of this Agreement. Section 5.04 Property Insurance .Licensee shall°provide before entering,the.Premises.and.shall maintain.=in force during:the term of this Agreement; property:.insurance with extended coverage=endorsements thereon, on the Premises,in an amount equal,to.the full replacement cost and/or value thereof;this_policy shall be-on a replacement cost.basis and shall not contain a coinsurance penalty provision. In the-event of loss,the policy proceeds shall be used to repair or rebuild any such improvements so damaged or destroyed; and if not so used, such proceeds shall be paid to Licensor. The proceeds of any such insurance payable to Licensor shall be used for rebuilding or repair as necessary to restore the Premises and at .-the discretion of Licensor. The policy shall-name Licensor as an Additional Insured. The policy or policies shall also contain the following: 1. The insurer will not cancel or reduce the insured's coverage without thirty (30) days prior.written notice to Licensor;.and 2. Licensor will not be responsible for premiums or assessments on the policy. A complete and signed certificate of insurance required by this Section shall be filed with Licensor prior to the execution of this Agreement. At least thirty (30) days prior to the . expiration of any such policy, a signed and complete certification of insurance showing that coverage has been renewed, shall be filed with Licensor. Upon request, Licensee shall furnish Licensor a certified copy of the policy within fifteen (15) days. Section 5.05 Certificates of Insurance; Additional Insured Endorsements Prior to execution of this Agreement, Licensee shall furnish to Licensor certificates of insurance to each of Licensee's insurance policies, and the additional insured endorsement for the general liability policy, subject to approval of the City Attorney, evidencing the foregoing insurance coverages as required by this Agreement; these certificates shall: 1. provide the name and policy number of each carrier and policy; 2. shall state that the policy is currently in force; and 3. shall promise to provide that such policies will not be canceled, suspended, Page 10 of 18 02/02/00 gffujii/99Agree/PacBell-Murdy Park License 7 lN�� • • DO NOT RECORD voided, reduced in coverage or in limits, or modified without thirty (30) days prior written notice of Licensor; and shall state as follows: "The above detailed coverage is not subject to any deductible or self-insured retention, or any other form of similar type limitation." insurance coverages in forcethroughoutaheaerm lof Licensee shall.maintain the�foregoing = _this Agreement.:•The requirement.-.for-,carrying the,foregoing insurance=coverages:shall -not-derogate from the provisions for indemnification of Licensor by,Licensee under•the - Agreement. Licensor or its:representatives shall at all:times-have,the-right,to-demand the copy ofall these-policies-of insurance;which Licensee_shall-providewithin original or.a fifteen (15) days of Licensor's request. 5.06 Title Insurance Prior to the execution of this Agreement, Licensee shall provide the title insurance policy set forth in Exhibit"C", which is attached hereto and made a part hereof, with coverage in the amount of 2.5 million dollars ($2,500,000). ARTICLE 6—TERMINATION AND DEFAULT Section 6.01 Termination;in the Event of Casualty or Condemnation (a) In the event of any damage,destruction or condemnation of the Premises, which renders..the Premises unusable or inoperable.in Licensor's and Licensee's reasonable judgment, Licensee shall have the right, but.not-the obligation, to terminate the Agreement with respect to the subject Premises by giving written notice to Licensor within thirty (30) days after such damage, destruction or condemnation, if by virtue of such casualty or condemnation, Licensor and Licensee reasonably determine that the Premises are no longer adequate for Licensee to continue its operations onany repairs to the Premises have not been completed or cannot reasonably by completed within sixty (60) days from the date of the damage, destruction or condemnation. (b) In the event of condemnation, unless Licensee is allowed by the condemning authority to continue its operations on the Premises, the Agreement shall terminate as of the date title to the Property vests in the condemning authority or Licensee is required to cease its operations, whichever is earlier. If any property described herein or hereinafter added hereto is taken in eminent domain, the entire award shall be paid to Licensor. Section 6.02 Termination (a) This Agreement may be terminated on thirty (30) days prior written notices as follows: (1) by either party upon a default of any covenant or term hereof by the other party, which default is not cured within sixty (60) days of receipt of written notice of default, provided that the grace period for any monetary Page 11 of 18 02/02/00 g:/Fujii/99Agree/PacBe11-Murdy Park License 7 l • • DO NOT RECORD. default is ten(10)days from receipt of notice, or(2)by Licensee if Licensee is unable to occupy and utilize the Premises due to any action of the Federal Communications Commission,including without limitation,a take back of channels or change in frequencies. (b) Licensor may terminate this Agreement after the completion of the original Term upon one.hundred eighty:(180)days written notice'due to the --,implementation of a revitalization iplan-affecting the Licensee's'operation. Licensee is hereby:-granted the,right to participate in such revitalization process, and will-be afforded:the,opportunity-to-continue to operate pursuant hereto so long as:Licensee meets.Licensor's.reasonable requirements pursuant to such-revitalization plan. (c) Licensor-.shall have avits sole.discretion the option of terminating this Agreement if Licensee loses its license to provide PCS/cellular services for any reason,including,but not limited to, nonrenewal,cancellation,or expiration of its license. (d) - Licensor shall have at-its sole discretion the option.of terminating this Agreement, only if there is.no alternative short of terminating this Agreement,-iw the event any person claiming through a grantor of any deed which granted land-to Murdy Park("Claimant')threatens to invoke, and has reasonably clear ability to successfully invoke,the power of termination in such deed based on'this-Agreement or on Licensee's Facilities being located on the Property..-Licensor shall,through-the title insurance as set forth in. Section 5.06, use its reasonably best efforts to oppose any Claimant's attempt to invoke such power of termination,and to seek resolution of any such . Claimant's threat or action short of terminating this Agreement. (e) Licensee shall have the right to exercise a buyout option("Buyout")in which Licensee desiring to terminate this Agreement may remit to Licensor the sum of one(1)year's rent. Upon written acceptance, which will not be unreasonably withheld,by Licensor of the buyout option,this Agreement will be terminated. Licensee will be required to faithfully execute all terms and conditions as stated herein prior to termination. This Buyout will remain in effect in subsequent Renewal Terms with the remittance required by Licensor being reduced by-three(3)months rent per Term until the minimum remittance of six(6)months is reached. ARTICLE 7—ASSIGNMENT,ABANDONMENT,DEFAULT,INSOLVENCY Section 7,01 Permitted Assignment Licensee may assign this Agreement to any wholly-owned affiliate,provided such affiliate has a net worth(after debt) of at least Fifty Million Dollars($50,000,000:00),of Licensee or Licensee's parent, or to Licensee's parent,with at least sixty(60)days Page 12 of 18 02/02/00 g:/Fujii/99Agree/PacBe11-Murdy Paris License 7 • • DO NOT RECORD written notice to Licensor. Any other assignment requires Licensor's prior written consent. Except as provided above,this Agreement is personal to Licensee, and Licensee will not assign,transfer or sell this Agreement or any privilege hereunder in whole or in part, and any attempt to do so will be void and confer no right on any third party. Section 7.02 Abandonment by Lessee Should.Licensee breach this Agreement and abandon the Premises prior to the expiration, of the Term or Renewal Term, Licensor may: (a) Continue this License in effect by not terminating Licensee's right to the Premises, in which event Licensor shall be entitled to enforce all its rights and remedies under this Agreement,.including the right to recover the rent/consideration specified in this-Agreement-as it becomes due under this Agreement; or (b) Terminate this Agreement and recover from Licensee: 1. The worth at the time of award of the unpaid rent which has been earned or the sum of six(6)month's rent, whichever is greater, at the time of termination of the Agreement; and 2. The worth at the time of award of the amount by which the unpaid rent which would have been earned after termination of the Agreement until the time of award exceeds the amount of rental-loss that Licensee proves could have been reasonably avoided; and 3. The worth at the time of award of the amount by which the unpaid rent for the balance of the term of this Agreement after the time of award exceeds the amount of rental loss that Licensee proves could be reasonably avoided;and 4. Any other amount necessary to compensate Licensor for all detriment proximately caused by Licensee's failure to perform its obligations under this Agreement. ... Section 7.03 Default by Licensee Should Licensee default in the performance of any of the terms, conditions, or obligations contained in the Agreement,Licensor may,in addition to the remedy specified in Section 7.02 of this License,re-enter:and regain possession of the Premises in the manner provided by the laws of unlawful detainer of the State of California then in effect. Section 7.04 Insolvency of Licensee The insolvency of Licensee as evidenced by a receiver being appointed to take possession of all or substantially all of the property of Licensee,or the making of a general assignment for the benefit of creditors by Licensee,or the filing of a petition in Page 13 of 18 02/62/00 g:/Fujii/99Agree/PacBell-Mundy Park License 7 1N/T DO NOT RECORD bankruptcy shall terminate this Agreement and entitle Licensor to re-enter and regain possession of the Premises. Section 7.05 Cumulative Remedies The remedies given to Licensor in this Agreement shall not be exclusive, but shall be cumulative and in addition to all remedies now and hereafter allowed by law or elsewhere provided in this Agreement. Section 7.06 Waiver of Breach The waiver by Licensor of any breach by Licensee of any of the provisions of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach by Licensee either of the same or another provision of this Agreement. ARTICLE 8—QUIET ENJOYMENT Section 8.01 Licensor warrants that: (1) Licensor owns the Property in fee simple and has rights of access thereto; (2) Licensor has full rights to make this Agreement; and (3) Licensor covenants and agrees with Licensee that upon Licensee paying the Rent and observing and performing all the terms, covenants and conditions on Licensee's part to be observed and performed, Licensee may peacefully and quietly enjoy the Premises; subject, nevertheless, to the terms and conditions of this Agreement. ARTICLE 9-HAZARDOUS MATERIALS Section 9.01 Licensee represents and warrants that its use-of the Premises herein will not generate any hazardous substance, and it will not store or dispose on the Premises nor transport to or over the Premises any hazardous substance. Licensee further agrees to clean-up and remediate any such hazardous substance on the Premises and Property, and hold Licensor harmless from and indemnify Licensor against any release of any such hazardous substance and any damage, loss, or expense or liability resulting from such release including all attorneys' fees, costs and penalties incurred as a result thereof except any release caused by the negligence of Licensor, its employees or agents. "Hazardous substance" shall be interpreted broadly to mean any substance or material defined or designated as hazardous or toxic waste, hazardous or toxic material, hazardous or toxic or radioactive substance, or other similar term by any federal, state or local environmental law, regulation or rule presently in effect or promulgated in the future, as such laws, regulations or rules may be amended from time to time; and it shall be interpreted to include, but not be limited to, any substance which after release into the environment will or may reasonably be anticipated to cause sickness, death or disease. Page 14 of 18 02/02/00 g:/Fujii/99Agree/PacBe11-Murdy Park License 7 �T� • i DO NOT RECORD ARTICLE 10—MISCELLANEOUS Section 10.01 Force Majeure—Unavoidable Delays Should the performance of any act required by this Agreement to be performed by either Licensor or Licensee be prevented or delayed by reason of an act of God, strike, lockout, labor troubles, inability to secure materials, restrictive governmental laws or regulations,. or any other cause except financial inability:not the fault of the party required to perform. . the act, the time for performance of the act will be extended for a period equivalent to.the period of delay and performance of the act during the period of delay will be excused, provided, however, that nothing contained in this section shall excuse the prompt payment of rent by Licensee as required by this Agreement or the performance of any act .:. rendered difficult solely because of the financial condition of the party, Licensor or Licensee, required to perform the act. Section 10.02 Notice Any written notice or required submittals, given under the terms of this Agreement, shall be delivered personally, or mailed, certified-mail, postage prepaid, addressed to the party concerned as follows: TO LICENSOR: TO LICENSEE: REAL ESTATE MANAGER Pacific Bell Wireless CITY OF HUNTINGTON BEACH ATTN: Property Management 2000 Main Street 2531 Michelle Drive, 2"d Floor Huntington Beach, CA 92648 Tustin, CA 92780 Phone: (714) 536-5445 Phone: (800) 355-1802 Fax: (800) 394-9242 2nd COPY TO LICENSOR: CITY CLERK CITY OF HUNTINGTON BEACH 2600 Main Street Huntington Beach, CA 92648 Licensor or Licensee may from time to time designate any other address for this purpose by written notice to the other party. Section 10.03 Compliance with Laws Licensee shall at Licensee's own cost and expense comply with all statutes, ordinances, regulations, and requirements of all governmental entities, including federal and state and county and municipal, relating to Licensee's use and occupancy of the Premises and Licensee's Facilities whether such statutes, ordinances, regulations, and requirements be now in force or hereinafter enacted. The judgment of any court of competent jurisdiction, or the admission by Licensee in a proceeding brought against Licensee by any government entity, that Licensee has violated any such statue, ordinance, regulation, or requirement shall be conclusive as between Licensor and Licensee and shall be ground Page 15 of 18 02/02/00 g:/Fujii/99Agree/PacBe11-Murdy Park License 7 �T • . DO NOT RECORD for termination of this Agreement by Licensor. Licensee will obtain all permits and other governmental approvals required in connection with Licensee's activities hereunder. Section 10.04 Binding on Heirs and Successors This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of the parties hereto. The provisions of.this Section shall not be deemed to be a waiver of-any of the conditions against-assignment set forth herein. Section 10.05 Partial Invalidity Should any provision of this Agreement be.held by a court of competent.jurisdiction to be either invalid, void,or unenforceable;:the remaining provisions of this Agreement shall - remain in full force and effect unimpaired by the holding, so long as the reasonable expectations of the parties hereto are not materially impaired. Section 10.06 Waste or Nuisance Licensee shall not commit or permit the commission by others of any waste on the Premises. Licensee shall-not maintain, commit, or permit the maintenance or commission of any nuisance as defined in Section 3479 and/or Section 3480 of the California Civil Code on the Premises; and Licensee shall not use or permit the use of the Premises for any unlawful purpose. Section 10.07 Time of Essence Time is expressly declared to•be the essence of this Agreement. Section 10.08 Governing Law This Agreement shall be governed under the laws of the State of California. Section 10.9 Survival Terms and conditions of this Agreement which by their sense and context survive the termination or expiration of this Agreement, shall so survive. Section 10.10 Public Necessity Licensor may, upon six (6) months notice in writing to Licensee, suspend or revoke this Agreement without liability to Licensee when public necessity so requires,or to suspend operation immediately hereunder temporarily in the event of public emergency, as may be determined by the City Administrator. Such suspension will terminate when the public necessity or emergency no longer exists. Section 10.11 Conflict of Interest Licensee, to the.best of its knowledge, warrants and covenants that no official or employee of Licensor nor any business entity in which an official or employee of Licensor is interested (1) has been employed or retained to solicit or aid in the procuring of this Agreement; or (2) will be employed in the performance of this Agreement without the immediate divulgence of such fact to Licensor. In the event Licensor determines that the employment of any such official, employee or business entity is not compatible with Page 16 of 18 02/02/00 g:/Fujii/99Agree/PacBe11-Murdy Park License 7 /T • • DO NOT RECORD -such official's or employee's duties as an official or employee of the Licensor. Licensee, upon request of Licensor, shall terminate such employment immediately. For breaches or violations of this Section, Licensor shall have the right both to annul this Agreement without liability, and, in its discretion, recover the full amount of any such compensation paid to such official, employee or business entity. . Section 10.12 Attorney's.Fees In.the event•suit is broughtby either party to-enforce the terms and-provisions of this ;.Agreement.or to secure the performance hereof,teachparty.shall•.bear:its.own attorney's fees. Section 10.13 Sole and Only Agreement This Agreement constitutes theentire agreement land understanding between-Licensor and Licensee respecting the Premises, the licensing of the Premises to Licensee, or the license Term herein specified, and correctly sets forth the obligations of Licensor and Licensee to each other as of its date. Any agreements or representations respecting the :. Premises or their licensing between the parties not expressly set forth in this instrument are-null-and void. This.Agreement or any part of.it may not be changed, altered, modified, limited or extended orally or by any Agreement between the parties, unless such Agreement is expressed in writing, signed and acknowledged by Licensor and Licensee, or their successors in interest. This Agreement supercedes any and all prior i Agreements,.written or verbal, between the parties respecting the Premises. Section 10.14 Captions Captions used in this Agreement are for ease of reference only and shall not affect the construction or interpretation of this Agreement. Balance of page intentionally left blank SIGNATURES ON NEXT PAGE Page 17 of 18 02/02/00 g:/Fujii/99Agree/PacBell-Murdy Park License 7 Nil • • DO NOT RECORD IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers the day, month and year first written above. LICENSEE: LICENSOR: PACIFIC BELL WIRELESS, LLC, CITY.OF HUNTINGTON BEACH, a a Nevada limited liability company municipal corporation of the State of California By: b. Mayor print name ATTEST: ITS: (circle one) Chairman/President/Vice President By: NA h AA City Clerk print name ITS: (circle one) Secretary/Chief Financial APPROVED AS TO FORM: Officer/Asst. Secretary - Treasurer . a -5- a0City Attorney REVIEWED AND APPROVED: INITIATED AND APPROVED: Cq(y Administrator ctor of Administrative Services Page 18 of 18 02/02/00 g:/Fujii/99Agree/PacBe11-Murdy Park License 7 �Ti CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT �.-..... . .. . .. . . . .- - -. .. . . . . - - - - - - - - - - - - - - - - - - - - - - -.-, State of California ss. County of Ste_L�G� Q LOn I �' , before me, Date Name and Title of Officer(e.g.,'Jane Doe,Notary Public') personally appeared � CaIl02:K I , Name(s)o i er(s) ,6personally known to me ❑ proved to me on the basis of satisfactory evidence — I to be the person(s) whose name(s) is/are subscribed to the within instrument and JOYCE MA�CY acknowledged to me that he/she/they executed Commission#1242660 Notary Public-California the same in his/her/their authorized • Orange County capacity(ies), and that by his/her/their MyCamm.EltesNav20,20M signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I WITNESS my hand and official seal. Z9- Qc. Place Notary Seal Above Signature of Notary Public I OPTIONAL Though the information below is not required by law,it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer Signer's Name: _ ❑ Individual ❑ Corporate Officer—Title(s): Top or thumb Here ❑ Partner—Cl Limited ❑ General ❑ Attorney in Fact y' ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: ®1997 National Notary Association•9350 De Soto Ave.,P.O.Box 2402•Chatsworth,CA 91313.2402 Prod.No.5907 Reorder.Call Toll-Free 1-800-876-6827 r CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT .I State of California County of ,1 -�1e _ _On ' ' q -O O , before me, - - �lG/I1M - ate Name and Title of Officer .g.,'Jane Doe,Notary Public') personally appeared Daue, W 1AI (ayK S Name(s)of Signer(s) Lrpersonally known to me - atisfester�r to be the person(p) whose name( is/aye ' subscribed to the within instrument and acknowledged to me that he/shesstFfey executed the same in his/.bsrA#eir authorized t31l�M�NIE capacity(ie�s'), and that by hisAs4#wDif Commission GNIE 15 signature(g) on the instrument the personal, or Notary _C09fomta the entity upon behalf of which the person(s) = Alameda County acted, executed the instrument. My Comm.api'es Mar 6,4D(Xi WMZ214otaryMblic official seal. Place Notary Seal Above OPTIONAL Though the information below is not required by law,it may prove valuable to persons relying on the document . and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies)Claimed by Signer Signer's Name: - :•- ❑ Individual Top of thumb here Corporate Officer—Title(s): 01 Partner—❑ Limited ❑ General ~� ❑ Attorney in Fact ❑ Trustee El Guardian or Conservator ❑ Other: Signer Is Representing: m 1997 National Notary Association•9350 De Soto Ave..P.O.Box 2402•Chatsworth.CA 91313.2402 Prod.No.5907 Reorder.Call Toll-Free 1.800-876-6827 • • DO NOT RECORD EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY The Property of which the Premises are a part is described as follows: All that real property located in the State of California,County of Orange,described as follows: LOTS 1 THROUGH.125 INCLUSINVE IN BLOCK A AND LOSTS 27 THROUGH 156 INCLUSIVE IN BLOCK B OR TRACT NO. 392,IN BLOCK B OF TRACT NO.392, IN THE CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE, STATE OF CLAIFORNIA,AS SHOWN ON A MAP RECORDED IN BOOK 16, PAGE 5 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUTNY, CALIFORNIA. EXCEPTING THEREFROM LOTS 20 THROUGH 41 INCLUSIVE IN BLOCK A AND FROM SAID LOTS 27 THROUGH 51 INCLUSIVE IN BLOCK B THAT PORTION THEREOF LYING SOUTHERLY OF A LINE WHICH IS PARALLEL WITH AND DISTANT NORTHERLY 115.00 FEET FROM THE NORTHERLY LINE OF HUNTINGTON PLACE,AS SHOWN ON THE MAP OF SAID TRACT. 02/02/00 1l� • • DO NOT RECORD EXHIBIT B DESCRIPTION OF THE PREMISES The Premises consist of those specific areas described/shown below where Licensee's communications antennas,equipment,and cables(excluding utilities)occupy the Property. The Premises and the associated utility connections and access, including easements, ingress, egress,dimensions,and locations as described/shown below,are approximate only,and may be adjusted or changed by Licensee at the time of construction to reasonably accommodate sound engineering criteria and the physical features of the Property. See the attached Site Plans identified as CM-495-01-P3. 1) Title Sheet,sheet number T-1,dated 12/17/98 2) Topographic Survey,sheet number C-1,dated 11/16/98 3) Topographic Survey,sheet number C-2,dated 11/16/98 4) Site Plan,sheet number A-0,dated 12/17/98 5) Site Plan,sheet number A-1,dated 12/17/98 6) Elevations,sheet number A-2,dated 12/17/98 Notes: 1. This Exhibit may incorporate a land survey or Site Plan of the Premises once it is received by Licensee and as reviewed by Licensor. 2. Setback of the Premises from the Property's boundaries shall be the distance required by the applicable governmental authorities. 3. Width of access roads shall be the width required by the applicable governmental authorities, including police and fire departments. 02/02/00 N�l� O A PfOPfIETAfI RIfeRWTmMs +.r co-s+irT GENERAL NOTES j SYMBOLS '�.I,� [(� 1 /'`� :on V-4 I .�•[L[Si%TSrwcrL..•a •T.3r'.. ~���� mwe*f � Zr-+j'-xn.1af mw mew.0 I arE: I:-r 7-se P— ne� rut �n u{< r n:[ea• k1k7AFB) affMTE[i: .,R .Jr•a:[>v4 ��III' r''^�✓✓J'\//'////�//���\��\\\\ \//\(\//��� [ oIK BF: NM r' �L� s. i _x mm[ne•°eF U LJ U� `J E L r` m C[R 6T:JURA'P-'o o[+nso45-- _^pgg}_ NA --i ��f,9�} � O •Fr:o+t a•ec+rt i Wireless "' p•r� �or 1� 000[�l I _.M-+f-R-M-1H rR.E ([II ,o �SS44--pCCw�' e°�1 1 _[-a--e-e- ea*sua se•.:[l CCII Z N�eB,'r�fEi''�ia�o bn�Sa T�1b�r°��ratrw j� �'m �EET INDEX I ,+rsf>wffr C M—4 9 5—01 c e.r��rq � c-: vre vl4vn I :IIIaT�'•K!:d"*w'3r':ci+7�rsiccjY`e"7[.;wru I c-a vrz vA4v[r O EA o u ° , I�iL�L? LcL3;ff�a��`� •_� y;��:, i MONOPOLE/LIGHT INSTALLATION T 85 4d a fgfV•a� M U R D Y a 14 ur r ~ ^•d"f I I a LLEGAL DESCRIPTION i F UTILITY PURVEYORS wut n[ •r0 se..reed^ wrto a M[on APPROVALS ] I w.rm-w•lror u]c¢) � a c�''„'rvy:.-�`O^i�iaFo•sia.a:i•R I J =+ h :[ r$aP'i�'7F"a•7`� .u"cieQ°] r I a-w.(wr u][°) an:ruva:w v:cwK.Lors.:++aw i r:i.¢w.e•ur:n rues.w.o.e.:°rtF.r r:e)f owe.n uo ] 1@er e u iA�r�dM1T.ro o +u• .wrr°�nLvw- -eLew•°a e[u i .car^nose.a•s;v rawer°•r,a.re.usrt..on. x•.•r.,[rr w:r•.Lro•:a wrero:.n:r me+.ue.n.mvef°.ra+ - •°�c•o.e1Oo o:•>+wwwcL.,n scsX d°r•nr:o..:���.r•.i).�.°„' °.uro•mn s r.e+ax nmac o^r.•.ry-+.err eLecr4•:•L-swra[4u cunww•cu]d Lon))r.• L .>.]1.. •i o+•aaas o O y '!�,S.r-i.+•c �'�,F'�:`:i, ?�����` I i `7�-T,r.T w)>][�•�vr o>�. G. �Fi_° R"uar aa. va ev.sLw.:.•ars.•.s.xrw•so m O =saSS ' °��.•c'I'L..' °uoaar�r7°�n,"'�$:c.r I rnmn, PRINT NAPE SIGNATURE DATE �+ KrYara3-- •n j I .r.s•:n->n..r i :LANDLORD O PBN MANAGER RF MANAGER VICINITY MAP I CONSULTANT TEAM I PROJECT SI:MMARY I •�^, I ! SITE ACQUISITION ARCHITECT: ELECTRICAL ENGINEER: OWNER: APPLICANT: xg;sY .r+-hive•w. '`'`"< = I JACK ArmERSEN AEC - -- :--�• I__�.�•�f l OaUL••iYi:•rn.LaG >).r!tl:xrd n•a]r- 1 vK:.:t e[LL..•REEF]] .___-.-__ --__--. _. � : ;'± IIT��.Y.TT�a��[ �i I �'_{ I ]u:rC�°f LYIArM uLIS.U •IN) I ]Ertl:°'rLY- C Y j�i. - - •_'_'= `•�- LKd•rlt].U.o..] {M1.Prf.[...)°y..M1M1> ; U'a>rM — :. :.--: HCa[.(T•1 f°i-°K) [a.•)Db-[�f 'FLF wwGv[:(n•)Y-r••r j �.f= • 1 i, CONING+ 1( �' .u. (s«;a••-•w rLNTKr.ao Loft m .o ASSOCIATE ARCHITECT: STRUCTURAL ENGINEER: I OCCUPANCY: CYI-s95-01-P3 _ .E-__'_. ..-. I . II ADA COMPLIANCE'- MONOPOLE POLE ANTENNA ' � I ]Iwr[.>m c4Au+cc.u.•Je•[ LIMIT STANDAF�INSEAElA1WN �• .i`•T" ae..°ar ec.a.,a•>.•o n,o.[.lr:.),.r-.e j 1 rac:a__._..___._.-.;.-.._._ _ _-.-� [.(sw)r•o-so. r.,w. (+r)>w-Ms PROJECT DESCRIPTION: I YUp(1T -- _._''. I Fu. (.•°)In-)p: COrtKr.�t.mr r�-• roc a 13.•c_Fcr f r••L]. 7000 IIDf A D" L^-,••�_��_ TLT•y.: �f f�l 1 CGMTKT•t•r ap'C j' MI[IIfGI¢I M>OI Uv-Ifs>741 _- •.C• r.QL� OLY aVT_t]re ld)-NRT,—Tt•M�.vTu• LAND SURVEYOR: ..•f.rs+•a+)rT eon r.Lu,•.mr.oun KL;r.�.ss: 1 • r' 7(•)a+rrMun4.r f]TFS1ae.°o[!K[MSIr (»: 11 +:+1r.. 1--_.yy - L n.er+o••»°cl•rra.:uc j e:.•• rns:.aF - TITLE SHEET r ' -�sFL..rc°.s r //NI m[.U•qY• 4rf•aC•.M1•a^a^J:�.LTfLr Ye]°• � efR wa:�! GMAS BROS.GUIDE(ORANGE COUNTY PA ) -I [pr !V+),)o_p+y fa I = PAGE E17, SECTION u_], I•pT EDITION. / KT•".f•e T+o R•.[ru. "ok" X-21 I -- - -- PROP IMFILI f INFORMATION . a-•_ THE a°wIE'pi¢Ia ooc�irNRn N 0 R N A D R ! V E _ Or RENtn,rs a[ ,TWE s]x.at' —.- I It v[.cs n ENNI[.as�I[`e •.\ -,qq IF--I. DATE: 11/16/98 f—NrIxYOGE •—Eff�_� — — _ _ _ _ _ — r � �Ei[ � SURYC10R: M.Km 1 7 11 _ If1 � CRAM BY. [.c./Lr. ...- RF YANAG[[: REVISIONS A. ti Wx a I r� ..•..,, �7Rr vueeNa 1 � �',3� d � • mi CRN]IIOCI.t�s 0 •Oru .rOE: M o•.er N `oJ o i •! IONOTIN[: r 00'Ix.RF QOOEIrII t ES WERE D UIIND OCE v i Ll c/A IE a.NNEE-•91TECx• Q N u -,,J _ 7yn RRGR59NG -O. its �'1'O Tb rt+aNxarr.coa.c.OF R{I.nIUrc ETHE x aRIER O E. OF THE EmF- j \\ "' M avnaa p,r ROLC I-S--rYIEEN wvfaeE+I. uoL BMW YA,yI{ i -few .-a ca.n nrNEVI nrr R Io-:e-[v r l _ o @ 'lR w0 GOU[R M.,SFREE,14—1 0 1 as .SS rruE D".uO,G n4 SIKE,to It— O n•(ONIE+E:, OF THE SnNEET:A!A CH 4AMlY PA III iR THE �R� CNua yra r(nR ` iau.r SOuI••E.SI CO1•LR O' F7 COMAE2 M[. �,.• CF A.O auE .vT M WfTER.�+00:OR rr.r+O4R Iwur 3 a R CLEE r.R yy�t E[Ec EWE OF Rfv+nO+_rI6R9 EE[I(NGMIER[I W].Ort Ji�i OEq :o �rnclart ! IF F- r5 rRAL(0 SWr.cr -ll ' EAI UiM uIO TAG roL wN YOAR(RT A S R0+ ~ r G[00[TK C0011DAAT[LOC11i1011�.1 SIN STREET ELl r N !AIlTpG UGNT VOLE v a+A9 TcEr ]0'Orv, .. CM-A95-Ol c EL a cU+B _ FEir[E v[a.:E POLE MOUNT O.V(TCR _ Star MURDY '•TAR ua� f_l e HUNT NORM.DRIVENUNn -. GRAPHIC SCARE 11 II s MCiON BEACN,CA 9764 1ASTETADIU LY[LETEONTA BtADRBI EIGHT 0[iAL ATIM TOPOGRAPHIC SURVEY -- mod, M. ae Ott EMCEE C-R FOR BOUNDARY AND LEGAL D[BCRO—D. C_1 33 -� L P[oi[IETA[T Ixro[u6Tlon I i ar�r.�rwcrio.aau�vn n t I.• - rs{ I� I It sua a I It- i E.. . Km on- 6r: aa/B.w/e... N O R N A D R I V E __ Er NAxAae w �T ce.ss o aF.i+ci °�1°"s C•I — — — — r serts ,m.vo-— — — — — � nrt w E II T R A C T NO. 3 J 2 I — w Erol. 4-n It IF rn II Iv e � o 0 ?Or? TION P0RTl0N Rm 3 u.tA wau-6Y �; - 9LDCK A I BLOCK 693 w I > ottz -r.w ucaeo «rE .noa L o 0 ; y er o u nn c - - - - i 0 .d E. G A R D E N G R O V E - W I N T E R S B Lr R G C H A N N E L 47 rT - CGS al.StP� Asu9sore�iT1�K, EEru FLOOD ZONE 0[SIw1Ai10. LI trF L.,o 9tavN wrtoA R 9N.Ro^.n4 aM1 a.,ta c¢Ar.Av.v. r-ru-.r o �+[ C AMCinx E•tr.,CaY.M1 of FMLO.si.R try.ypM1 WYBFR'mSJL V.r.il W%r 6 C.IROM..No 4 fA:arA6LD.S r¢lntR a Lots r TIAW C n nAoLmw.Lon.r mrtatw Tom[AEPOST S]EltTWICAINA Raoo tat A w .v o.R. !.•Wr IN nrtutsLc. on 'nggp,,h iM¢u9LE. ftK•owG 6E¢Ar ar nnc AEPafn .06rpls d:ors to'IS,SA •,�N¢usnE NU Ro00 loM QS(T.nnM ,..m mon itC- l .r .Lon" I IS L6I,m o• S,w A tnttME.M [ARIRZR zFOTl6 a•R¢v.L ROOo AMRCM.s.sm Lors v r,atrn•rsr Aausr[..c r•mtvrrs s (ADOXIAG 6E¢ar OF nru amwr) uwty covs¢ucno.:vo e.a FlEv.lp.y i3 L9rf ri n JSZ.A sr v W R ar eats 9 S o[Rvr.ao. I �Xt. nr..s vF[wv 6[Lvvoo.eaot+E. M t � o•¢s a rauL.vrws..K v[caos a s.m u¢� � cwvr.. rais..m II I o�r� e�O�ecAE.ra4 "iSF vc cEr tL s v vMv.W 2 ` 1 i w qn .p»t.vFtblOFo A twa•6. o.¢I C.•.s¢l t tous�.ri trtL99os IS,M•nQ nux•., to W! GRAPHIC SCALF.. CM-495-01 POLE MOUNT MMY C , W A R N E R A V E N U E VE HUNTINGTON 9EA�Cw.CA 2264 TOPOGRAPHIC SURVEY $$ • _�_� M•� SEE SHEET C-E FM aTE MTA S �r PROPRIETARY INFORMATION SITE AN KEYNOTE 1XI I- MATE.__ 12-17-98 MCWECT: JR W! DRA-BY: MW CHECKED BY--JR r-'m TO I --------- �: g Go L NORMA DRIVE J, C3 COM."'m CENTER RASHETML COURT BALL FIELD L) oa ITT z 0 PARK TENNIS COURTS i ihi z :2 1 oi l v 2.i MONOPOLE ANTENNA STANUM IMSTALLATIDN uua MURDY FOOD moR WHE wimmm crx culmu 9m7 SITE PLAN SITE PLAN SCALE. —U �11 rn p A 2 � ° o —I n 9b p 14 ri 4 a T W N T I Gz v� �o :8 J R A s" z o . M Associates, LLC © aD � a a o u,. :63 Wireless a '° -A U ll20 ROSEWOOD ORIYE, BU)G. 2,ITH FLOOR ' � PLEASANTON,CALIFORNIA 91388dmb i `A.3° .ui nouw.ulmlu�a w.. 5OLJT14 Fi.FVATION KFYNOT 5 WE5T El-EVArION CEYNOTE5 Eji [a Oy1ol iRYl� (/\J( �[e'4 uf,.•Vd,a.[M R[.{wC[ ry(4))ry.l9'.?u:fJ.Tp:a¢[i0 4[.uK[ '.�S,rr•v[D�.Ii r•u•.1 o �(!� lTno.RD. /O(t) Yr lr.rR).RD �•. .[s t ..rrY u a . rw.ryJ:Ere.r:xe.nT n[v.r:w Oi Ml^n+ere enw...e.r. •cun[�s�n..:i[. v.�a'+[v i T.•,. DATE: 13-17-9e O! .Or V't[D. O[.l rural[.ew ere tDu:Rttxr, .9 lllc1: JR 9""9f: RM O�RI�*R-ROD•:u�:W aua uut P4DeW[n O CM[CtEO 9r:JR_-__. rMdcoe.xp r0.o ro e[cn•i[D rv.ed vwn. MM))n.p wW[wm y.e flc:oeuRt�R ..r.!•P[o.DP S,PN DOrT[D. .Rt l[G4CWD.lTu>�FD 4o0r.>,o..DDTTCD. —' 4 r0 ee •BT U.rt A79deLC Nor O a N VE. E:t.![L �"'*..o�tL o x Co.r[D 4RCf.�v>wTl 9 pr, SLi e.u[• 41'L--.____-._.__ � o e�T•..c..mmo _ � -_..__._ .._ oc•mu io e.eo w r@"•ciw.er x4[n+.c. { % ^ e.elm:xco taco rr•"�'ie,«n rrnwr xRc[w.� 1 .. - --i-----� .f a _ O[.l uae r4.T. 1 p wr a Dt.nc4+- M.9.rs_ pp ■ nr a M!.nom. t.a u•s.. �,� , OM/oaevere•.o. 11••:; _ Os M/oae4e*e..o. IF_ ��IE /� I _ Oi 2)'Jtr[[•Wr!YllaC.r[D o.ro(.) Oi •ri.•e 4nourm wro(.) I = I -_-.+- o/ a (U O[.ETE.urMPut. l � eu•.,nD . � o V'_V t 'tea"'�T 1 fcl uua•nc r[•cc m erJ�c.ano. �]J o b M)nCCTR.I,w L.[ml- n M!rncwoe.mcsr.L. I 1l�lu�ull�l "+mmi n C.) fir I �— •I N u IQQ j` �d I naa evne.ue u.fc 1 O (D o ill v I� 0 oa ' - r--r r— --t- SCALE. SCALE SOUTH ELEVATION . ,_D. 3 WEST ELEVATION 1 1/�••I_D• ;il c.•.e.m ws.[la.arr E i f - �' T.�ae.`erro�.LCEr�r+i p•a�.n�um•m �i �r- I 1 Yawr ^sue w xv u•r: �R•• e CM-A95-01-P3 MONpPOLE ANTENNA mURDY DARO R[SIALUiION E — ELEVATIONS / .[wTM R[i[et�e r••ovc co�.ecr ran.lD uw:.D+re1m _ _wn u K:Mul.flD r•RDMD w4E. _...__ !ED wl.l4p BTS UNIT ELEVATIONS °;E'� 5 f 11CROFLECT COAX -ALE.a NOT USED E A-2 A A 4 NONE 2 _z • DO NOT RECORD EXHIBIT C PRO FORMA COPY OF TITLE INSURANCE [See attached copy] 02/02/00 la4vwyers itle jnsurance Corooration NATIONAL HEADQUARTERS RICHMOND,VIRGINIA SUBJECT TO THE EXCLUSIONS FROM COVERAGE,THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE CONDITIONS AND STIPULATIONS, LAWYERS TITLE INSURANCE CORPORATION,a Virginia corporation, herein called the Company,insures,as of Date of Policy shown in Schedule A,against loss or damage,not exceeding the Amount of Insurance stated in Schedule A,sustained or incurred by the insured by reason of: 1. Title to the estate or interest described in Schedule A being vested other than as stated therein; 2. Any defect in or lien or encumbrance on the title; 3. Unmarketability of the title; APPROVED AS TO FORM:] 4. Lack of a right of access to and from the land; GAIL HUTTON, .'ity Attorney peput/ City Attorneyand in addition, as to an insured lender only: �1„/,M 5. The invalidity or unenforceability of the lien of the insured mortgage upon the title; Z 6. The priority of any lien or encumbrance over the lien of the insured mortgage,said mortgage being shown i�h hee B in the order of its priority; 7. The invalidity or unenforceability of any assignment of the insured mortgage, provided the assignment is shown in Schedule B, or the failure of the assignment shown in Schedule B to vest title to the insured mortgage in the named insured assignee free and clear of all liens. The Company will also pay the costs,attorneys'fees and expenses incurred in defense of the title or the lien of the insured mortgage, as insured, but only to the extent provided in the Conditions and Stipulations. IN WITNESS WHEREOF the Company has caused this policy to be signed and sealed, to be valid when countersigned by an authorized officer or agent of the Company, all in accordance with its By-Laws. LuryersTide Insurance.(o}poration Attest: _-=;�s�R„�,, By: 'W S1Uk , t975 a, Secretary. President :a..o; - Countersigned: Copy Of policy, no additional POLICY NUMBER COPY By liability assumed Authorized Officer or Agent EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage,costs,attorneys'fees or expenses which arise by reason of: 1. (a) Any law,ordinance or govenmental regulation(including but riot limited to building or zoning laws,ordinances,or regulations)restricting,regulating,pro- hibiting or relating to(i)the occupancy,use,or enjoyment of the land;(ii)the character,dimensions or location of any improvement now or hereafter erected on the land;(iii)a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part;or(iv)environmen- tal protection,or the effect of any violation of these laws,ordinances or governmental regulations,except to the extent that a notice of the enforcement thereof or a notice of a defect,lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b) Any governmental police power not excluded byla)above,except to the extent that a notice of the exercise thereof or a notice of a defect,lien or encum- brance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. 2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy,but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge. 3. Defects, liens, encumbrances,adverse claims or other matters: (a) whether or not recorded in the public records at Date of Policy, but created, suffered, assumed or agreed to by the insured claimant; (b) not known to the Company,not recorded in the public records at Date of Policy,but known to the insured claimant and not disclosed in writing to the Com- pany by the insured claimant prior to the date the insured claimant became an insured under this policy; (c) resulting in no loss or damage to the insured claimant; (d) attaching or created subsequent to Date of Policy;or (e) resulting in loss or damage which would not have been.sustained if the insured claimant had paid value for the insured mortgage or for the estate or interest insured by this policy. 4. Unentorceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy,or the inability or failure of any subsequent owner of the indebtedness, to comply with the applicable doing business laws of the state in which the land is situated. 5. Invalidity or unenforceability of the lien of the insured mortgage,or claim thereof,which arises out of the transaction evidenced by the insured mortgage and is based upon usury or any consumer credit protection or truth in lending law. 6. Any claim,which arises out of the transaction vesting in the insured the estate or interest insured by this policy or the transaction creating the interest of the insu14 by reason of the operation of federal bankruptcy,state insolvency or similar creditors' rights laws. Poacy 75 Utho in U S A Coversheel_CLTA Standard Coverage ocy— 06 i 0 075 OCO' WONDITIONS AND STIPULATIONS 1. DEFINITION OF TERMS. (i)The amount of Vance stated in Schedule A; The following terms when used in this policy mean: (1I)The amount of the principal of the indebtedness secured by (a)"insured":the insured named in Schedule A,and,subject to any the insured mortgage as of Date of Policy,interest thereon,expenses rights or defenses the Company would have had against Ahe named in- of foreclosure,amounts advanced pursuant to the insured mortgage to sured,those who succeed to the interest of the named insured by opera- assure compliance with laws or to protect the lien of the insured mort- t tion of law as distinguished from purchase including, but not limited gage prior to the time of acquisition of the estate or interest in.the land to,heirs,distributees,devisees,survivors,personal representatives,next and secured thereby and reasonable amounts expended to prevent of kin,or corporate or fiduciary successors.The term "insured" also deterioration of improvements, but reduced by the amounts of all includes payments made; or , (i)the owner of the indebtedness secured by the insured mort- (iii)The amount paid by any governmental agency or governmen- gage and each successor in ownership of the indebtedness except a tal instrumentality,if the agency or the instrumentality is the insured successor who is an obligor under the provisions of Section 12(c)of claimant,in the acquisition of the estate or interest in satisfaction of these Conditions and Stipulations (reserving, however, all rights and its insurance contract or guaranty. defenses as to any successor that the Company would have had against 3. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT. any predecessor insured,unless the successor acquired the indebted- An insured shall notify the Company promptly in writing(i)in case ness as a purchaser for value without knowledge of the asserted defect, of any litigation as set forth in 4(4)below,(ii)In case knowledge shall lien,encumbrance,adverse claim or other matter insured against by this come to an insured hereunder of any claim of title or interest which Is policy as affecting title to the estate or interest in the land); adverse to the title to the estate or interest or the lien of the insured (ii) any governmental agency or governmental instrumentality mortgage,as insured,and which might cause loss or damage for which which is an insurer or guarantor under an insurance contract or guaranty the Company may be liable by virtue of this policy,or(III)if title to the insuring or guaranteeing the indebtedness secured by the insured mort- estate or interest orlhe lien of the insured mortgage,as insured,is re- gage, or any part thereof,whether named as an insured herein or not; jected as unmarketable.If prompt notice shall not be given to the Com- (iii)the parties designated in Section 2(a)of these Conditions pany,then as to that insured all liability of the Company shall terminate and Stipulations. with regard to the matter or matters for which prompt notice is required; (b) "insured claimant": an insured claiming loss or damage. provided, however, that failure to notify the Company shalt in no case (c) "insured lender": the owner of an insured mortgage. prejudice the rights of any insured under this policy unless the Com- (d)"insured mortgage":a mortgage shown in Schedule B,the owner pany shall be prejudiced by the failure and then only to the extent of the of which is named as an insured in Schedule A. prejudice. (e) "knowledge" or "known": actual knowledge, not constructive 4. DEFENSE AND PROSECUTION OF ACTIONS; DUTY OF INSURED knowledge or notice which may be imputed to an insured by reason of CLAIMANT TO COOPERATE. the public records as defined in this policy or any other records which (a)Upon written request by an insured and subject to the options impart constructive notice of matters affecting the land. contained in Section 6 of these Conditions and Stipulations,the Com- pany,at its own cost and without unreasonable delay,shall provide for improvements affixed thereto which by law constitute real property. The the defense of such insured litigation in which any third party asserts term "land" does not include any property beyond the lines of the area a claim adverse to the title or interest as insured,but only to those stated causes of action alleging a defect,lien or encumbrance or other described or referred to in Schedule A,nor any right,title,interest,estate or matter insured against by this policy.The Company shall have the right easement in abutting streets, roads, avenues, alleys, lanes, ways or to select counsel of its choice(subject to the right of such insured to waterways,but nothing herein shall modify or limit the extent to which a right object for reasonable cause)to represent the insured as to those stated of access to and from the land is insured by this policy. causes of action and shall not be liable for and will not pay the fees (g)"mortgage":mortgage,deed of trust,trust deed,or other secur- of any other counsel.The Company will not pay any fees,costs or ex- ty instrument. penses incurred by an insured in the defense of those causes of action (h)"public records":records established understate statutes at Date which allege matters not insured against by this policy. of Policy for the purpose of imparting constructive notice of matters (b)The Company shall have the right, at its own cost, to institute relating to real property to purchasers for value and without knowledge. and prosecute any action or proceeding or to do any other act which (i) "unmarketability of the title": an alleged or apparent matter af- in its opinion may be necessary or desirable to establish the title to fecting the title to the land, not excluded or excepted from coverage, the estate or interest or the lien of the insured mortgage,as insured, which would entitle a purchaser of the estate or interest described in or to prevent or reduce loss ordamage to an insured.The Company may Schedule A or the insured mortgage to be released from the obligation take any appropriate action under the terms of this policy,whether or to purchase by virtue of a contractual condition requiring the delivery not it shall be liable hereunder,and shall not thereby concede liability of marketable title. or waive any provision of this policy.If the Company shall exercise its 2. CONTINUATION OF INSURANCE rights under this paragraph, it shall do so diligently. (a)After Acquisition of Title by Insured Lender.If this policy insures (c)Whenever the Company shall have brought an action or interposed the owner of the indebtedness secured by the insured mortgage, the a defense as required or permitted by the provisions of this policy,the coverage of this policy shall continue in force as of Date of Policy in Company may pursue any litigation to final determination by a court favor of(i)such insured lender who acquires all or any part of the estate of competent jurisdiction and expressly reserves the right,in its sole or interest in the land by foreclosure,trustee's sale,conveyance in lieu discretion, to appeal from any adverse judgment or order. of foreclosure,or other legal manner which discharges the lien of the (d)In all cases where this policy permits or requires the Company insured mortgage;(ii)a transferee of the estate or interest so acquired to prosecute or provide for the defense of any action or proceeding,an from an insured corporation, provided the transferee is the parent or insured shall secure to the Company the right to so prosecute or pro- wholly-owned subsidiary of the insured corporation,and their corporate vide defense in the action or proceeding, and all appeals therein, and. successors by operation of law and not by purchase,subject to any rights permit the Company to use,at its option,the name of such insured for or defenses the Company may have against any predecessor insureds; this purpose. Whenever requested by the Company, an insured, at the and(iii)any governmental agency or governmental instrumentality which Company's expense,shall give the Company all reasonable aid(i)in any acquires all or any part of the estate or interest pursuant-to a contract action or proceeding,securing evidence,obtaining witnesses,prosecuting of insurance or guaranty insuring or guaranteeing the indebtedness or defending the action or proceeding,or effecting settlement, and(ii) secured by the insured mortgage. in any other lawful act_which in the opinion of the Company may be (b)After Conveyance of Title by an Insured.The coverage of this necessary or desirable to establish the title to the estate or interest or policy shall continue in force as of Date of Policy in favor of an insured the lien of the insured mortgage,as insured.If the Company is prejudiced only so long as the insured retains an estate or interest in the land,or by the failure of an insured to furnish the required cooperation, the holds an indebtedness secured by a purchase money mortgage given Company's obligations to such insured under the policy shall terminate, by a purchaser from the insured,or only so long as the insured shall including any liability or obligation to defend,prosecute,or continue any have liability by reason of covenants of warranty made by the insured litigation,with regard to the matter or matters requiring such cooperation. in any transfer or conveyance of the estate or interest.This policy shall 5. PROOF OF LOSS OR DAMAGE. not continue in force in favor of any purchaser from an insured of either In addition to and after the notices required under Section 3 of these (i)an estate or interest in the land,or(ii)an indebtedness secured by Conditions and Stipulations have been provided the Company,a proof a purchase money mortgage given to an insured. of loss or damage signed and sworn to by each insured claimant shall (c)Amount of Insurance.The amount of insurance after the acquisi- be furnished to the Company within 90 days after the insured clainjant tion or after the conveyance by an insured lender shall in neither event shall ascertain the facts giving rise to the loss or damage.Th exceed the least of: ` of loss or damage shall describe the defect in,or lien or encu r - continued on next page of ve s 1 CONDITIONS AND STIPULATIONS - CONTINUED on the title,or other matter insured against by this policy which con- 7. DETERMINATION AND EXTENT OF LIABILITY. stitutes tf.e basis of loss or damage and shall state,to the extent possi- This policy is a contract of indemnity against actual monetary loss ble, the basis of calculating the amount of the loss or damage. If the or damage sustained or incurred by the insured claimant who has suf- Company is prejudiced by the failure of an insured claimant to provide fered loss or damage by reason of matters insured against by this policy the required proof of Idss or damage,the Company's obligations to such and only to the extent herein described. insured under the policy shall terminate,including any liability or obliga- (a)The liability of the Company under this policy to an insured lender tion to defend,prosecute,or continue any litigation,with regard to the shall not exceed the least of: matter or matters requiring such proof of loss or damage. (i)the Amount of Insurance stated in Schedule A,or,if applicable, In addition,an insured claimant may reasonably be required to sub- the amount of insurance as defined in Section 2(c)of these Conditions mit to examination under oath by an authorized representative of the and Stipulations; Company and shall produce for examination, inspection and copying, (ii)the amount of the unpaid principal indebtedness secured by at such reasonable times and places as may be designated by any the.insured mortgage as limited or provided under Section 8 of these authorized representative of the Company,all records,books,ledgers, Conditions and Stipulations or as reduced under Section 9 of these Con- checks,correspondence and memoranda,whether bearing a date before ditions and Stipulations,at the time the loss or damage insured against or after Date of Policy,which reasonably pertain to the loss or damage. by this policy occurs, together with interest thereon; or Further,if requested by any authorized representative of the Company, (iii)the difference between the value of the insured estate or in- the insured claimant shall grant its permission, in writing, for any terest as insured and the value of the insured estate or interest subject authorized representative of the Company to examine,inspect and copy to the-defect, lien or encumbrance insured against by this policy. all records, books, ledgers, checks, correspondence and memoranda (b)In the event the insured lender has acquired the estate or interest in the custody or control of a third party,which reasonably pertain to in the manner described in Section 2(a)of these Conditions and Stipula- the loss or damage. All information designated as confidential by an tions or has conveyed the title,then the liability of the Company shall insured claimant provided to the Company pursuant to this Section shall continue as set -forth in Section 7(a) of these Conditions and not be disclosed to others unless, in the reasonable judgment of the Stipulations. Company,it is necessary in the administration of the claim. Failure of (c)The liability of the Company under this policy to an insured owner an insured claimant to submit for examination under oath,produce other of the estate or interest in the land described in.Schedule A shall not reasonably requested information or grant permission to secure exceed the least of: reasonably necessary information from third parties as required in the (i) the Amount of Insurance stated in Schedule A; or, above paragraph,unless prohibited by law or governmental regulation, (ii)the difference between the value of the insured estate or in- shall terminate any liability of the Company under this policy as to that terest as insured and the value of the insured estate or interest subject insured for that claim. to the defect, lien or encumbrance insured against by this policy. . 6.OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS:TERMINATION (d)The Company will pay only those costs,attorneys'fees and ex- OF LIABILITY. penses incurred in accordance with Section 4 of these Conditions and.. In case of a claim under this policy, the Company shall have the Stipulations. following additional options: 8. LIMITATION OF LIABILITY. (a)To Pay or Tender Payment of the Amount of Insurance or to Pur- (a) If the Company establishes the title, or removes the alleged chase the Indebtedness. defect, lien or encumbrance, or cures the lack of a right of access to or from the land,or cures the claim of unmarketability of title,or other- i)to pay or tender payment of the amount insurance under wise establishes the lien of the insured mortgage, all as insured, in a this policy together with any costs, attorneys' feess and expenses in- reasonably diligent manner by any method,including litigation and the curved by the insured claimant,which were authorized by the Company, completion of any appeals therefrom, it shall have fully performed its up to the time of payment or tender of payment and which the Com- obligations with respect to that matter and shall not be liable for any pang is obligated to pay; or loss or damage caused thereby. (ii) in case loss or damage is claimed under this policy by the (b)In the event of any litigation,including litigation by the Company owner of the indebtedness secured by the insured mortgage,to purchase or with the Company's consent,the Company shall have no liability for the indebtedness secured by the insured mortgage for the amount owing loss or damage until there has been a final determination by a court thereon together with any costs,attorneys'fees and expenses incurred of competent jurisdiction, and disposition of all appeals therefrom, by the.insured claimant which were authorized by the Company up to adverse to the title,or,if applicable,to the lien of the insured mortgage, the time of purchase and which the Company is obligated to pay. as insured. If the Company offers to purchase.the indebtedness as herein pro- (c)The Company shall not be liable for loss or damage to any in- vided, the owner of the indebtedness shall transfer, assign, and con- sured for liability voluntarily assumed by the insured in settling any claim vey the indebtedness and the insured mortgage,together with any col- or suit without the prior written consent of the Company. lateral security,to the Company upon payment therefor. (d)The Company shall not be liable to an insured lender for:(i)any Upon the exercise by the Company of the option provided for in indebtedness created subsequent to Date of Policy except for advances paragraph a(i),all liability and obligations to the insured under this policy, made to protect the lien of the insured mortgage and secured thereby other than to make the payment required in that paragraph, shall ter- and reasonable amounts expended to prevent deterioration of im- minate,including any liability or obligation to defend,prosecute,or con- provements;or(ii)construction loan advances made subsequent to Date tinue any litigation,and the policy shall be surrendered to the Company of Policy,except construction loan advances made subsequent to Date for cancellation. . of Policy for the purpose of financing in whole or in part the construc- Upon the exercise by the Company of the option provided for in tion of an improvement to the land which at Date of Policy were secured paragraph a(ii) the Company's obligation to an insured lender under this by the insured mortgage and which the insured was and continued to policy for the claimed loss or damage,other than the payment required to be be obligated to advance at and after Date of Policy. made, shall terminate, including any liability or obligation to defend, 9. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION OF prosecute or continue any litigation. LIABILITY. . (b).To Pay or Otherwise Settle With Parties Other than the insured (a)All payments under this policy,except payments made for costs, or With the Insured Claimant. attorneys'fees and expenses,shall reduce the amount of insurance pro (i)to pay or otherwise settle with other parties for or in the name tanto.However,as to an insured lender,any payments made prior to the of an insured claimant any claim.insured against under this policy, acquisition of title to the estate or interest as provided in Section 2(a) together with any costs,attorneys'fees and expenses incurred by the of these Conditions and Stipulations shall not reduce pro tanto the insured claimant which were authorized by the Company up to the time - amount of insurance afforded under this policy as to any.such insured, of payment and which the Company is obligated to pay; or except to the extent that the payments reduce the amount of the in- (ii)to pay or otherwise settle with the insured claimant the loss debtedness secured by the insured mortgage. or damage provided for under this policy,together with any costs,at- (b) Payment in part by any person of the principal of the in- torneys'fees and expenses incurred by the insured claimant which were debtedness,or any other obligation secured by the insured mortgage, authorized by the Company up to the time of payment and which the or any voluntary partial satisfaction or release of the insured mortgage, Company is obligated to pay. to the extent•of the payment,satisfaction.or release,shall red Upon the exercise by the Company of either of the options provid- amount of insurance pro tanto.The amount of insurance may t erea ed for in paragraphs b(i)or b(ii),the Company's obligations to the in- be increased by accruing interest and advances made to p t h sured under this policy for the claimed loss or damage,other than the lien of the insured mortgage and secured thereby,with interes h Payments required to be made,shall terminate,including any liability provided in no event shall the amount of insurance be greater t or obligation to defend, prosecute or continue any litigation. Amount of Insurance stated in Schedule A. rnn fini-el nn nNrf_D200_}/GQYB/ShAD? COITIONS AND STIPULATIONS — CONTIN• on the title,or other matter insured against by this policy which con- 7. DETERMINATION AND EXTENT OF LIABILITY. stitutes the basis of loss or damage and shall state,to the extent possi- This policy is a contract of indemnity against actual monetary loss ble, the basis of calculating the amount of the loss or damage. If the or damage sustained or incurred by the insured claimant who has suf- Company is prejudiced by the failure of an insured claimant to provide fered loss or damage by reason of matters insured against by this policy the required proof of loss or damage,the Company's obligations to such and only to the extent herein described. insured under the policy shall terminate,including any liability or obliga- (a)The liability of the Company under this policy to an insured lender tion to defend,prosecute,or continue any litigation,with regard to the shall not exceed the least of: matter or matters requiring such proof of loss or damage. (i)the Amount of Insurance stated in Schedule A,or,if applicable, In addition,an insured claimant may reasonably be required to sub- the amount of insurance as defined in Section 2(c)of these Conditions mit to examination under oath by an authorized representative of the and Stipulations; Company and shall produce for examination, inspection and copying, (ii)the amount of the unpaid principal indebtedness secured by at such reasonable times and places as may be designated by any the.insured mortgage as-limited or provided under Section 8 of these authorized representative of the Company,all records,books, ledgers, Conditions and Stipulations or as reduced under Section 9 of these Con- checks,correspondence and memoranda,whether bearing a date before ditions and Stipulations,at the time the.loss.or damage insured against or after Date of Policy,which reasonably pertain to the loss or damage. by this policy occurs, together with interest thereon; or Further,if requested by any authorized representative of the Company, (iii)the difference between the value of the insured estate or in- the insured claimant shall grant its permission, in writing, for any terest as insured and the value of the insured estate or interest subject authorized representative of the Company to examine,inspect and copy to the defect. lien or encumbrance insured against by this policy. all records, books, ledgers, checks, correspondence and memoranda (b)In the event the insured lender has acquired the estate or interest in the custody or control of a third party, which reasonably pertain to in the manner described in Section 2(a)of these Conditions and Stipula- the loss or damage. All information designated as confidential by an tions or has conveyed the title,then the liability of the Company shall insured claimant provided to the Company pursuant to this Section shall continue as set forth in Section 7(a) of these Conditions and not be disclosed to others unless, in the reasonable judgment of the Stipulations. Company,it is necessary in the administration of the claim. Failure of (c)The liability of the Company under this policy to an insured owner an insured claimant to submit for examination under oath,produce other of the estate or interest in the land described in Schedule A shall not reasonably requested information or grant permission to secure exceed the least of: reasonably necessary information from third parties as required in the (i) the Amount of Insurance stated in Schedule A; or, above paragraph,unless prohibited by law or governmental regulation, (ii)the difference between the value of the insured estate or in- shall terminate any liability of the Company under this policy as to that terest as insured and the value of the insured estate or interest subject insured for that claim. to the defect, lien or encumbrance insured against by this policy. 6.OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS:TERMINATION (d)The Company will pay only those costs,attorneys' fees and ex- OF LIABILITY. penses incurred in accordance with Section 4 of these Conditions and In case of a claim under this policy, the Company shall have the Stipulations. following additional options: 8. LIMITATION OF LIABILITY. (a)To Pay or Tender Payment of the Amount of Insurance or to Pur- (a) If the Company establishes the title, or removes the alleged chase the Indebtedness. defect, lien or encumbrance, or cures the lack of a right of access to or from the land,or cures the claim of unmarketability of title,or other- (i)to pay or tender payment of the amount of insurance under wise establishes the lien of the insured mortgage, all as insured, in a this policy together with any costs, attorneys' fees and expenses in- reasonably diligent manner by any method,including litigation and the curred by the insured claimant,which were authorized by the Company,' completion of any appeals therefrom, it shall have fully performed its up to the time of payment or tender of payment and which the Com- obligations with respect to that matter and shall not be liable for any pany is obligated to pay; or loss or damage caused thereby. (ii) in case loss or damage is claimed under this policy by the owner of the indebtedness secured by the insured mortgage,to purchase (it In the event n any litigation,including litigation a the Company the indebtedness secured by the insured mortgage for the amount owing or with the age until there hasent,the Company shall have no liability for loss or damage until there has been a final determination by a court thereon together with any costs,attorneys'fees and expenses incurred of competent jurisdiction, and disposition of all appeals therefrom, by the insured claimant which were authorized by the Company up to adverse to the title,or,if applicable,to the lien of the insured mortgage, the time of purchase and which the Company is obligated to pay. as insured. If the Company offers to purchase the indebtedness as herein pro- (c)The Company shall not be liable for loss or damage to any in- vided, the owner of the indebtedness shall transfer, assign, and con- sured for liability voluntarily assumed by the insured in settling any claim vey the indebtedness and the insured mortgage,together with any col- or suit without the prior written consent of the Company. lateral security, to the Company upon payment therefor. (d)The Company shall not be liable to an insured lender for:(i)any Upon the exercise by the Company of the option provided for in indebtedness created subsequent to Date of Policy except for advances paragraph a(i),all liability and obligations to the insured under this policy, made to protect the lien of the insured mortgage and secured thereby other than to make the payment required in that paragraph, shall ter- and reasonable amounts expended to prevent deterioration of im- minate,including any liability or obligation to defend,prosecute,or con- provements;or(ii)construction loan advances made subsequent to Date tinue any litigation,and the policy shall be surrendered to the Company of Policy,except construction loan advances made subsequent to Date for cancellation. of Policy for the purpose of financing in whole or in part the construc- Upon the exercise by the Company of the option provided for in tion of an improvement to the land which at Date of Policy were secured paragraph a(ii) the-Company's obligation to an insured lender under this by the insured mortgage and which'the insured was and continued to policy for the claimed loss or damage,other than the payment required to be be obligated to advance at and after Date of Policy. made, shall terminate, including any liability or obligation to defend, 9. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION OF prosecute or continue any litigation. LIABILITY. (b).To Pay or Otherwise Settle With Parties Other than the insured (a)All payments under this policy,except payments made for costs, or With the Insured Claimant. attorneys'fees and expenses,shall reduce the amount of insurance pro (i)to pay orotherwise settle with other parties for or in the name tanto.However,as to an insured lender,any payments made prior to the of an insured claimant any claim insured against under this policy, acquisition of title to the estate or interest as provided in Section 2(a) together with any costs,attorneys'fees and expenses incurred by the of these Conditions and Stipulations shall not reduce pro tanto the insured claimant which were authorized by the.Company up to the time amount of insurance afforded under this policy as to any such insured, of payment and which the Company is obligated to pay; or except.to the extent that the payments reduce the amount of the in- (ii)to pay or otherwise settle with the insured claimant the loss debtedness secured by the insured mortgage. or damage provided for under this policy,together with any costs, at- (b) Payment in part by any person of the principal of the in- torneys'fees and expenses incurred by the insured claimant which were debtedness,or any other obligation secured by the insured mortgage, authorized by the Company up to the time of payment and which the or any voluntary partial satisfaction or release of the insured mortgage, Company is obligated to pay. to the extent•of the payment,satisfaction or release,shall reduce the Upon the exercise by the Company of either of the options provid- amount of insurance pro tanto.The amount of insurance may thereafter ed for in paragraphs b(i)or b(ii), the Company's obligations to the-in- be increased by accruing interest and advances made to protec sured under this policy for the claimed loss or damage,other than the lien of the insured mortgage and secured thereby,with interest t reo , Payments required to be made,shall terminate, including any liability provided in no event shall the amount of insurance be greater t a h or obligation to defend, prosecute or continue any litigation. Amount of Insurance stated in Schedule A. continued on next page of cover shoe C NDITIONS AND STIPULATIONS — CONTI*ghof D (c) Payment in full by any person or th ntary satisfaction or (c)The Company' is Against Non-insured Obligors. release of the insured mortgage shall terming all liability of the Com- The Company's risubrogation against non-insured obligors shall pany to an insured lender except as provided in Section 2(a)of these exist and shall include,without limitation,the rights of the insured to indem- Conditions and Stipulations. nities, guarantees, other policies of insurance or bonds, notwithdstanding 10. LIABILITY NONCUMULATIVE. any terms or conditions contained in those instruments which provide for It is expressly understood that the amount of insurance under this subrogation rights by reason of this policy. policy shall be reduced by any amount the Company may pay under any The Company's right of subrogation shall not be avoided by acquisi- policy insuring a mortgage to which exception is taken in Schedule B tion of an insured mortgage by an obligor(except an obligor described or to which the insured has agreed,assumed,or taken subject,or which in Section 1(a)(ii)of these Conditions and Stipulations)who acquires is hereafter executed by an insured and which is a charge or lien on the insured mortgage as a result of an indemnity,guarantee,other policy the estate or interest described or referred to in Schedule A, and the of insurance,or bond and the obligor will not be an insured under this amount so paid shall be deemed a payment under tnis policy to the in- policy, notwithstanding Section. 1(a)(i) of these Conditions and sured owner. Stipulations. The provisions of this Section shall not apply to an insured lender, 13. ARBITRATION. unless such insured acquires title to said estate or interest in satisfac- Unless prohibited by applicable law,either the Company or the in- tion of the indebtedness secured by an insured mortgage. sured may demand arbitration pursuant to the Title Insurance Arbitra- 11. PAYMENT'OF LOSS. tion Rules of the American Arbitration Association.Arbitrable matters- (a)No payment shall be made without producing this policy for en- may include,but are not limited to,any controversy or claim between dorsement of the payment unless the policy has been lost or destroyed, the Company and the insured arising out of or relating to this policy, in which case proof of loss or destruction shall be furnished to the any service of the Company in connection with its issuance or the breach satisfaction of the Company. of a policy provision or other obligation.All arbitrable matters when the (b)When liability and the extent of loss or damage has been definitely Amount of Insurance is$1,000,000 or less shall be arbitrated at the op- fixed in accordance with these Conditions and Stipulations, the loss tion of either the Company or the insured.All arbitrable matters when or damage shall be payable within 30 days thereafter. the Amount of Insurance is in excess of$1,000,000 shall be arbitrated 12. SUBROGATION UPON PAYMENT OR SETTLEMENT. only when agreed to by both the Company and the insured.Arbitration (a)The Company's Right of Subrogation pursuant to this policy and under the Rules in effect on the date the Whenever the Company shall have settled and paid a claim under demand for arbitration is made or,at the option of the insured,the Rules this policy,all right of subrogation shall vest in the Company unaffected in effect at Date of Policy shall be binding upon the parties.The award by any act of the insured claimant. may include attorneys' fees only if the laws of the state in which the The Company shall be subrogated to and be entitled to all rights land is located permit a court to award attorneys' fees to a prevailing and remedies which the insured claimant would have had against any party.Judgment upon the award rendered by the Arbitrator(s) may be person or property in respect to the claim had this policy not been entered in any court having jurisdiction thereof. issued.If requested by the Company,the insured claimant shall transfer The law of the situs of the land shall apply to an arbitration under to the Company all rights and remedies against any person or property the Title Insurance Arbitration Rules. necessary in order to perfect this right of subrogation.The insured claim- A copy of the Rules may be obtained from the Company upon ant shall permit the Company to sue,compromise or settle in the name request. of the insured claimant and to use the name of the insured claimant 14.LIABILITY LIMITED TO THIS POLICY;POLICY ENTIRE CONTRACT. in any transaction or litigation involving these rights or remedies. (a)This policy together with all endorsements,if any,attached hereto If a payment on account of a claim does not fully cover the loss of by the Company is the entire policy and contract between the insured the insured claimant,the Company shall be subrogated(i)as to an in- and the Company.In interpreting any provision of this policy,this policy sured owner,to all rights and remedies in the proportion which the Com- shall be construed as a whole. pany's payment bears to the whole amount of the loss;and(ii)as to an (b)Any claim of loss or damage,whether or not based on negligence, insured lender,to all rights and remedies of the insured claimant after and which arises out of the status of the title to the estate or interest the insured claimant shall have recovered its principal, interest, and covered hereby or by any action asserting such claim,shall be restricted costs of collection. to this.policy. If loss should result from any act of the insured claimant,as stated (c) No amendment of or endorsement to this policy can be made above,that act shall not void this policy,but the Company,in that event, except by a writing endorsed hereon or attached hereto signed by either shall be required to pay only that part of any losses insured against by the President,a Vice President,the Secretary,an Assistant Secretary, this policy which shall exceed the amount,if any,lost to the Company or validating officer or authorized signatory of the Company. by reason of the impairment by the insured claimant of the Company's 15. SEVERABILITY. right of subrogation. In the event any provision of the.policy is held invalid or unen- (b)The Insured's Rights and Limitations. forceable under applicable law, the policy shall be deemed not to in- Notwithstanding the foregoing, the owner of the indebtedness clude that provision and all other provisions shall remain in full force secured by an insured mortgage,provided the priority of the lien of the and effect. insured mortgage or its enforceability is not affected, may release or 16. NOTICES, WHERE SENT. substitute the personal liability of any debtor or guarantor,or extend All notices required to be given the Company and any statement in writing or otherwise modify the terms of payment,or release a portion of the required to be furnished the Company shall include the number of this policy estate or interest from the lien of the insured mortgage,or release any and shall be addressed to the Company at Corporate Headquarters, 6630 collateral security for the indebtedness. West Broad Street, Richmond, Virginia 23230. Mailing address: P.O. Box When the permitted acts of the insured claimant occur and the in- 27567, Richmond, Virginia 23261, or to the Company at its Pacific States sured has knowledge of any claim of title or interest adverse to the ti- Office, 55 South Lake Avenue, Suite 600, Pasadena, CA 91101. tle to the estate or interest or the priority or enforceability of the lien of an insured mortgage,as insured,the Company shall be required to pay only that part of any losses insured against by this policy which shall exceed the amount, if any, lost to the Company by reason of the impairment by the insured claimant of the Company's right of subrogation. POLICY OF TITLE INSURANCE A WORD OF THANKS. . . As we make your policy a part of our permanent records, we want to express our appreciation of this evidence of your faith in Lawyers Title Insurance Corporation. - There is no recurring premium. This policy provides valuable title protection and we suggest you keep it in a safe place where it will be readily available for future reference. If you have any questions about the protection provided by this policy, contact the office that issued your policy or you may write to: Consumer Affairs Department LawyersTtleInsurance Corporation �Nir Policy 75 Litho in U.S.A. P.O. Box 27567 Coversheet CLTA Standard Coverage P licy 19 061.0.075.0001 Richmond, Virginia 23261 L A W Y E R S T I T L E I N S U R A N C E C O R P O R A T I O N National Headquarters Richmond, Virginia C L T A S T A N D A R D. C O V E R A G E P 0 L I C Y .1 9 9 0 Issued At: Continental Lawyers Title Company 18551 Von Karman Avenue, Suite 100, Irvine, CA 92715 SCHEDULE A ORDER POLICY AMOUNT OF PREMIUM DATE OF POLICY NUMBER NUMBER INSURANCE ------------------------------------------------------------------------------------------------ 9814834-A PROFORMA $2,.500, 000.00 $5,425.00 01/21/00 at 8 :00 A.M. 1. NAME OF INSURED: City of Huntington Beach, a municipal corporation 2. THE ESTATE OR INTEREST IN THE LAND WHICH IS COVERED BY THIS POLICY IS: A FEE 3. TITLE TO THE ESTATE OR INTEREST IN THE LAND IS. VESTED IN: City of Huntington Beach, a municipal corporation 4. THE LAND REFERRED TO IN THIS POLICY IS DESCRIBED AS FOLLOWS: In the County of Orange State of California, Lots 1 through 125 inclusive in Block A and Lots 27 through 156 inclusive in Block B of Tract No. 392, in Block B of Tract No. 392, in the City of Huntington Beach, County of Orange, State of California, as shown on a map recorded in Book 16, Page 5 of Miscellaneous Maps, records of Orange County, California. Excepting therefrom Lots 20 through 41 inclusive in Block A and from said Lots 27 through 51 -inclusive in Block B that portion thereof lying Southerly of a line which is parallel with and distant Northerly 115 .00 feet from the Northerly line of Huntington Place, as shown on the map of said tract. I I ORDER NO. : 9814834-A LEGAL CONTINUED Also excepting therefrom all minerals, ores, precious and useful metals, substances and hydrocarbons of every kind and character in an under said land but without the right to use the surface said land in connection with the development thereof provided, however, the same shall not be construed to prohibit slant drilling operations or such other operations which in no way use or in any way affect the .surface rights of said _.land and which do not enter said land at a point less than 500 feet to said surface, together with those portions of Community Place and Golden West Place as shown on the map of said Tract 392 that would pass by operation of law. N/r� C L T A S T A N• R D C 07 E R A G E P O Loc Y - 1 9 9 0 POLICY NO. PROFORMA ORDER NO. : 9814834-A SCHEDULE B THIS POLICY DOES NOT INSURE AGAINST LOSS OR DAMAGE, NOR AGAINST COSTS, ATTORNEYS' FEES OR EXPENSES, ANY OR ALL OF WHICH ARISE BY REASON OF THE FOLLOWING: PART I 1. TAXES OR ASSESSMENTS WHICH ARE NOT 'SHOWN AS EXISTING LIENS BY THE RECORDS OF ANY TAXING AUTHORITY THAT LEVIES TAXES OR ASSESSMENTS ON REAL PROPERTY. OR BY .THE PUBLIC RECORDS. PROCEEDINGS BY A PUBLIC AGENCY WHICH MAY RESULT- IN TAXES OR ASSESSMENTS, . OR NOTICES OF SUCH PROCEEDINGS, WHETHER OR NOT SHOWN BY -THE RECORDS OF SUCH AGENCY OR BY THE PUBLIC RECORDS. 2. ANY FACTS, RIGHTS, INTERESTS OR CLAIMS THEREOF, WHICH ARE NOT SHOWN BY THE PUBLIC RECORDS BUT WHICH COULD BE ASCERTAINED BY AN INSPECTION OF .LAND OR WHICH MAY BE ASSERTED BY PERSONS IN POSSESSION THEREOF. 3. EASEMENTS, LIENS OR ENCUMBRANCES OR -CLAIMS THEREOF, WHICH ARE NOT SHOWN BY THE PUBLIC RECORDS. 4. DISCREPANCIES, CONFLICTS IN BOUNDARY LINES, SHORTAGE IN AREA, ENCROACHMENTS, OR ANY OTHER FACTS WHICH A CORRECT SURVEY WOULD DISCLOSE, AND WHICH ARE NOT SHOWN BY THE PUBLIC RECORDS. 5. (A) UNPATENTED MINING CLAIMS; (B) RESERVATIONS OR EXCEPTIONS IN PATENTS OR IN ACTS AUTHORIZING THE ISSUANCE: THEREOF; (C) WATER RIGHTS, CLAIMS OR TITLE TO WATER, WHETHER OR NOT THE MATTERS EXCEPTED UNDER (A) , (B) OR (C) ARE SHOWN BY THE PUBLIC RECORDS. NIP, C L T A S T A N. D A R D C O V E R A G E P O L I• C Y - 1 9 9 0 POLICY NO. PROFORMA ORDER NO. : 9814834-A SCHEDULE B PART II A. Property taxes, including :general and special taxes, personal-property taxes, if. any, and any assessments collected with taxes, to be levied for ---the fiscal year 1999-2000 which area :lien not yet payable. B. Supplemental or .escaped-assessments of property taxes, if any, assessed pursuant to the Revenue and Taxation Code of the State of .California. 1. The use and control of- .cienegas and natural streams of water, if any, naturally upon, flowing across, into or by said tract and the rights of way for and to construct .irrigation or drainage ditches through said- tract to irrigate or drain the adjacent land, as reserved in deeds of record. 2. An easement for the purpose shown below and rights incidental .thereto. as set forth in a document Granted to: Standard. Oil Company Purpose: pipe lines Recorded: December 6, 1920 as Document No. 918, in Book 381, Page 81 of Deeds Affects: the westerly 1 rod of Lots 1, 3, 4, 5, 7, 8, 9, 10, 11, 12, 13, 16 and 17 of said Block A 3. The Covenants, Conditions and Restrictions as contained in the deeds from John A. Murdy, Jr. and. wife, affecting said .Lot 16 .in.Block A and Lots 64, 65 and 66 in Block B which, among other things, provide for the reversion of title upon violation thereof, recorded February 7, 1962 in Book 6001, Page 929 of Official Records as to Lot 16 in Block A and recorded January 9, 1962 in Book 5969, Page 710 of Official Records, as to Lots 64, 65 and 66 in Block B. 4. An easement for the purpose shown below and rights incidental thereto as set forth in a document Granted to: Pacific Lighting Service and Supply Company, a California public utility corporation Purpose: gas pipe lines Recorded: November 17, 1967 Book 8440, Page 610 of Official Records Affects: over that portion of said Lot 21 in Block A lying between two parallel lines distant Northerly 115 and 120 feet, respectively, of the North line of Huntington Place . Reference is made to said document for full particulars. IN/T ORDER NO. : 9814834-A SCHEDULE B (CONTINUED) 5. An easement for the purpose shown below and rights incidental thereto as set forth in a -document Granted to: Southern California Edison Company, a corporation Purpose: public utilities Recorded: August 11, 1970 Book 9731, Page 931 of Official Records Affects: described as follows: A strip of land 6 feet in width located in the Southwest one -quarter of .Section 23, Township 5 South, Range 11 West, San Bernardino Base and Meridian, .in the City of Huntington Beach, County of Orange,. State of California, . the centerline of said strip being described as follows: Commencing at the centerline intersection of Norma Drive and Golden West Street as shown on a map of Tract No. 6391 recorded in Book 234, Pages 27 and 28 of . Miscellaneous Maps, records of said county, said centerline of Golden West also being the West line of said Southwest one quarter; thence, South along the centerline of Golden West Street 380.91 feet; thence, North 890 30' 50" East 50.00 feet to the TRUE POINT OF BEGINNING; thence, continuing North 890 301 50" East 562.21 feet; thence, North 430 15' 14" East 166.09 feet; thence, North 590 41' 01" West 88.82 feet, North 50 48' 26" East 52.80 feet; thence, North 590 oil 0811 West 8.00 feet to the terminus of said centerline. 6 . An easement for the purpose shown below and rights incidental thereto as set forth in a document .Granted to: Southern California Edison Company, a corporation Purpose: public utilities Recorded: August 6, 1976 Book 118442, Page 97 of Official Records Affects: described as follows: The Easterly 5 feet of the Westerly 25 feet of Lot 9 and the Northerly 4 feet of the Easterly 5 feet of the' Westerly 25 feet of Lot 10, said lots lying within Block "A" of Tract No. 392, as shown on a map recorded in Book 16, Page 5 of Miscellaneous Maps, in the office of the County Recorder of. said Orange County. ORDER NO. : 9814834-A SCHEDULE B (CONTINUED) 7. An easement for the purpose :shown- below.and rights incidental thereto as -set. forth in a document Granted to: Southern .California Edison Company, a corporation Purpose: public utilities Recorded: December -29, 1978 Book 12984, .Page 413 of Official Records Affects: described as..follows: ' A strip of land 6 feet in width, lying within Lots 19, 21 and 22 of Block "A" of Tract No. 392, as shown on a map. recorded in Book 16, Page 5 of Miscellaneous Maps, in the office of the County Recorder of said County; the centerline of said strip of land being described as follows: A strip of land 6 feet in width, lying within Lots 19, 21.and 22 of Block "A" of Tract No. 392, as shown on a map recorded in Book 16, Page 5 of Miscellaneous Maps, in the office of the Recorder of said County; the centerline of said strip of land being described as follows: Beginning at a point inAthe Easterly line of Golden West Street, as now established, distant Northerly thereon 7.29 feet from the intersection of the Southerly line of said -Lot 19,. with said Easterly line; thence Easterly, parallel with said Southerly line of Lot 19 and its Easterly prolongation, a distance of 135 feet to a point hereinafter. referred.to as. Point "A" . Also a strip of land 12 feet in width, lying within said Lot 22; the sidelines of which are 4. feet Northerly and 8 feet Southerly of the following described line: Beginning at the above-mentioned Point "A" ; thence Easterly, parallel with the Southerly line of said Lot 22, a distance of 12 feet.. It is understood and agreed that the above descriptions are approximate only, it being the intention of the Grantor to grant an easement for said systems as constructed. The centerline of. said systems as constructed shall be coincidental with the centerline of said systems as constructed in, on, over, under, across and along the Grantor' s property. ORDER NO. : 9814834-A SCHEDULE B (CONTINUED) 8. An abstract of judgment for the amount shown below and any other amounts due. Debtor: City of Huntington Beach; Huntington Beach City Council •and Emad Ali Hassan (Real Party-in Interest) Creditor: Charles 0. Reince Date entered: August 28, 1991 County: Orange Court: Superior Case No. : 48 17 04 Amount: $6, 130.30 plus interest and other costs Recorded: October 23, 1991 Instrument No. 91-578345 of Official Records .Attorney for Judgment Creditor: Jeffrey M. Richard/Kenneth W. Curtis Drummy King & White 3200 Park Center Drive, Suite 1000 Costa Mesa, CA 92626 ENDORSEMENTS The following endorsements are attached to -and made a part of this policy: 100.12 Modified RD Date typed: 01/27/00 Plats enclosed This is a specimen policy furnished to and at the request of the proposed insured, it is understood and .agreed that.-this specimen policy does not reflect the present condition of title, but rather indicates the form of the policy and the exceptions and endorsements to be made a part thereof which the Company would expect to issue when all necessary documentation has been furnished and all acts performed, all to the satisfaction of the Company. /T E N D O R S E M E N T LAWYERS TITLE INSURANCE CORPORATION 100.12 ENDORSEMENT - MODIFIED Order No. : 9814834-A Attached to Policy No. : PROFORMA . The Company hereby insures the insured against loss or damage which the . insured shall sustain by reason of the :enforcement or- attempted enforcement of any reverter, right of re-entry or_ right or power of termination of the estate or interest referred to in Schedule A upon a breach of the Covenants, Conditions and Restrictions referred to in Item 3 of Part II of Schedule B. This endorsement is made a part of said policy and is. subject to all of the terms and provisions thereof. and of any prior endorsements thereto. Except to the extent expressly stated, it .neither modifies any of the terms and provisions of the policy and any prior endorsements, nor does it extend the effective date of -the policy and any prior endorsements, nor does it increase the face amount thereof. IN WITNESS WHEREOF, -the Company has caused this endorsement to be signed and sealed as of the date set forth below, . to be valid when countersigned by-an authorized officer or agent of the Company all in accordance with its By-Laws. Date: 'LAWYERS TITLE INSURANCE-CORPORATION Countersigned by: Janet A. Alpert - President Specimen Copy John M. Carter - Secretary Issued at: Irvine, California L---j ..........._j C N L41 I 4 4 . 3 e NORMA T (CLUB PLACE) DRIVE 130, / •s i v s r r i iri W � Qr TA, T *YDIA 4&1 LQ6 10 1 10612-9-AQ—Lf-AR UJ 114 115 116 7 11 11 120 121 122 I / 125 156 155 154 155 152 151/5 149 148 147 M6/4 14 1451<2 141/1 159 138 157 156 155 1! 153 152/! IVE 5 p} 3 /0 101 /O 99 96 97 96 95 94 95 9F 91 90 89 88 87 86 85 84 105/06 107 108 109 1/0 1/l 1/F ll3 114 1/5 116 /17//8 119 /FO r21 122 125 124 125 11?6/27/F8 129 15C '•�•' r I � B 48i— � �i i i ♦�♦ ' r�r r (COMMUNITY PLACE) MU OY CO MU TY q2q47 N 63 64 65 66 67 68 -�Lc 71 72,73 74 75 76 77. 78 79 90 Or 82 03 104 103 I0F 10/ 100 99 9B 9 7 96 95 94 93 92 91 90 69 BB 87 86 85 04 83 OR 8/ 8079 1 � '362 6/ 60 19 38 17 16 15 ?} !! 12 1/ 30 49 48 47 46 45 }I 43 }P 53 SI 33 56 37 58 59 60 6/ 62 65 64 65 66 67 8 •9 70 71 72 73 7} 75 76 77 78 114 N .. - 15 . 16 ( y s i r• .i �. r r f tr�. s (GOLDEN Wf5T' • ' PLACE) 1r / h � � M •M a � • W /9 a u o N . Q 1 D C. F, C. D. 80' E GARDEN,701'E - WINTERSBURG CHANA'EL f , 'Thls plat Is for your aid In locating your land with reference to streets and other parcels.While this plat Is belle;ed to be correct,the Company Assumes no liability for any loss occurring by reason of reliance theteon.' 25 CLT®2 LawyersTideCmpany MARCH 1962 TRACT NO. 392, M. M. I6-5 NOTE — ASSESSORS BLOCK& ASSESSOR'S MAP O PARCEL NUMBERS BOOKI42 PAGE 24 Z► _ SHOWNi*N CIRCLES COUNTY OF ORANGE ATTACHMENT #2 CERTIF�ICA-TE OF INSU,RANC = Issue Date 02 01-2000 FM Certificate Number., 9407A OF _ INSURED: Costa Mesa/Los Angeles This is to certify that policies of insurance listed below have been issued to the named insured for the SBC COMMUNICATIONS INC. policy period indicated.Notwithstanding any requirement,term or condition of any contract or other PACIFIC BELL WIRELESS LLC document with respect to which this certificate may be issued or may pertain,the insurance afforded by 175 E. HOUSTON, ROOM 7-P-40 the policies described herein is subject to all the terms,exclusions,and conditions of such policies. SAN ANTONIO,TX 78205 This certificate is issued as a matter of information only and confers no rights upon the certificate holder.This certificate does not amend,extend or alter the coverage afforded by the policies described below. TYPE of IN8URANCE POLICY k EFFECTIVE EXPIRATION 1IMITS.OF LIABILITY. Z < m COMPANY AFFORDING COVERAGE � 'NUMBER - DATE" = DATE q COMMERCIAL GENERAL LIABILITY National Union Fire Insurance Co. RMGL 6122760 06/01/1999 06/01/2000 GENERAL AGGREGATE $10,000,000 Occurrence Form PRODUCTS AND COMPLETED OPS $1,000,000 Products and Completed PERSONAL AND ADVERTISE INJURY $1,000,000 Operations EACH OCCURRENCE $1,000,000 FIRE DAMAGE(Any One Fire) $1,000,000 MEDICAL EXPENSES(Any One Person) $10,000 AUTOMOBILE LIABILITY — National Union Fire Insurance Co. RMCA 3209945 AOS 06/01/1999 06/01/2000 COMBINED SINGLE LIMIT $1,000,000 Any Auto RMCA 3209946 TX. WORKERS'COMP AND EMPLOYER'S LIABILITY Insurance Company of State of PA RMWC 3474275 AOS 06/01/1999 06/01/2000 COVERAGE A STATUTORY LIMITS RMWC 3474276 CA. COVERAGE B (Employer's Liability) RMWC 347427.7 DAS Each Accident $1,000,000 RMWC 3474279 NY Disease-Policy Limit $1,000,000 RMWC 3474280 RI Disease-Each Employee $1,000,000 PROPERTY Gateway Rivers Insurance Co. 409-1PR0001 09/15/1998 09/15/2000 EACH OCCURENCE $1,000,000 APPROVED AS TO FOIRM:' GAIL HUTTON, City Attorney By;- D�� City At+,.,7..riey, ��JtV DESCRIPTION-'OF"OPERATIONS.: dam- � -- �Y ,.. E ;max = �_ _ y INSTALLATION AND OPERATION OF MOBILE/WIRELESS COMMUNICATIONS FACILITIES FOR SITE#CM-495-01. APN: 142-243-47,MURDY PARK LOCATION: 7000 NORMA DRIVE, HUNTINGTON BEACH,CA 92647. CERTIFICATE HOLDER IS LISTED AS ADDITIONAL INSURED UNDER POLICY#RMGL 6122760 ONLY. CANCELLATION' m Should any of the above described policies be cancelled before the expiration date thereof,the insurance company will mail 30 days written notice to the certificate holder named below. CERTIFICATE HOLDER; -PRODUCER CITY OF HUNTINGTON BEACH MARSH USA,INC. Requested By Attn: CITY CLERK 800 Market Street LILLIAN STROM 2000 MAIN STREET St.Louis,MO 63101-2500 Requestor's Phone HUNTINGTON BEACH, CA 92647 800.355.1802 Issued By TAR AUTHORIZED REPRESENTATIVE �� a -. . FEB 09 2000 12:35 FR RISK MANAGEMENT 210 351 3944 TO 87143741590 P.07i07 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ENDORSEMENT FF This endorsement effective 12:01 a.m. 1131/00 Forms a part of Policy No. RMGL 61222760 Issued to SBC Communications Inc. By National Union Fire Insurance Company of Pittsburgh,PA This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM City of Huntington Beach,its agents,officers,employees and volunteers Is added as an Additional Insured under this policy but only with respect to the requirements of the contract(s)between the Additional Insured and Pacific Bell Wireless LLC n If"X'd", the following apply: Waiver of Subrogation applies to above Additional Insured,per the endorsement attached to the policy; FX 30 Day Notice of Cancellation,Non-Renewal or Material Changes in Coverage Will be provided to above Additional Insured; This insurance is primary with respect to the interest of above Additional Insured and any other insurance maintained by Additional Insured is excess and not Contributory with this insurance. 'ell Authorized Iteikeslegnta ve INSURED'S COPY i ** TOTAL PAGE.07 ** FEB-09-2000 10:35 210 351 3844 96% P.O? FEB 09 2000 12:33 FR RISK MRNRGEMENT 210 351 3844 TO 87143741590 P.01i07 1 SBC Communications Inc `r -Marianne C.Geraci SBC Communications Inc - ', Manager-Risk Management 175 E. Houston,7-R-03 San Antonio,TX 78205 Phone:210-351-3820 Fax:210-351-3844 Fm To John Fugt From: Marianne C. Geraci 714-374-1590 Fax Date: FEBRUARY 9, 2000 Phone: Pages: 7 INCLUDING COVER Re: Endonwment&Property Policy Cc: Urgent For Review Please Comment Please Reply O Please Recycle John, I sent the original endorsement back to Lillian Strom around Feb 1,2000. She is going to try to locate the original endorsement and send it to you. Additionally, I enclosed the property policy table of contents and page 14 and 15. It references the replacement cost coverage on page 15. Marianne FEB-09-2000 10:33 210 351 3844 ge% P.01 FEB 09 2000 12:34 FR RISK MRNRGEMENT 210 351 3844 TO B7143741590 P.02i07 • GATEWAY RIVERS INSURANCE COMPANY ALL RISK PROPERTY POLICY TABLE OF ONTENTS SEMQN I - 4PFC_IAL =DEMNS A. Perils Insured . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 B. Territorial Limits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 C. Property Insured . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ... . . . 1 D. Additional Property Insured . . . . . . . . . . . • • • • • . • . • • • • • . . • • • • • • • 1 E. Extensions of Coverage 1. Transit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 2. Accounts Receivable . . . . . . . . . . . . . . . . . • - . . . . . . . . . . . . . . . . . 3 3. Demolition and Increased Costs of Construction . . . . . . . . . . . . . . . . . 5 4. Fire Brigade/Fire Department and Extinguishing Expenses . . . . . . . . . 5 5. Service Interruption . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 6. Hazardous Substances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 SECMON 11 - EXCLUSIONS A. Property Excluded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 B. Perils Excluded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 SECTION III - PREMIUM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 SECTION IV - GENERAL CONDITIONS A. Abandonment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 B. Action Against Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 C. Appraisal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 D. Assignriment . . • . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 E. Assistance and Cooperation of the Insured . . . . . . . . . . . . . . . . . . . . . . . 10 F. Cancellation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 G. Debris Removal . . : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 eo-% H. Deductibles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 FEB-09-2000 10:33 210 351 3844 97f P.02 FEB 09 2000 12:34 FR RISK MANAGEMENT 210 351 3844 TO B7143741590 P.03i07 �1 TABLE OF CONTENTS CONT DMIR I. Due Diligence . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 J. Errors and Omissions . . . . . . . . . . . . . . . . . . . . I1 KInspection . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . li LLimits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 M. Loss Payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 N. Misrepresentation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 O. Mortgagee Interests and Obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 P. Certificates of Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 Q. Other Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 R. Requirements in Case of Loss . . . . . . . ... . . . . . . . . . . . . . . . . . . . . . . . . 13 S. Salvage and Recoveries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 T. Special State Requirements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 U. Subrogation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 V. Sue and Labor . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 W. Term of Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 X. Vacant/Unoccupied . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Y. Valuation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Z. Brands and Trade Mark . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 AA Titles of Paragraphs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 BB. Payment of Loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 CC. Liberalization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 DD. Extortion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 EE. Paramount Clause . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 FF. Joint Loss Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 SEMON V - DEFINITIONS A. Occurrence . . . . . . . . . . . . . . . I . . . . . . . . . . . . . . . . . . . . . . . . : . . . 18 B. Earthmovement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 C. Flood . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 D. Mechanical Breakdown . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 f FEB-09-2000 10*34 210 351 3844 97 P.03 FEB 09 2000 12:34 FR RISK MANAGEMENT 210 351 3844 TO 87143741590 P.04i07 TABLE OF CONTENTS �QN'CiNIUED ENDORSEMENTS 1. Extra Expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 2. Rental Value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 3. Business Interruption . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 4, Contingent Business Interruption/Extra Expense . . . . . . . . . . . . . . . . . . . 30 5. Extended Period of Indemnity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 6. Leasehold Interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32 FE19-09-2000 10:34 210 351 3844 97% P.04 FEB 09 2000 12.35 FR RISK MRNRGEMENT 210 351 3644 TO 87143741590 P.06i07 The Insured shall do nothing after the occurrence to prejudice such rights. Any.release from liability (oral or written) entered into by the Insured prior to loss hereunder shall not affect this policy or the right of the Insured to recover hereunder. V. Sur, nO Labor In case of actual or imminent physical loss or damage insured against by this Policy, the expenses incurred by the Insured in taking reasonable and necessary actions for the temporary protection and preservation of property insured hereunder shall be added to the total direct physical loss or damage otherwise recoverable under this Policy and be subject to the applicable Deductible. Payment hereunder is part or and not in addition to-the Limit of Liability specified in the Declarations. W. Term of Insurance 'Term of Insurance" as shown in the Declarations of this Policy shall mean from 12:01 A.M, to 12:01 A.M., Standard Time, as to each of said dates shown, at the place where the loss occurs. X. VacantL no cupied Premises Permission is given to cease operations and for the premises to be vacant or unoccupied without limit of time. Y. Valuation Unless otherwise endorsed hereon, adjustment of loss under this Policy shall be: 1. on stock in process, the value of raw materials and labor expended plus the proper proportion of overhead charges; 2. on finished goods manufactured by or for the Insured, the selling price at the location where the loss occurs; 3. on raw materials and supplies, the replacement cost; 4. Valuable papers, media and records: Ile cost to repair or replace the property with other of like kind and quality including the cost of gathering and/or assembling information; or, if not so replaced, actual cash value. 14 FEB-09-2000 10:34 210 351 3844 97% P.06 . FEB 09 2000 12:34 FR RISK MRNRGEMENT 210 351 3844 TO 87143741590 P.05i07 5. On property in transit, the cost to repair or replace including any shipping and freight charges which may have been accrued or become legally due since commencement of the shipment. 6. On all o covered by this Policy, the cost of Repair or, Rep acement (defined as the cost to re air or re lace the ama roe wit a uc ton for depreciation with materials of like kind, size, capactty an quality su ject to: a) Liability under these terms shall not exceed the smallest of the following: i) The cost to repair, rebuild or replace on the same site with material of like kind, size, and quality,whichever is smallest; ii) The cost to replace with unlike kind and quality having technological advances which are capable of performing the same functions as the replaced property. iii) The actual expenditure incurred in repairing, rebuilding or replacing on the same or another site but not to • exceed size that existed at time of loss, whichever is smallest. b) In the event of loss or damage to property which is not repaired, rebuilt or replaced within two years from the date of loss or damage, this'Company shall not be liable for more than the actual cash value (with proper deduction for depreciation) of the property destroyed. all to be computed as of the time and at the place of loss when with due diligence and dispatch rebuilding, repairing or replacement of the damaged or destroyed property could be effected. Z. Brands or Trade Mark In case of damage to property covered hereunder bearing a brand, trade mark, or label, which in any way carries or implies the guarantee or the responsibility of the manufacturer or Insured, the salvage value of such damaged property shall be determined after removal of such brands, trademarks or identifying characteristics. The cost of such removal shall be borne by this Company. 15 FEB-09-2000 10:34 210 351 3844 97% P.05 R A ROUTING C INITIATING DEPARTMENT: dministrative Services ITE:LICEN'S'EwA�G'R�EEM'E T WITH"PACIFIC BELL SUBJECT: � --,.� WfF 7ES,S=MURDY PARK 7 COUNCIL MEETING DATE: =Feb our ry 22;200 RCA ATTACHMENTS STATUS Ordinance (w/exhibits & legislative draft if applicable) Not Applicable Resolution (w/exhibits & legislative draft if applicable) Not Applicable Tract Map, Location Map and/or other Exhibits Not Applicable Contract/Agreement (w/exhibits if applicable) (Signed in full by the City Attorney) Attached Subleases, Third Party Agreements, etc. (Approved as to form by City Attorney) Not Applicable Certificates of Insurance (Approved by the City Attorney) Attached Financial Impact Statement (Unbudget, over $5,000) Not Applicable Bonds (If applicable) Not Applicable Staff Report (If applicable) Not Applicable Commission, Board or Committee Report (If applicable) Not Applicable Findings/Conditions for Approval and/or Denial Not Applicable EXPLANATION FOR-MISSING ATTACHMENTS ;REVIEWED. RETURNED FORWARDED Administrative Staff # ��A Pit Assistant City Administrator(Initial) City Administrator (Initial) y,_.�_ City Clerk EXPLANATION FOR RETURN OF ITEM: (Below • . For Only) RCA Author: Lamb,ext. 5445 • DO NOT RECORD Section 1.04 Rent/Consideration (a) Upon the Commencement Date, Licensee shall pay Licensor, as rent, the sum of one thousand five hundred dollars ($1,500) per month ("Rent"). The parties agree that this is a net Agreement intended to assure Licensor the Rent reserved on an absolute net basis. In addition to the Rent reserved above, Licensee shall pay to the parties entitled thereto all tas, assessments, insurance premiums, maintenance charges, and any oth r charges, costs and expenses which are attributable to Licensee's us6of the Premises or Licensee's Facilities. Rent shall be payable on thYndar rst day of each month, in advance, to Licensor at Licensor's address seth herein. If the Commencement Date is other than the first day of a cap month, Licensee shall pay on the first day of the Term, the prorated/Rent for the remainder of the calendar month in which the Term commences. Thereafter, Licensee shall pay a full month's Rent on the/first day of each calendar month, except that payment shall be prorated f any final fractional month of the Agreement. A late charge of ten percent (10%) shall be applied after any payment hereunder is due/but unpaid. In addition, one and a half percent (1 ''/z%) interest per month shall be added for each month payment hereunder is due but unpaid. (b) In lieu of payment of Rent for up to the first eighteen (18) months, Licensee shall replace and construct a fence/enclosure to Licensor's specifications around the ball park on which Licensee's Facilities are located. If the total cost of the construction of the fence improvements is less-than twenty seven thousand dollars/($27,000), Licensee will only be given Rent credit for that specific amount. Licensee shall submit copies to Licensor of all payments made regarding the construction of the fence improvements. Licensor will give/Licensee a further Rent credit using Licensee's final verified construction costs (such costs will only include contractor's equipment, labor, and materials) multiplied by ten percent (10%) or a maximum of two/thousand seven hundred ($2,700)which ever is less. Licensee's final verified construction costs plus the further Rent credit are herein after referred to as the "Total Rent Abatement." Rent abatement, as specified obove, shall commence immediately upon the Commencement Date continuing for a twelve (12) month period or as soon as final costs aroverified, at which time Licensor using Licensee's cost information shadll set the exact Total Rent Abatement amount. If the abated rent to date is more than the Total Rent Abatement, then Licensee shall pay the difference and shall begin rent payments. If the abated rent to date is less dan the Total Rent Abatement, then Licensor shall continue the rent abate/ent period until abated rent equals the Total Rent Abatement. .Prior to beginning any work, Licensee shall submit plans for constructi n of the fence to Licensor for its written approval. The final approval of the fence construction rests with Licensor and Licensee shall coor�_ aine t all fence replacement and construction work with Licensor's Pairtenance Supervisor. Licensor agrees to indemnify Licensee speciically for the work relating to the construction of the fence Page 3 of 18 02/02/00 g:/Fujii/99Agree/PacBell-Murdy Park License 7 /�