HomeMy WebLinkAboutDba Air Touch Cellular-SMSA Limited Partnership-Schedule of Leased Properties and Memorandum of Lease-Telecommunications Facilities on Public Property-Downtown Parking Structure 200 Main St 11/16/98 - 1998-11-16DOLbeje -FIR S
99
Council/Agency Meeting Held: 11�oOD•
,Df_rred/Continued to:
77 Approve ❑ Conditionally Approved ❑ Denied
D
Clerk's Signature
Council Meeting Date: November 16, 1998
Department ID Number: FD 98-019
CITY OF HUNTINGTON BEACH
REQUEST FOR COUNCIL ACTION
SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
SUBMITTED BY: RAY SILVER, City Administrator R4P
PREPARED BY: MICHAEL P. DOLDER, Fire Chi f
SUBJECT: APPROVE SCHEDULE OF LEASED PROPERTY AND
MEMORANDUM OF LEASE BETWEEN CITY OF HUNTINGTON
BEACH AND LOS ANGELES SMSA LIMITED PARTNERSHIP
(d.b.a. "AirTouch Cellular") FOR INSTALLATION OF
TELECOMMUNICATIONS FACILITIES ON PUBLIC PROPERTY
II Statement of Issue, Funding Source, Recommended Action, Alternative Actlon(s), Analysis, Environmental Status, Attachment(sj
Statement of Issue:
Should Council approve the Schedule of Leased Property and the Memorandum of Lease
with Los Angeles SMSA Limited Partnership (doing business as "AirTouch Cellular") for the
installation and maintenance of telecommunications facilities at the City Downtown Parking
Structure, 200 Main Street. Further, should Council authorize the Fire Chief and City Clerk to
execute these lease agreements for the City, once executed by AirTouch?
Funding -Source: Under the lease terms, AirTouch Cellular assumes all responsibility for
any costs associated with the installation, maintenance, and liability of their
telecommunications facilities. Each site leased on City property generates $15,000 a year in
revenue to the City. In addition, for this installation, AirTouch is reimbursing the City the
current daily 24-hour parking rate for two parking spaces that their equipment will occupy on
a semi -permanent basis. At today's rate, the annual compensation to the City is $3,650.
Recommended Action: Motion to:
1) Approve the Schedule of Leased Property and the Memorandum of Lease with SMSA
(AirTouch Cellular) for telecommunications facilities at the City Downtown Parking
Structure, 200 Main Street, as presented in the attached documents.
2) Delegate authority to the Fire Chief and City Clerk to execute these agreements and
any other documents necessary to implement the Schedule of Leased Property and the
Memorandum of Lease for City Downtown Parking Structure, 200 Main Street, upon
City Attorney approval as to form of said agreements or documents, and upon
execution by AirTouch.-
' �
,*-
QUEST FOR COUNCIL ACR
MEETING DATE: November 16, 1998 DEPARTMENT ID NUMBER: FD 98-019
Alternative Action(s):
1) Do not approve the Schedule of Leased Property (Attachment 1) or the Memorandum of
Lease Agreement (Attachment 2).
2) Direct staff -to revise the lease agreements and reconsider at a future date.
Analysis: On August 17, 1998, Council approved and executed a Master Site Lease
Agreement between the City of Huntington Beach and Los Angeles SMSA Limited
Partnership ("AirTouch Cellular") for the installation of communications facilities on City
property. The Master Site Lease Agreement requires that all conditions, development
approvals, and building permits are completed or issued prior to site development. Future
lease sites for the same vendor can be added through the attachment of a Schedule of
Leased Property, which would include the appropriate site descriptions and development
conditions.
Los Angeles SMSA Limited Partnership ("AirTouch Cellular") is seeking a site at the City's
Downtown Parking Structure at 200 Main Street. Specifics for this site lease are identified
in the Schedule Of Leased Property (Attachment 1). A specific site plan has already been
reviewed and approved by the Planning Commission and the Design Review Board.
Before and After computer generated pictures of the rooftop installation are shown in
Attachment 4. Color copies of these photographs will be posted in the Council Chambers.
This proposal allows the vendor to occupy two parking spaces on the rooftop on a semi-
permanent basis, while compensating the City for the full-time use of those spaces. In
addition, the vendor will, at the City's direction, modify storage areas on the third level of
the parking structure, to free up two additional parking spaces. The net loss of parking
spaces is zero, and the City is being reimbursed for the two newly created spaces being
occupied by the vendor.
A part of the cell site installation involves the placement of antennas on the elevator
structure and running cables to the antennas from the adjacent equipment facility.
Because the elevator structure is a part of the common area, there is a separate Site
License agreement between Main Street Promenade, Inc., and SMSA (AirTouch) for that
portion of the lease. A copy of this Site Lease agreement is shown in Attachment 3 for
your reference.
Environmental Status: None.
Attachmentfs):(Ilsted on next page)
RCA FO 98 019 Air`rouch.doc -2- 11/12/98 8:41 AM
QUEST FOR COUNCIL AC'PN
MEETING DATE: November 16, 1998 DEPARTMENT 1D NUMBER: FD 98-019
Attachmentfsl:
1 Schedule of Leased Property for City Downtown Parking Structure,
200 Main Street.
2 Memorandum of Lease Agreement for City Downtown Parking
Structure, 200 Main Street.
3 Site License Agreement between Main Street Promenade, Inc. and
AirTouch Cellular.
4 Before and After 0otoora0s. of rooftop installation.
RCA Author: Keith, ext. 5235
RCA FD 98 019 AirTouch.doc .3- 11/12198 8:41 AM
4
CITY OF HUNTINGTON BEACH
2000 MAIN STREET
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
MY CLERK
CALIFORNIA 92648
LETTER OF TRANSMITTAL OF ITEM APPROVED BY THE CITY COUNCIL/
REDEVELOPMENT AGENCY OF THE CITY OF HU TINGTO` BEACH
DATE: !TI
TO: / / //SDIJ / / I sat! C�c17xo LZ?ATTENTION: ?7�//% /rlCxJ
Name
4,54 7 21�±) f/ocR J . DEPARTMENT:
Sweet
REGARDVYG: � aka 22Z2� Qf"
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.
Re Ics:
.ca OFAeee
z ie49Ye d/= �Lt° e, Jae • A1,3•
Connie Brockway
City Clerk
Attachments: Action Agenda Page
Agreement
Bonds
Insurance
RCA
Deed
Other
CC: Zolde-
Name,�le
A eI-i/1
Department
!.'BE Y
RCA
Agren^.c^
Insurance other
Numy,o/d
D art ent
RC
Agreement
Insurance Other
Name
Dep ent
RCA
Agreement
insurance Other
Name
Department
RCA
Agreement
Insurance Other
Risl: Management Dept. Insurance
GTollowup/coverltr
Received by Name - Company Name - Date
(Telephone: 714.536-5227 )
Recorded in the Count Orange, California
Gary L. Granville, Clerk/Recorder
III;1I 1 Ii'il II��I Ill ��t��i,!�� ���fi;���t �Ilii ��tt� t�ii!��� No Fee
19990339509 1:23pm 05/10/99
005 5146843 05 44
M11 13 6.00 36.00 0.00 0.00 0.00 39.00
RECORDING REQUESTfk %ND
WHEN RECORDED, RE?' '.
CONNIE BROCKWAY CITY CLERK
CITY OF HUNTINGTON BEACH
h,,tp:/IwNw.cl.hunti.,igton-beach.ca.us
P 0 136)190 - 2000 MAIN STREE-r
HUNTINGTON BEACH CA 92648
4
(Re; Huntington Beach/Surf City)
CITY OF HUNTINGTON BEACH,
a municipal corporation
MEMORANDUM OF LEASE
THIS MEMORANDUM OF LEASE ("Memorandum") is executed as of November 16,
1998, by and between CITY OF HUNTINGTON BEACH, A MUNICIPAL CORPORATION
("Lessor") and LOS ANGELES SMSA LIMITED PARTNERSHIP, A CALIFORNIA LIMITED
PARTNERSHIP ("Lessee").
RECITALS
WHEREAS, Lessor and Lessee have executed that certain Master Communications Site
Lease Agreement ("Lease") dated as of August 3, 1998, and Schedule No. 2 pursuant to that
Lease, covering certain premises ("Premises") situated on certain real property located in the City
of Huntington Beach, County of Orange, State of California, and more particularly described in
Exhibit "A" attached hereto and incorporated herein by this reference; and
WHEREAS, Lessor and Lessee desire to record notice of the Lease covered by such
Schedule, in the Official Records of Orange County, California;
NOW, THEREFORE, in consideration of the foregoing, Lessor and Lessee hereby declare
as follows.
1. Demise. Lessor has leased the Premises to Lessee (together with access
rights), and Lessee has hired the Premises from Lessor, subject to the terms, covenants and
conditions contained in the Lease. .
2. Expiration Date.,§` '.",;The term of the Lease ("Term") is scheduled to commence_
as provided for in Schedule:No: 2'"and-shkil expire five (5) years thereafter, subject to certain
options to extend the Terni.pursuantsto".:the'Lease.
y
This dOC
BYceMpttQ0VenmenVA.9..r,•r
wment is solely csr tah�de i Oficial businessaf the CityCITYF HVNriNd-fb!S-Ow ei Huntington Beach. a eto-
Ieru► City Clerk r�-- C=Plated endelams _
Sec. 6103 and should be recorded
SF1-99-Agree-.Schd-#7 eputy City clera free of charge.
3. Lease Controlling. This Memorandum is solely for the purpose of giving
constructive notice of the Lease.- In the event of conflict between the terms of the Lease and this
Memorandum, the terms of the Lease shall control.
IN WITNESS WHEREOF, Lessor and Lessee have executed this Memorandum of Lease
as of the date and year first written above.
APPROVED AS TO FORM:
City Attornly
LESSOR
CITY OF HUNTINGTON BEACH
A MUNICIPAL CORPORATION
I Ly,
By)4/kd�j-A
Name: -
L
Title: f i g F, C H I £, F
ATTEST:
` c�wGu-
City Clerk - rab -;7T
LESSEE
LOS ANGELES SMSA LI IITED
PARTNERSHIP, A CALIFORNIA
LIMITED PARTNERSHIP
By: AirTouch Cellular, a California
Corporation, its general Partner
Jeff Chessher,
Vice President, Network
Department - Los Angeles
Market
By: 'k.et' .
'Hal-Ereokes; Steven .1I. Wilson
Assistant Secretary
SFl-99-Agree:Schd-47
RLS 97-997
STATE OF CALIFORNIA }
COUNTY OF Or v
On z F before me, HJ 6 personally
�� appeared .vb txo - J. Sa- e,✓ personally known to me ( r proved to me on t e basis of
satisfactory evidence) to bet the person(s) whose names(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or the entity
upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal..
Signature: &--� _
MAW Y. H01. AMD
cMMftdM r tvtqM
OMW CMIW r
W Comm. EiVms DW 13. 9M
SF/-99-AS=:Schd-47
RLS 97-997
STATE OF CALIFORNIA )
COUNTY OF 6rc Z )
On }' •g9 , before me, Ma to ! No
personally appeared N • LQ !.s ni , personally knokvn to be
(or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
• in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signature: Or J
D
t:e'.1
MY
SF/a& t Acwc/Mstrcam2 -10 IN
STATE OF C IFORIVIA )
COUNTY OF
On Z(o before me, 1J
personally ap ared „ M1�...c hat.P P. T>atd, .+ t 4xr-a sonally kn to be
(or proved to me on the basis of satisfactory evidence) to be the person&whose name(D isles
subscribed to the within instrument and acknowledged to me that a executed the same
in lie a authorized capacity es , and that b e' signatur on the instrument
the perso, or the entity upon behalf of which the person(Q) acted, executed the instrument.
WITNESS ray hand and official seal.
sF188WAease/Mst=m2 - 10n198
EXHIBIT A
LEGAL DESCRIPTION OF LESSOR'S PROPERTY
SITE LEGAL DESCRIPTION (TAKEN FROM VENDOR'S SITE PLAN)
ALL THAT CERTAIN LAND SITUATED IN THE STATE OF CALIFORNIA,
COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, DESCRIBED AS
FOLLOWS:
PARCELI:
UNIT A, AS SHOWN ON THE CONDOMINIUM PLAN (THE "PLAN')
RECORDED APRIL 10, 1991, AS INSTRUMENT NO.91-168227 OF OFFICIAL
RECORDS OF ORANGE COUNTY, CALIFORNIA.
PARCEL 2:
AN UNDIVIDED FIFTY PERCENT (50%) INTEREST IN AND TO THAT
PORTION OF LOT 1 OF TRACT NO. 14133, AS SHOWN ON A MAP FILED IN
BOOK 674, PAGES 46,47 AND 48 OF MISCELLANEOUS MAPS, RECORDS OF
ORANGE COUNTY, CALIFORNIA, DEFINED AS "COMMON AREA" IN THE
PLAN AND IN THE DECLARATION OF COVENANTS, CONDITIONS AND.
RESTRICTIONS FOR MAIN PIER PARKING FACILITY ("CC&R'S'� RECORDED
APRIL 10,1991, AS INSTRUMENT NO.91-168228 OF OFFICIAL RECORDS OF
ORANGE COUNTY, CALIFORNIA.
SF/agm0mciW tmom2.10n198
SCHEDULE OF LEASED PROPERTY
This Schedule Number 2, effective November 16, 1998, is governed by the terms and conditions of the
Master Communications Site Lease Agreement entered into between LOS ANGELES SMSA
LIMITED PARTNERSHIP, a California limited partnership ("Lessee"), and CITY OF
HUNTINGTON BEACH, a municipal corporation ("Lessor"), on August 3, 1998, and is incorporated
herein by this reference (hereinafter referred to as the "Master Lease").
The Premises leased to Lessee under this Schedule are commonly known as the City of Huntington
Beach Downtown Parking Structure located at 200 Main Street, Huntington Beach, California 92648,
and are more specifically described in Exhibit A.
In addition to the terms and conditions of the Master Lease, Lessee shall perform the following in
connection with this Schedule Number 2:
A. In addition to the consideration payable to the Lessor pursuant to the Master
Lease, Lessee shall pay Lessor the standard daily rate charged to the general public for two (2)
parking spaces in the Parking Structure, payable monthly based upon a thirty -and -one -half -day
(30.5) month. Said amount shall be paid at the same time and pursuant to the same terms and
conditions as the rental consideration due under the Master Lease. (Lessee shall pay the daily
rate, not the monthly or yearly rate.)
B. Prior to installing a rooftop antenna, as depicted in Exhibit B, Sheets 1 and 2,
attached hereto, Lessee shall restore Storage Area B to parking spaces and expand Storage Area
A from the equivalent of two (2) spaces to three (3) spaces, as depicted in Exhibit B, Sheet 3,
attached hereto.
All other terns and conditions of the Master Lease shall remain the same.
LESSOR
CITY OF HUNTINGTON BEACH
a municipal corpo ation
ATTEST:
City Clerk
By: �- _
Name: Tefzr Gre e n
Mayor
Date: �4 } i 319 4
APPROVED"AS TO FORI-1:
Cit At•.t:.orne
LESSEE
LOS ANGELES SMSA LIMITED
PARTNERSHIP, A CALIFORNIA
LIMITED PARTNERSHIP
By: AirTouch Cellular, a California
Corporation, its general partner
Name: QV
Title:
Date: !� •��
Name:
Title: ;r-A r r St G.rt
Date: / 9y
S F-98 Agree: SMS Apark
RLS 98-
11/12/98 - #2
•
L
EXHIBIT A
EXHIBIT A
LEGAL DESCRIPTION OF LESSOR'S PROPERTY
SITE LEGAL DESCRIPTION (TAKEN FROM VENDOR'S SITE PLAN)
ALL THAT CERTAIN LAND SITUATED IN THE STATE OF CALIFORNIA,
COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, DESCRIBED AS
FOLLOWS:
PARCELI:
UNIT A, AS SHOWN ON THE CONDOMINIUM PLAN (THE "PLAN")
RECORDED APRIL 10, 1991, AS INSTRUMENT NO. 91-168227 OF OFFICIAL
RECORDS OF ORANGE COUNTY, CALIFORNIA.
PARCEL 2:
AN UNDIVIDED FIFTY PERCENT'(50%) INTEREST IN AND TO THAT
PORTION OF LOT 1 OF TRACT NO. 14133, AS SHOWN ON A MAP FILED IN
BOOK 674, PAGES 46,47 AND 48 OF MISCELLANEOUS MAPS, RECORDS OF
ORANGE COUNTY, CALIFORNIA, DEFINED AS "COMMON AREA" IN THE
PLAN AND IN THE DECLARATION OF COVENANTS, CONDITIONS AND
RESTRICTIONS FOR MAIN PIER PARKING FACILITY ("CC&R'S") RECORDED
APRIL 10, 1991, AS INSTRUMENT NO. 91-168228 OF OFFICIAL RECORDS OF
ORANGE COUNTY, CALIFORNIA.
SFingreeAease/Mstrcom2 - I0n198
EXHIBIT B
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Office o_f tie_ Cites Clergy
tir:- ..
City of Huntington Beach
P. O. Box 190 - 2000 Main Street
Huntington Beach, California 92648
Connie Brockway, CM("
City Clerk
Telephone: (714) 536-5404
Fax: (714) 374-1557
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FAB
HUNTINGTON BEACH
City of Huntington Beach
P. O. Box 190 - 2000 Main Street
Huntington Beach, California 92648
From the desk of Janelle Case
Deputy City Clerk
Telephone: (714) 536-5260
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From the desk of-
City of Huntington Beach
P. O. Box 190 - 2000 Main Street
Huntington Beach, California 92648
Janelle Case
Deputy City Clerk
Telephone: (714) 536-5260
Fax: (714) 374-1557
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SCHEDULE OF LEASED PROPERTY
This chedule Number 2, effective November 16, 1998, is governed by the terms and conditions of the
Maste Communications Site Lease Agreement entered into between LOS ANGELES SMSA
LIMIT PARTNERSHIP, a California limited partnership ("Lessee"), and CITY OF
HUNTIN ON BEACH, a municipal corporation ("Lessor"), on August 3, 1998, and is incorporated
herein by this eference (hereinafter referred to as the "Master Lease").
The Premises leas to Lessee under this Schedule are commonly known as the City of Huntington
Beach Downtown Pa ing Structure located at 200 Main Street, Huntington Beach, California 92648,
and are more specifical described in Exhibit A.
In addition to the terms and nditions of the Master Lease, Lessee shall perform the following in
connection with this Schedule `umber 2:
A. In addition t the consideration payable to the Lessor pursuant to the Master
Lease, Lessee shall pay Le so
the standard daily rare charged to the general public for two (2)
parking spaces in the Parking St cture, payable monthly based upon a thirty -and -one -half -day
(30.5) month. Said amount shall b paid at the same time and pursuant to the same terms and
conditions as the rental consideratiomdue under the Master Lease. (Lessee shall pay the daily
rate, not the monthly or yearly rate.)
B. Prior to installing a rooftop antenna, as depicted in Exhibit B, Sheets 1 and 2,
attached hereto, Lessee shall restore Storage - ea B to parking spaces and expand Storage Area
A from the equivalent of two (2) spaces to three 3) spaces, as depicted in Exhibit B, Sheet 3,
attached hereto.
All other terms and conditions of the Master Lease shall
LESSOR
CITY OF HUNTINGTON BEACH
a municipal corporation
Name:
Date:
ain the same.
L SEE
LOS GELES SMSA LI IITED
PAR RSHIP, A CALIFORNIA
LIMITE PARTNERSHIP
By: AirTouc Cellular, a California
Corporati , its general partner
Name:
Title:
Date:
Name:
Title:
Date: !
S F-98 Agre r: S 61 S Apark
RLS 98-
11/12%98 • .42
0 , 0
EXHIBIT A
EXHIBIT A
LEGAL DESCRIPTION OF LESSOR'S PROPERTY
SITE LEGAL DESCRIPTION (TAKEN FROM VENDOR'S SITE PLAN)
ALL THAT CERTAIN LAND SITUATED IN THE STATE OF CALIFORNIA,
COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, DESCRIBED AS
FOLLOWS:
PARCELI:
UNIT A, AS SHOWN ON THE CO\rDOMINIUM PLAN (THE "PLAN")
RECORDED APRIL 10, 1991, AS INSTRUh1ENTNO. 91-168227 OF OFFICIAL
RECORDS OF ORANGE COUNTY, CALIFORNIA.
PARCEL 2:
AN UNDIVIDED FIFTY PERCENT (50%) INTEREST IN AND TO THAT
PORTION OF LOT 1 OF TRACT NO. 14133, AS SHOWN ON A MAP FILED rnT
BOOK 674, PAGES 46,47 AND 48 OF MISCELLANEOUS MAPS, RECORDS OF
ORANGE COUNTY, CALIFORNIA, DEFrNED AS "COMMON AREA" IN THE
PLAN AND Ni THE DECLARATiON OF COVENANTS, CONDITIONS AND
RESTRICTIONS FOR MAIN PIER PARKING FACILITY ("CC&R'S") RECORDED
APRIL 10, 1991, AS INSTRUMENT NO.91-168228 OF OFFICIAL RECORDS OF
ORANGE COUNTY, CALIFORNIA.
SF/agrcccAcasdMstrcom2-10/7198
EXHIBIT B
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SCHEDULE OF LEASED PROPERTY
This Schedule Number 2, effective November 16, 1998, is governed by the terms and conditions of the
Master Communications Site Lease Agreement entered into between LOS ANGELES SMSA
LIMITED PARTNERSHIP, a California limited partnership ("Lessee"), and CITY OF
H[JNTINGTON BEACH, a municipal corporation ("Lessor"), on August 3, 1998, and is incorporated
herein by this reference (hereinafter referred to as the "Master Lease").
The Premises leased to Lessee under this Schedule are commonly known as the City of Huntington
Beach Downtown Parking Structure located at 200 Main Street, Huntington Beach, California 92648,
and are more specifically described in Exhibit A.
In addition to the terms and conditions of the Master Lease, Lessee shall perform the following in
connection with this Schedule Number 2.-
A. In addition to the consideration payable to the Lessor pursuant to the Master
Lease, Lessee shall pay Lessor the standard daily rate charged to the general public for two (2)
parking spaces in the Parking Structure, payable monthly based upon a thirty -and -one -half -day
(30.5) month. Said amount shall be paid at the same time and pursuant to the same terms and
conditions as the rental consideration due under the Master Lease. (Lessee shall pay the daily
rate, not the monthly or yearly rate.)
B. Prior to installing a rooftop antenna, as depicted in Exhibit B, Sheets 1 and 2,
attached hereto, Lessee shall restore Storage Area B to parking spaces and expand Storage Area
A from the equivalent of two (2) spaces to three (3) spaces, as depicted in Exhibit B, Sheet 3,
attached hereto.
All other terms and conditions of the Master Lease shall remain the same.
LESSOR
CITY OF HUNTINGTON BEACH
a municipal corporation
By:
Name:
Date:
SF-98Agree: SMSApark
RLS 98-
1/12198 .;;2
LESSEE
LOS ANGELES SMSA LMTED
PARTNERSHIP, A CALIFORNIA
LIMITED PARTNERSHIP
By: AirTouch Cellular, a California
Corporation, its generalpartner
Name: -a ! Sa-a
Title: D vrre.r-c„r . N CA-uad,
Date: /A •AS $
Name -
Title: r Y 5-e v �4T
Date: /
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hvb% G1 9271349707 (714YM-7PW
64L'.
CITY OF HUNTINGTON BEACH
2000 MAIN STREET
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CITY CLERK
April 14, 1999
Gary L. Granville, County Clerk -Recorder
P. O. Box 238
Santa Ana, CA 92702
CALIFORNIA 92648
Enclosed please find a Memorandum of Lease between the City of Huntington Beach
and Los Angeles SMSA Limited Partnership, A California Limited Partnership to be
recorded and returned to the City of Huntington Beach, Office of the City Clerk, 2000
Main Street, Huntington Beach, CA 92648.
Please return a conformed copy of the Memorandum of Lease when recorded and return
to this office in the enclosed self-addressed stamped envelope.
Connie Brockway, CIVIC
City Clerk
Enclosures
G:lfollokwpldeeditr:Memorandum of Lease SMSA
1 Telephone: 714.536.5227 )
RETURN ADDRESS: DATE FED i 3y
Regretfully your unrecorded Sr' C �� naming
together with your remittance of $ _�. �`' ,k. No.
is being returned as your document is deficient in the area(s) indicated below:
(1) The recorder can find no provision in the law authorizing the recording of the enclosed
document(s)./ -
(2) Recording cannot be performed in this county. Please forward your document to : �-
County Recorder. -/
(3) For proper indexing:
a. Et al" is not acceptable; all parties must be named.
b. The name of the company, corporation or partnership must be at the signature
point.
c. The trustee of a trust must be identified as such.
d. The names in the caption, execution and notary acknowledgment must match.
e. The caption of the document and signature point need to identify who the
custodian/agent represents
(4) The Documentary Transfer Tax declaration must be completed to show either the amount of tax
due or an acceptable reason for exemption. (See enclosed bulletin.) If there is "No
consideration," document must so state.
(5) The city where the property is located or "unincorporated area," is required on the deed and the
tax declaration must indicate how the tax was computed.
(6) The preliminary change of ownership report is required. Please complete or correct the areas
marked in red.
_ (7) The notary acknowledgment is incomplete (please see red mark) or is on an outdated form. A
"General Acknowledgment" form is required. (See enclosed sample.)
(8) The notary seal is illegible. You may have the notary restamp the document clearly or you may
complete the enclosed certification under the penalty of perjury. Adding the "Penalty of Perjury"
statement will increase the fee by $
(9) Portion(s) of the document are illegible (please see red mark). You may execute and submit a
new original, or complete the enclosed certification under penalty of perjury. Adding the
"Penalty of Perjury" statement will increase the fee by $
(10) The legal description/exhibit has been omitted. All exhibits must be referenced in the body of
the document and appropriately labeled.
(11) Recording reference (date and document number or book and page) of the prior recorded
document is incorrect or was omitted.
(12) Abstracts of judgment must contain the address of the judgment creditor(s), the address of the
judgment debtor(s) and the address at which the summons was served or mailed.
(13) Pursuant to Government Code sections 27288.1 and 27201, all parties whose interest is
affected must be named and identified (i.e. owner etc.).
_ (14) To properly perfect a security interest, this UCC-1 must be filed with the Secretary of State,
Uniform Commercial Code Division, P.O. Box 1738, Sacramento, CA 95808, unless it is a
"fixture filing" pursuant to UCC section 9313. Any Financing Statement covering fixtures must
include a statement that it is a fixture filing to be recorded in the real estate records, a
description of real property in Orange COUnty and, if the debtor does not own the real property,
the narne of the o��rnt
(15) We have received your check without a document or letter of instruction. We are unable to
determine the intent of the fees.
(16) The correct fee is $ . If an attachment is added to the
document, the fee will increase 44stated on the attached fee schedule,
(17) OTHEgtftR V >
THANK YOU FOR YOUR COOP ERATION';J-C [ Cf. \�- U r'Z � JX-V'G_ C �I (aic
GARY L. GRANVILLE, COUNTY CLERK -RECORDER Please return to:
_ ram,,,,
BY ����� —� Clerk -Recorder
,
-- ---- P.O. Box 238
i
RECORDING REQUESTED BY...AND
WHEN RECORDED, RETURN' .. ' :
CONNIE BROCKWAY CITY CLERK
CITY OF HUNTINGTON BEACH
h1.*p:I1vww.ci huntington-beach.ca.us
P 0 BOX 190 - 2000 MAIN STREE'r
HUNTINGTON BEACH CA 92548
v/ a
(Re: Huntington Beach/Surf City)
CITY OF HUNTINGTON BEACH,
a municipal corporation
MEMORANDUM OF LEASE
THIS MEMORANDUM OF LEASE ("Memorandum") is executed as of November 16,
1998, by and between CITY OF HUNTINGTON BEACH, A MUNICIPAL CORPORATION
("Lesson') and LOS ANGELES SMSA LIMITED PARTNERSHIP, A CALIFORNIA LIMITED
PARTNERSHIP ("Lessee").
RECITALS
WHEREAS, Lessor and Lessee have executed that certain Master Communications Site
Lease Agreement ("Lease") dated as of August 3, 1998, and Schedule No. 2 pursuant to that Y`
Lease, covering certain premises ("Premises") situated on certain real property located in the City '
of Huntington Beach, County of Orange, State of California, and more particularly described in
Exhibit "A' attached hereto and incorporated herein by this reference; and
WHEREAS, Lessor and Lessee desire to record notice of the Lease covered by such
Schedule, in the Official Records of Orange County, California;
NOW, THEREFORE, in consideration of the foregoing, Lessor and Lessee hereby declare
as follows:
1. Demise. Lessor has leased the Premises to Lessee (together with access
rights), and Lessee has hired the Premises from Lessor, subject to the terms, covenants and
conditions contained in the Lease.
2. Expiration Date. The term of the Lease {"Term") is scheduled to commence
as provided for in Schedule No. 2 and shall expire five (5) years thereafter, subject to certain
options to extend the Term pursuant to the Lease.
. , .-C--- --�-r,.-n-'"r'-� This document is sc)i91y for the
-
=ity CierK
BY: Sec
f, free Of C1 P-rgs.
cr�_oo_no...•C�hr1�i7 -- ___ __�Ury/ {t1! 4 6C�eC
•
•
3. Lease Controlling. This Memorandum is solely for the purpose of giving
constructive notice of the Lease. In the event of conflict between the terms of the Lease and this
Memorandum, the terms of the Lease shall control.
IN WITNESS WHEREOF, Lessor and Lessee have executed this Memorandum of Lease
as of the date and year first written above.
APPROVED AS TO FORM:
City Attorny
IJ�J
qq
LESSOR
CITY OF HUNTINGTON BEACH
A MUNICIPAL CORPORATION
By: 1
Name:[
Title: Fig C H i-
ATTEST:
City Clerk
ti
LESSEE
LOS ANGELES SMSA LIMITED
PARTNERSHIP, A CALIFORNIA
LIMITED PARTNERSHIP
By: AirTouch Cellular, a California
Corporation, its general Partner
Jeff Chessher, )
Vice President, Network
Department -Los Angeles
Market
By: —4-
-Hal-Ereokeg; Steven N. Wilson
Assistant Secretary
SFl-99-Agrec: Schd-#7
RLS 97-997
STATE OF CALIFORNIA )
COUNTY OF
On �r_G w �� oy before me, a ju.l-,�/JaJ, bokc*.,, personally
appeared I.3c.v bares.- J. Saa e.✓ personally known to me (br proved to me on the basis of
satisfactory evidence) to bet the person(s) whose names(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or the entity
upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal..
Signature:
MAR AIL hto11AM
Caffo ssfon / 111BM
'o Notary PLtk—CaA Wft
om nm CCU*
Arty Comm. E)#ras Doc IIL So
SF/.99-Agrce:Schd-#7
— o n7 nn-r
STATE OF CALIFORNIA }
COUNTY OF 6r
On / • V . 99 , before me, Ma M , /-Jo ( M 1�161.
personally appeared �Jzr N • GU ; r� �►-� personally kno to be
(or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signature: _ 47 ,,�
D
MARY ki, HOLI.AND
s c m1Tl1szan / I I I GM
NCIEry Pub,?:,- — Cal"Orrda
C ^ CCU*
C- ')`er is,
sFla&meAeasc1Mstrcom2 - l on19a
0.- .0 j..—
STATE OF CALIFORNIA )
COUNTY OF c .
personally ap*ared K T>af-eea-r f Ga'wn-e.(tYbz&,7etsonally kn?YWn to be
(or proved to me on the basis of satisfactory evidence) to be the person&whose nam.4 W4ff)
subscribed to the within instrument and acknowledged to me that helshekoexecutcd the same
in hia4w a authorized capacity es , and that b e' signatur on the instrument
the person, or the entity upon behalf of which the personM acted, executed the instrument.
sFl%me/leasdMWrom2 - 1017/98
EXHIBIT A
LEGAL DESCRIPTION OF LESSOR'S PROPERTY
SITE LEGAL DESCRIPTION (TAKEN FROM VENDOR'S SITE PLAN)
ALL THAT CERTAIN LAND SITUATED IN THE STATE OF CALIFORNIA,
COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, DESCRIBED AS
FOLLOWS:
PARCELI:
UNIT A, AS SHOWN ON THE CONDOMINIUM PLAN (THE "PLAN")
RECORDED APRIL 10, 1991, AS INSTRUMENT NO.91-168227 OF OFFICIAL
RECORDS OF ORANGE COUNTY, CALIFORNIA.
PARCEL 2:
AN UNDIVIDED FIFTY PERCENT (509/o) INTEREST IN AND TO THAT
PORTION OF LOT 1 OF TRACT NO. 14133, AS SHOWN ON A MAP FILED IN
BOOK 674, PAGES 46,47 AND 48 OF MISCELLANEOUS MAPS, RECORDS OF
ORANGE COUNTY, CALIFORNIA, DEFINED AS "COMMON AREA" IN THE
PLAN AND IN THE DECLARATION OF COVENANTS, CONDITIONS AND.
RESTRICTIONS FOR MAIN PIER PARKING FACILITY ("CC&R'S") RECORDED
APRIL 10, 1991, AS INSTRUMENT NO.91-168228 OF OFFICIAL RECORDS OF
ORANGE COUNTY, CALIFORNIA.
SF/gmcAcasdNbtrcona-10n198
C.
SCHEDULE OF LEASED PROPERTY
This Schedule Number 2, effective November 16, 1998, is governed by the terms and conditions of the
Master Communications Site Lease Agreement entered into between LOS ANGELES SMSA
LIMITED PARTNERSHIP, a California limited partnership ("Lessee"), and CITY OF
HUNTINGTON BEACH, a municipal corporation ("Lessor"), on August 3, 1998, and is incorporated
herein by this reference (hereinafter referred to as the "Master Lease").
The Premises leased to Lessee under this Schedule are commonly known as the City of Huntington
Beach Downtown Parking Structure located at 200 Main Street, Huntington Beach, California 92648,
and are more specifically described in Exhibit A.
In addition to the terms and conditions of the Master Lease, Lessee shall perform the following in
connection with this Schedule Number 2:
A. In addition to the consideration payable to the Lessor pursuant to the Master
Lease, Lessee shall pay Lessor the standard daily rate charged to the general public for two (2)
parking spaces in the Parking Structure, payable monthly based upon a thirty -and -one -half -day
(30.5) month. Said amount shall be paid at the same time and pursuant to the same terms and
conditions as the rental consideration due under the Master Lease. (Lessee shall pay the daily
rate, not the monthly or yearly rate.)
B. Prior to installing a rooftop antenna, as depicted in Exhibit B, Sheets i and 2,
attached hereto, Lessee shall restore -Storage Area B to parking spaces and expand Storage Area
A from the equivalent of two (2) spaces to three (3) spaces, as depicted in Exhibit B, Sheet 3,
attached hereto.
All other terms and conditions of the Master Lease shall remain the same.
LESSOR
CITY OF HUNTINGTON BEACH
a municipal corpo ation
c�
ATTEST:
By. : CityClerk -----
Name: Tefe.rr Gre e.n
Mayor
Date: L} 13 1 9 ?
APPROVED AS TO F OR14:
clt Attorney rl/
6c
q[jjq
LESSEE
LOS ANGELES SMSA LIMITED
PARTNERSHIP, A CALIFORNIA
LIMITED PARTNERSHIP
By: AirTouch Cellular, a California
Corporation, its general partner
Name: Q/,C�d
Title: �)xrrez,,Mr-, Ne-`paori�1=
Date: /,A •.ft$ a
Name: -
Title: GC►sue 1' St c..-t
Date: /
SF-98Agree:SMSApark
RLS 98-
11/12/98 - k2
EXHIBIT A
L_J
•
EXHIBIT A
LEGAL DESCRIPTION OF LESSOR'S PROPERTY
SITE LEGAL DESCRIPTION (TAKEN FROM VENDOR'S SITE PLAN)
ALL THAT CERTAEN LAND SITUATED IN THE STATE OF CALIFORNIA,
COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, DESCRIBED AS
FOLLOWS:
PARCEL I:
UNIT A, AS SHOWN ON THE CONDOMINIUM PLAN (THE "PLAN")
RECORDED APRIL 10, 1991, AS INSTRUMENT NO. 91-168227 OF OFFICIAL
RECORDS OF ORANGE COUNTY, CALIFORNIA.
PARCEL 2:
AN UNDIVIDED FIFTY PERCENT (50%) INTEREST IN AND TO THAT
PORTION OF LOT I OF TRACT NO. 14133, AS SHOWN ON A MAP FILED IN
BOOK 674, PAGES 46,47 AND 48 OF MISCELLANEOUS MAPS, RECORDS OF
ORANGE COUNTY, CALIFORNIA, DEFINED AS "COMMON AREA" IN THE
PLAN AND IN THE DECLARATION OF COVENANTS, CONDITIONS AND.
RESTRICTIONS FOR MAIN PIER PARKING FACILITY ("CC&R'S") RECORDED
APRIL 10, 1991, AS INSTRUMENT NO.91-168228 OF OFFICIAL RECORDS OF
ORANGE COUNTY, CALIFORNIA.
SF/agreellease/Mstrcom2-10/7198
1�
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rw;l, G 9t717-a701'. ._"n;niRaoD7 _I�hg , , . ,• ?;�'. R1.... . -.,. •_,'i:.•. �:;
CITY OF HUNTINGTON BEACH
'1 2000 MAIN STREET CALIFORNIA 92648
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CITY CLERK
January 29, 1999
Gary L. Granville, County Clerk -Recorder
P. O. Box 238
Santa Ana, CA 92702
Enclosed please find a Memorandum of Lease between the City of Huntington Beach d
Los Angeles SMSA Limited partnership, A California Limited Partnership to be recorded
and returned to the City of Huntington Beach, Office of the City Clerk, 2000 Main Street,
Huntington Beach, CA 92648.
Please return a conformed copy of the Memorandum of Lease when recorded and return
to this office in th� enclosed self-addressed stamped envelope.
Connie Brockway, CIVIC
City Clerk
Enclosures
g:Ifollowupldeeditr:Memorandum of Lease Downtown Parking Structure
(Telephone: 714.536.5227 )
i�
P-J
RECORDING REQUESTED BY, AND
WB EN RECORDED, RETURN TO:
CONNIE BROCKWAY CITY CLERK
CITY OF HUNTiNGTON BEACH
http:llwww.ci.huntington-beach.ca.us
P 0 BOX 190 - 2000 MAIN STREET
HUNTINGTON BEACH CA 92648
(Re: Huntington Beach/Surf City)
CITY OF HUNTINGTON BEACH,
a municipal corporation
MEMORANDUM OF LEASE
THIS MEMORANDUM OF LEASE ("Memorandum") is executed as of November 16,
1998, by and between CITY OF HUNTINGTON BEACH, A MUNICIPAL CORPORATION
("Lessor") and LOS ANGELES SMSA LIMITED PARTNERSHIP, A CALIFORNIA LMTED
PARTNERSHIP ("Lessee").
RECITALS
WBEREAS, Lessor and Lessee have executed that certain Master Communications Site
Lease Agreement ("Lease") dated as of August 3, 1999, and Schedule No. 2 pursuant to that
Lease, covering certain premises ("Premises") situated on certain real property located in the City
of Huntington Beach, County of Orange, State of California, and more particularly described in
Exhibit "A" attached hereto and incorporated herein by this reference; and
WHEREAS, Lessor and Lessee desire to record notice of the Lease covered by such
Schedule, in the Official Records of Orange County, California;
NOW, THEREFORE, in consideration of the foregoing, Lessor and Lessee hereby declare
as follows:
Demise. Lessor has leased the Premises to Lessee (together with access
rights), and Lessee has hired the Premises from Lessor, subject to the terms, covenants and
conditions contained in the Lease.
2. Expiration Date. The term of the Lease ("Term") is scheduled to commence
as provided for in Schedule No. 2 and shall expire five (5) years thereafter, subject to certain
options to extend the Term pursuant to the Lease.
n Winn A. 0.1..4."
i3 Erockway, City CWTK
i
BY:
eputy City Gle R
'This docurnal%t 1S soje!1y for the
'-?S!7'.84S rot th' a C.1thl
C
CC -
free of charge.
3. Lease Controlling. This Memorandum is solely for the purpose of giving
constructive notice of the Lease. In the event of conflict between the terms of the Lease and this
Memorandum, the terms of the Lease shall control.
IN WITNESS WHEREOF, Lessor and Lessee have executed this Memorandum of Lease
as of the slate and year first written above.
APPROVED AS TO FORM:
Q 9
�r� 6
City Attorny
rltq
LESSOR
CITY OF HUNTINGTON BEACH
A MUNICIPAL CORPORATION
By:
Name: Hai
Title:�-
ATTEST:
L'C2
City Clerk
LESSEE
LOS ANGELES SMSA LIMITED
PARTNERSHIP, A CALIFORNIA
LIMITED PARTNERSHIP
By: AirTouch Cellular, a California
Corporation, its general Partner
By` -
Jeff Chessher, )
Vice President, Network
Department -- Los Angeles
Market
By:C'-); � e-, -
-Ha}Em&kzes,- Steven !Q. Wilson
Assistant Secretary
SF1-99-Agrce: Schd-#7
RLS 97-997
STATE OF CALIFORNIA }
COUNTY OF
On lily before me, �6i
p3 p-G �.c+�,�Cr,,... � y 9 _ � �. iL� , l�rlla �J �(10 � personally
appeared 137 .vba,rc - J. Sa-. e.r personally known to me ( r proved to me on the basis of
satisfactory evidence) to be tie person(s) whose names(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or the entity
upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal..
Signature: &c-�
a
SF/-99-AgrmScnd-il7
I _0
STATE OF CALIFORNIA )
COUNTY OF _ 6r
On -g9 _ before me, Man-, M. l-JD ll� o PwGL�,
personally appeared V • W " I.S r,.f personally kno to be
(or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signature: " q � g-CL--�
10
c.--
n:y
SF/agmcAeasdMstrcom2 - I DM8
STATE OF CALIFORNIA }
COUNTY OF
On ?,,(P 1 I before me, A. L Aj
personally ap ared _ M{.ctiar�4 P- h� Vie. sonally kn to be
(or proved to me on the basis of satisfactory evidence) to be the person(D whose names tell
subscribed to the within instrument and acknowledged to me that hefshe executed the same
in hMwM7ejF authorized capacity es , and that b e' signatur on the instrument
the perso , or the entity upon behalf of which the personp acted, executed the instrument.
WITNESS my hand and official seal.
SF/8&rccAcasdMsUcom2 -10M98
STATE OF CALIFORNIA }
COUNTY OF ,
On , before me, _
personally appeared , personally known to be
(or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument:
WITNESS my hand and official seal.
Signature:
sFiagmeAcastimstrcom2 - I onigs
EXHIBIT A
0
EXHIBIT A
LEGAL DESCRIPTION OF LESSOR'S PROPERTY
SITE LEGAL DESCRIPTION (TAKEN FROM VENDOR'S SITE PLAN)
ALL THAT CERTAIN LAND SITUATED IN THE STATE OF CALIFORNIA,
COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, DESCRIBED AS
FOLLOWS:
PARCEL I:
UNIT A, AS SHOWN ON THE CONDOMINIUM PLAN M-M "PLAN")
RECORDED APRIL 10, 1991, AS INSTRUMENT NO.91-168227 OF OFFICIAL
RECORDS OF ORANGE COUNTY, CALIFORNIA.
PARCEL 2:
AN UNDIVIDED FIFTY PERCENT (50%) INTEREST IN AND TO THAT
PORTION OF LOT 1 OF TRACT NO. 14133, AS SHOWN ON A MAP FILED IN
BOOK 674, PAGES 46,47 AND 48 OF MISCELLANEOUS MAPS, RECORDS OF
ORANGE COUNTY, CALIFORNIA, DEFINED AS "COMMON AREA" IN THE
PLAN AND IN THE DECLARATiON OF COVENANTS, CONDITIONS AND
RESTRICTIONS FOR MAIN PIER PARKING FACILITY ("CC&R'S") RECORDED
APRIL 10, 1991, AS INSTRUMENT NO.91-168228 OF OFFICIAL RECORDS OF
ORANGE COUNTY, CALIFORNIA.
SF/agrac/lcasc/Mstrcom2.1 on196
Pillsbury •
�E
f
I3 . ---
Sutro LLP
Writer's direct dial number I email:
714/436-6872
martinez�w.pillsburylaw.com
January 6, 1999
VIA OVERNITE EXPRESS
Ms. Colleen E. Keith
City of Huntington Beach Fire Department
2060 Main Street
Huntington Beach, California 92648
Dear Colleen:
0
ATTORNEYS AT LAW
b50'l"OkkN CENTER DRIVE, SEVENTH FLOOR
COSTA MESA, CALIFORNIA 92626-7122
TELEPHONE: (714) 436.6800 FAX (714) 4.36.2800
Inrcmcl.' plllshundurs.cnni
Re: Lease Agreement between the City Huntington Beach
(the "City") and Los Angeles SMSA Limited Partnership
(the "Partnership")
(Huntington Beach/Surf City)
Enclosed for execution by the City is one (1) original Memorandum of Lease for the
Downtown Parking Structure which has already been executed by the Partnership. Please
have the enclosed original executed by the City and see that it is recorded in the Official
Records of Orange County, California. Also, please have a conformed copy of the recorded
Memorandum returned to this office. Thank you for all your assistance in this matter, it has
been a pleasure working with you.
Please call if you have any questions.
Very truly yours,
Peter W. Martinez
Enclosure
I
cc: Harold R. Crookes, Esq. (w/o enc.)
Mr. Tom Ciccone (w/o enc.)
ORANGE COUNTY LOS ANGELES NEW YORK SACRAMENTO SAN DIEGO SAN FRANCISCO SILICON' VALLEY WASHINGTON, D C. TOKYO
21286427.
ATTACHMENT 1
7°LB,uz
At �yy
0
SCHEDULE OF LEASED PROPERTY
This Schedule Number 2, effective November .16, 1998, is governed by the terms and conditions of the
Master Communications Site Lease Agreement entered into between LOS ANGELES SMSA
LIMITED PARTNERSHIP, a California limited partnership ("Lessee"), and CITY OF
HUNTINGTON BEACH, a municipal corporation ("Lessor"), on August 3, 1998, and is incorporated
herein by this reference (hereinafter referred to as the "Master Lease").
The Premises leased to Lessee under this Schedule are commonly known as the City of Huntington
Beach Downtown Parking Structure located at 200 Main Street, Huntington Beach, California 92648,
and are more specifically described in Exhibit A.
In addition to the terms and conditions of the Master Lease, Lessee shall perform the following in
connection with this Schedule Number 2:
A. In addition to the consideration payable to the Lessor pursuant to the Master
Lease, Lessee shall pay Lessor the standard daily rate charged to the general public for two (2)
parking spaces in the Parking Structure, payable monthly based upon a thirty -and -one -half -day
(30.5) month. Said amount shall be paid at the same time and pursuant to the same terms and
conditions as the rental consideration due under the Master Lease. (Lessee shall pay the daily
rate, not the monthly or yearly rate.)
B. Prior to installing a rooftop antenna, as depicted in Exhibit B, Sheets 1 and 2,
attached hereto, Lessee shall restore Storage Area B to parking spaces and expand Storage Area
A from the equivalent of two (2) spaces to three (3) spaces, as depicted in Exhibit B, Sheet 3,
attached hereto.
All other terms and conditions of the Master Lease shall remain the same.
LESSOR
CITY OF HUNTINGTON BEACH
a municipal corporation
By:
LESSEE
LOS ANGELES SMSA LIMITED
PARTNERSHIP, A CALIFORNIA
LIMITED PARTNERSHIP
By: AirTouch Cellular, a California
Corporation, its general partner
Name:
Name:
Date: Title:
Date:
Name:
Title:
Date:
SF-98Agree:SMSApark
RLS 9B-
11/09/98 - #2
EXHIBIT A
LEGAL DESCRIPTION OF LESSOR'S PROPERTY
SITE LEGAL DESCRIPTION (TAKEN FROM VENDOR'S SITE PLAN)
ALL THAT CERTAIN LAND SITUATED IN THE STATE OF CALIFORNIA,
COUNTY OF ORANGE, CITY OF HUNTINGTON BEACH, DESCRIBED AS
FOLLOWS:
I":114100 EI
UNIT A, AS SHOWN ON THE CONDOMINIUM PLAN (THE "PLAN")
RECORDED APRIL 10, 1991, AS INSTRUMENT NO. 91-168227 OF OFFICIAL
RECORDS OF ORANGE COUNTY, CALIFORNIA.
PARCEL 2:
AN UNDIVIDED FIFTY PERCENT (50%) INTEREST IN AND TO THAT
PORTION OF LOT 1 OF TRACT NO. 14133, AS SHOWN ON A MAP FILED IN
BOOK 674, PAGES 46,47 AND 48 OF MISCELLANEOUS MAPS, RECORDS OF
ORANGE COUNTY, CALIFORNIA, DEFINED AS "COMMON AREA" IN THE
PLAN AND IN THE DECLARATION OF COVENANTS, CONDITIONS AND
RESTRICTIONS FOR MAIN PIER PARKING FACILITY ("CC&R'S") RECORDED
APRIL 10, 1991, AS INSTRUMENT NO. 91-168228 OF OFFICIAL RECORDS OF
ORANGE COUNTY, CALIFORNIA.
SF/agree/leasc/Mstrcom2 - 10/7/48
0
EXHIBIT B
DESCRIPTION OF PREMISES
SF/agreefleaseAlstrwm2 - 10n198
Iva
M61 -roe 'O'd
Sdo
ROOF CABLE KM W/
(iy NE* TTSapWly
(1) mm CPS AND
(1) in
UNIT
(N) DO.WN%W
I t
=IRII 1111 11 Lwl ij
.-DETAIL ROOF PLAN
WALE. .114--1-W
I :0-e
ELEVATOR
Farm STAR 15
I ELv.j 1 7
XE�LEV.12
PROPOSED CPASE FOR
CABLE RUN TO ROOF 7_
OF 3 =0011S)
PETAIL FLOOR PLAN (hz
1.1
i
-.J. E C • T'.: FN 'F;-0 R M- Al -F 0 N
3RD SMEET
'Applic Air.to
Tom Wmw- 511-C LVALCK"'im
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.3 W M'M RO W= HM4
mm
I r:111 I I I I I I I I- Ff 11-J.
W
O�uer Contact:
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olm
021EEN KEIDI
(W OF RINTINCIONBE06 MY iOF WRIINZIN M0 FIRE 0OWSW
2DDQ M STREET
WX S01EE1. KJNTW(K Ck
HUNWON KC.K CA MQ r4) 535-5m
Siti Desdiptioni: Site Address:
&Jut*
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6g" sma, va 4111;emm�� � -.*Ird 1111 4�
ME I C 1 1 T Y M A P
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ROOF Z 'SITE PLAN
SXL- I' - W-T'
PROPOSED 4-FT. DIAMETER
MCRDffAVE DISH ANIE"
(OLT ONE LOCATION)
PROPOSED CPS, LORA No
TEST NONE ANTENNAS
LOCATED BDW AND OWN
DaSTING STAIR TOWER 15 —
TIE Kam PARAPET WALL
PROPOSED A/C MIS
LOCATED ON. TIE FM
ABOVE THE.EQLNP. IN,
EIDIINO AND OEM
TK PARAPET IIIALL
TEN STUCCO REVEAL
NEW STUCOO DR36M FK%
urm 10 AM mm
TO WICH DOW SUM
DOSTING
PROPOSED METAL DOWNSPOUT
sn)= Damm
WffH OVIEFAM PAINTED TO
A
HNNi 10 MATCH
MATC" Dmm 91111 IG
Dow
PRVOSEID AIRMUDI CELLUWU
NEW SIE35. SCMM
EOUIPMEK ROOM
DOOR AND FRAME,
PAINTED To M9CH
Em� WL : T Ap BOX -
D35r&r. mmrwAr
FINISH
MAIN STREET
pum
4- IF
- L . rp
iIlir
Ilk
__
PROPO%D 44T.'DIAMETER
MICROWAVE DW WrENNA,
EX . bw PI)=SE
MEWANICAL. SOM
PROPOSED CELLULAR ANTENNAS
ONE RON OF (5) ANTENNAS
OR I ml III
PROPOSED DIM FOR
NEE (ABLE RUN TO ROOF
PANED TO wim (E)
D3STING METAL CRUSE
PAINTED TO MCCH RE
OEM BUILD14
Eft-M METAL DOWNSPOUT
PANTED TO 11401 THE
DNW BINDING
EVING StUDDO REVEAL.
Dom ELEmm AND
STAR TOWER .., -
LEGAL/SITE DESCRIPTION
ALL. THAT CERTAIN LAND SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF
ORANGE. CrTY OF HUNTINGTON BEAM DESCRIBED AS FIDLLOWS.
PARCEL I -
UNIT A. AS SHOWN ON THE WC"HIUM PLAN ( THE 'PLAN-) RECORDED APIRIL
'ILO. 1991 AS iNSTLwENIT NO. 91-168227 OF OITIMAL. RECORDS OF ORANGE
COUNTY. CgffoqNA
PARCEL 2-
.-AN uMYADED nFTY PERCM (501) INEkFXSL IN AND TO THAT PORTION OF LOT
I'OF TRACT .NO. 14133. AS SHM ON A kW FILM iN BOOK 574. PAGES 46.
47'AND 45 OF MISCELLANEOUS MAPS. RECORDS OF ORAINIGE COUNTY. CALIFORNIA
DEnmm As 'cmm AlmC IN THE PLAN AND m THE DECLARATION or
COFVDVMS.CONDff0NS AND R57RCMZ FOR MArN PIER PARKING FACUTY
('W,M-n RECORDED APRIL 10. 1991 AS OGMUL09 NO. 91-16B22B OF
OFFICIAL REIDDRDS OF m"m amm cnff=K
PROJECT DESCRIPTION
AMM C1=AR IS SUWW AN APPLICATION FOR A CONDITION& USE POW NO
RELHED APPROVALS TO AM THE INS11MAIM Or A MECOMIAIMCION FACILITY
CONSISM OF (15) DIPUTIONK CELLULAR #MMOS, (1) TEST NOBILE V, 61k (1) AW
GPS ANTE)fik (1) LORAN WffN% AM (11WEQUI . M
�" ROOM. ALL OF
TEL BE MOLINTED ON THE FACE OF THE OF THE DZW STAIR TOWER.
LDCM IN THE CDM3t OF THE PARIONC STRUCDJF,-ABOVE THE PROPOSED EW"
ROX
THE MICROWAVE aWJWATM DW AND CELUAR ANTENNAS WILL ALILOW IN WIMESS
INTERCONNOM MM OM CMUMCATION FACILM IN ORANGE COLM AND ALLOW
FOR Ali INDEPENDENT COWUUW-40 POWWPIM CAN CWWUE TO FUNCTION F
ELECTRIM SERVICE 4S DISCONTINUED DUIM AN EME1110cr SITUODIN AND/OR.HATLIRk
DISASTER. THIS FACUrY WILL ENFIAACE THE GENERAL HEPLTK S*ETY AND WELFARE OF
THE aX0M NO AREA BY PRDdM A" RE LLW CE11ULAR
COMMUNICJM AT THIS LOCATION.
.:Geodetic -Coordinates:
.tAMUO[;- Inrl
XXX
BiLsis. of Bearing: I
THE BIM SHONN KM ARBASEDBASEDBASEDSTALE PLANE MORDSM SIM ZCrkmvn 7
'w min Iw'p w WK m.- .1 1 w W, nrc
i
EXTERIOR ELEVATION — PEST
IIIIIIIfIII� � 411
Aiffiaw'iiSTAUi�ii�
(IIIIIIIIIII`�� II
I I I I I I' I I
DOW WY EgMM SMRPa AFC
SED DarAFULF ELM
FDO, m eE REM111 113WM M
P�
A GAIN Of tF H (S) PMKING SFAUS
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ATTACHMENT 2
•.
•
RECORDING REQUESTED BY, AND
WHEN RECORDED, RETURN TO:
AirTouch Cellular
Post Office Box 19707
Irvine, California 92713-9707
ATTN: Legal Department
(Re: Bolsa/Huntington Beach)
CITY OF HUNTINGTON BEACH,
a municipal corporation
MEMORANDUM OF LEASE
THIS MEMORANDUM OF LEASE ("Memorandum") is executed as of November 16,
1998, by and between CITY OF HUNTINGTON BEACH, A MUNICIPAL CORPORATION
("Lessor") and LOS ANGELES SMSA LIMITED PARTNERSHIP, A CALIFORNIA LIMITED
PARTNERSHIP ("Lessee").
RECITALS
WHEREAS, Lessor and Lessee have executed that certain Master Communications Site
Lease Agreement ("Lease") dated as of August 3, 1998, and Schedule No. 2 pursuant to that
Lease, covering certain premises ("Premises") situated on certain real property located in the City
of Huntington Beach, County of Orange, State of California, and more particularly described in
Exhibit "A" attached hereto and incorporated herein by this reference; and
WHEREAS, Lessor and Lessee desire to record notice of the Lease covered by such
Schedule, in the Official Records of Orange County, California;
NOW, THEREFORE, in consideration of the foregoing, Lessor and Lessee hereby
declare as follows:
Demise. Lessor has leased the Premises to Lessee (together with access
rights), and Lessee has hired the Premises from Lessor, subject to the terms, covenants and
conditions contained in the Lease.
2. Expiration Date. The term of the Lease ("Term") is scheduled to commence
as provided for in Schedule No. 2 and shall expire five (5) years thereafter, subject to certain
options to extend the Term pursuant to the Lease.
SF/s: PCD:Agree:Schd-M7
RLS 97-997
1119198 - #3
0
3. Lease Controlling. This Memorandum is solely for the purpose of giving
constructive notice of the Lease. In the event of conflict between the terms of the Lease and this
Memorandum, the terms of the Lease shall control.
IN WITNESS WHEREOF, Lessor and Lessee have executed this Memorandum of Lease
as of the date and year first written above.
APPROVED AS TO FORM:
City Attorney
P�
71"' 4p�o�nul��
�A
LESSOR
CITY OF HUNTINGTON BEACH
A MUNICIPAL CORPORATION
By:
Name:
Title:
ATTEST. -
City Clerk
LESSEE
LOS ANGELES SMSA LIMITED
PARTNERSHIP, A CALIFORNIA
LIMITED PARTNERSHIP
By: AirTouch Cellular, a California
Corporation, its general Partner
By:
Jeff Chessher,
Vice President, Engineering
& Operations
I0
Hal Crookes,
Assistant Secretary
SF/s:PC D:Agr":Schd-#7
RLS 97-997
11 /9/98 - #3
ATTACHMENT 3
�
���� � �
-�,x�;t
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LICENSE AGREEMENT
This License Agreement is entered into this day of
and between LOS ANGELES SMSA LIMITED PARTNERSHIP, a California limited
1998, by
partnership ("SMSA") and MAIN PROMENADE, INC., a California non-profit mutual benefit
corporation ("MPI")
RECITALS
A. SMSA and the City of Huntington Beach ("City") have previously entered into an
Agreement entitled "Master Communications Site Lease Agreement Between the City of
Huntington Beach and Los Angeles SMSA Limited Partnership," dated August 3, 1998 (the
"Lease"), which authorizes SMSA to install antennae and related communications equipment (the
"Facilities") on certain CITY -owned real property ("Lease Sites") described in schedules attached
or to be attached to the Lease (the "Schedules"). Pursuant to the Lease, CITY has approved
Schedule Number 2 for the location of SMSA's antenna and related communications on the roof
of the City Parking Structure located at 200 Main Street, Huntington Beach (the "Parking
Structure"). The rent due City is One Thousand Two Hundred Fifty Dollars ($1,250.00) per
month pursuant to the Lease, plus additional compensation pursuant to Schedule Number 2.
B. The Parking Structure is located in a condominium project, legally described in
Exhibit A, attached hereto. The City owns the Parking Structure, which is designated as Unit A
in the condominium project, and Robert Koury owns Unit B of the condominium project. The
City and Robert Koury each own a fifty percent undivided interest in MPI, which owns the
common area in the condominium project. The roof -top elevator of the parking structure (the
"Elevator") is part of the common area.
1
SF-Mgee:SMSApak
RLS 98-
11/09/98 - #4
C. Although the City owns the Parking Structure, SMSA desires to attach its
Facilities to, and attach an antenna on the Elevator. MPI now wishes to grant to SMSA a license
to attach the Facilities to, and locate an antenna on, the Elevator, pursuant to the terms and
conditions set forth herein.
NOW, THEREFORE, THE PARTIES HEREBY AGREE AS FOLLOWS:
Section 1. License. MPI hereby grants to SMSA a license to attach the
Facilities to, and locate an antenna on the Elevator, including utilities connections, as more
particularly described in Exhibit B, attached hereto. All of SMSA's construction and
installation work shall be performed at SMSA's sole cost and expense and in a good and
workmanlike manner. All of the Facilities shall remain the property of SMSA and are not
fixtures. SMSA has the right to remove all of its Facilities at its sole expense on or before the
expiration or termination of this License; provided that SMSA shall repair any damage to the
Elevator caused by such removal and will leave the Elevator in satisfactory condition as
approved by the MPI. Upon termination of this License, SMSA shall remove all its Facilities
and will leave the Elevator in satisfactory condition as approved by MPI.
As consideration for License, SMSA shall pay MPI a License Fee of Four Hundred
Dollars (S400.00) per month, due the first of each month to the following address:
Main Street Promenade, Inc.
c/o Ron Hagan, Community Services Director
2000 Main Street
Huntington Beach, CA 92648
MPI may change such address upon written notice.
2
SF-98AgMe,SMSApak
RLS 98-
11/09/98 - X4
0
Section 2. Maintenance. SMSA shall be solely responsible for maintaining and
repair the Facilities at its sole cost and expense. CITY shall provide SMSA with access to the
Facilities at all reasonable times to allow SMSA to maintain and repair the Facilities. SMSA
shall repair any damage caused to the EIevator by the Facilities.
Section 3. Rights and Obligations of the Parties. The rights and obligations of
SMSA to install and maintain the Facilities on the Elevator are subject to all terms and
conditions of the Lease. Should the Lease or Schedule Number 2 be terminated, SMSA shall
remove the Facilities pursuant to terms and conditions as specified in the Lease.
Section 4.
remains in effect.
Section S
Term. This License shall remain effective so long as Schedule Number 2
Indemnification. SMSA hereby agrees to protect, defend, indemnify
and hold and save harmless City, Robert Koury, MPI and its owners, officers, partners,
employees, agents and affiliated entities (collectively, the "MPI Indemnities") against any and all
liability, claims, judgments, costs (including without limitation, attorneys' fees) and demands,
however caused, brought by third parties, arising from the operation, repair and/or maintenance
of the Facilities.
Section 6. Insurance.
(a) SMSA shall carry at all times incident hereto, on all operations to be
performed hereunder, commercial general liability insurance, including coverage for bodily
injury, property damage, products/completed operations, and blanket contractual liability. Said
insurance shall name all MPI Indemnities as additional insureds and provide coverage in an
amount of not less than One Million Dollars (R1,000,000) combined single limit coverage.
3
SF-98Agree:SMSApak
Rt S 98-
1 1 /09/98 - #4
0
(b) SMSA shall also carry at all times incident hereto "all risk" property
insurance on the Facilities with replacement cost coverage.
(c) If the coverage provided under the commercial general liability insurance
policy required hereunder includes a designated general aggregate limit, such limit shall be no
less than One Million Dollars ($1,000,000) and SMSA shall immediately notify MPI of any
known depletion of limits. SMSA shall require its insurer to waive its subrogation rights against
MPI Indemnities and agrees to provide certificates of insurance evidencing the same.
Section 7. Certificates of Insurance; Additional Insured Endorsement.
(a) SMSA shall furnish to MPI certificates of insurance evidencing the
foregoing insurance coverages as required herein; said certificates shall provide the name and
policy number of each carrier and policy, and shall state that the policy is currently in force and
shall promise to provide that such policies will not be canceled without thirty (30) days prior
written notice to MPI.
(b) The requirement for carrying the foregoing insurance shall not derogate
from the provisions for indemnification of MPI by SMSA under this License. SMSA. shall pay,
in a prompt and timely manner, the premiums on all insurance hereinabove required.
Section 8. Waiver of Subrogation. SMSA releases the MPI Indemnities from
any claims for damage to any person or property caused by, or resulting from the operation,
maintenance and repair of the Facilities. SMSA shall cause each insurance policy obtained by it
to provide that the insurance company waives all right of recovery by way of'subrogation against
MPI in connection with any damage covered by any policy.
Section 9. Force Maieure — Unavoidable Delays. Should the performance of
any act required by this License to be performed by either MPI or SMSA be prevented or
4
SF-98Agrct:SMSApak
Rl S 98-
11 /09/98 - 44
•
0
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
performance of any act rendered difficult solely because of the financial condition of the party,
SMSA or MPI, required to perform the act.
Section 10. Notice. Any written notice, given under the terms of this Lease, shall be
either delivered personally or mailed, -certified mail, postage prepaid, addressed -to the party
concerned as follows:
TO MPL
TO SMSA
Los Angeles SMSA Limited Partnership
CIO Air Touch Cellular
3 Park Plaza
Irvine, CA 92614
Attn: Supervisor, Property Management
(714) 222-7612
Copy to:
AirTouch Cellular
P.O. Box 19707
Irvine, CA 92713-9707
Attn: Legal Department
(714) 222-7032
SMSA or MPI may from time to time designate any other address for this purpose by
written notice to the other party.
Section 11. Partial Invalidity. Should any provision of this License be held by a
court of competent jurisdiction to be either invalid, void, or unenforceable, the remaining
provisions of this License 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.
S
SF-98Agree:SMSApak
R1-S 98-
11 /09/98 - #4
Section 12. Attorneys Fees. Should either party bring an action against the other
for the purpose of enforcing the terms of this License, or for damages arising from its breach,
then in such event, each party shall bear its own attorney fees and costs.
Section 13. Time of Essence. Time is expressly declared to be the essence of this
Lease.
Section 14. Governing Law. This License shall be governed under the laws of
the State of California.
Section 15. Survival. Terms and conditions of this License which by their sense
and context survive the termination or expiration of this License, shall so survive.
IN' WITNESS WHEREOF, SMSA and MPI have executed this License Agreement as of
the date and year first written above.
SMSA:
LOS ANGELES SMSA LIMITED, a
California limited partnership
By
Name
(print or type)
Title
6
SF-98Agree:SMSApak
R1S 98-
1 l /09/98 - #4
MAIN PROMENADE INC., a California
Nonprofit Mutual Benefit Corporation
President
Secretary
ATTACHMENT 4
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EMAS
PROPOSED of {5 ANIT K
(TYPrR Al THL4I FDFAT10Ft5)
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PROPOSED A/C UILTS
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LOCATED OR THE RDOF
MD& TIE UMP• W_
BDM AND UEL M
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CITY OF HUNTINGTON BEACH
2000 MAIN STREET
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CITY CLERK
P,Ek
December 10, 1998
Mr. Peter Martinez
Pillsbury, Madison & Sutra, LLP
Attorneys At Law
650 Town Center Drive, Seventh Floor
Costa Mesa, California 92626-7122
Dear Mr. Martinez;
CALIFORNIA 92648
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Enclosed please find an executed original of the Master Communications Site Lease
Agreement Between The City Of Huntington Beach And Los Angeles SMSA Limited
Partnership and a certified copy of the Memorandum Of Lease By And Between The City
Of Huntington Beach And Los Angeles SMSA Limited Partnership that was sent to the
Recorders Office for recordation. When the conformed copy of the Memorandum of
Lease is received from the Recorder's Office the City Clerk's Office will forward it to
you, as well as sending you a copy of the final recorded document when it is received.
Sincerely,
44-1j 1 A ,W�
Connie Brockway
City Clerk
Enclosure: Agreement and Memorandum of Lease
CC: Scott Field, Deputy City Attorney
Carolyn Strook, Fire Department
G:Fo1Iowup jc:airtouch.doc
(Telephone: 714-536-5227 )
,f .
MASTER COMMUNICATIONS SITE LEASE AGREEMENT
BETWEEN
THE CITY OF HUNTINGTON BEACH
AND
LOS ANGELES SMSA LIMITED PARTNERSHIP
THIS MASTER COMMUNICATIONS SITE LEASE AGREEMENT ("Lease") is
entered into this.3jW of #&6&67- 199_, by and between LOS ANGELES SMSA
LIMITED PARTNERSHIP, A CALIFORNIA LIMITED PARTNERSHIP ("Lessee") and THE
CITY OF HUNTINGTON BEACH, A MUNICIPAL CORPORATION ("Lessor").
The parties hereto agree as follows:
ARTICLE 1 - TERM OF LEASE
Section 1.01 Premises
Lessor owns the real property described in a) each Schedule C"Schedule") executed hereunder by
the parties and b) Exhibit "A" attached hereto or referenced in each such Schedule. Subject to
the following terms and conditions, Lessor leases to Lessee that portion of Lessor's Property
("Lessor's Property") depicted in Exhibit "B" of each Schedule (the "Premises"). Each Schedule
executed hereunder shall be substantially in the form of Attachment 1.
Section 1.02 Use
The Premises may be used by Lessee for provision of telecommunications services (cellular
services), including the transmission and the reception of radio communication signals on
various frequencies and the construction, maintenance and operation of related communications
facilities.
Section 1.03 Condition Precedent
The installation, operation and maintenance of communications facilities on the Premises is
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 lease is contingent upon Lessee or Lessee's assign obtaining all
governmental permits and approvals enabling Lessee, or its assigns, to construct and operate
mobile/wireless communications facilities on the Premises. Lessee agrees that any additions or
new construction to the Premises previously permitted must be re -reviewed and approved by
Lessor prior to the addition or construction taking place.
SF/s:PCD:Agree:Mstrcomm
RLS 97-997
7/28198 - 02
Section 1.04 Term
The term of the Lease for the Premises ("Term") shall be for five (5) years commencing with the
issuance of a local building permit allowing Lessee to construct its cellular communications
facilities on the Premises, or upon the Commencement Date as set forth in each Schedule,
whichever is earlier. Unless otherwise agreed to in the applicable Schedule. Lessee shall have
the right to extend the Term of the Lease for the Premises for five (5) 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 Lease shall automatically be extended for each successive Renewal
Term unless Lessee notifies Lessor or Lessor notifies Lessee in writing of either party's intention
not to extend at least thirty (30) days prior to the expiration of the original Term or Renewal
Term.
Section 1.05 Rent/Consideration
(a) Upon the Commencement Date, Lessee shall pay Lessor, as rent, the sum of one
thousand two hundred and fifty dollars ($1,250) per month ("Rent") for each individual
Schedule. Rent shall be payable on the first day of each month, in advance, to Lessor at City of
Huntington Beach, Accounts Receivable, 2000 Main Street, Huntington Beach, CA 92648. If
the Commencement Date is other than the first day of a calendar month, Lessee may pay on the
first day of the Term, the prorated Rent for the remainder of the calendar month in which the
Term commences. Thereafter, Lessee shall pay a full month's Rent on the first day of each
calendar month, except that payment shall be prorated for the final fractional month, or if a
Schedule is terminated, before the expiration of any month for which Rent should have been
paid.
(b) For any Renewal Term, Lessee shalI-pay the then current Rent, increased by any
percentage increase which occurred in the Consumer Price Index (All Items, Base 1982-84 =
100)-as published by the United States Department of Labor Bureau of Labor Statistics, for All
Consumers for the Los Angeles, Anaheim, Riverside Metropolitan Statistical Area during the
preceding five (5) year period. Such increase shall not exceed twenty-five percent (25%) of the
Rent during any Renewal Term.
ARTICLE 2 - TAXES AND UTILITIES
Section 2.01 Personal Property Tax
Lessee shall pay before they become delinquent all tax assessments or other charges levied or
imposed by any government entity on Lessee's Facilities. If such taxes are not assessed
separately to Lessee, Lessor shall provide Lessee with evidence, reasonably acceptable to Lessee,
of such tax assessment and the amount due.
2
S Fls: PCD: Agree: 1ls[rcomm
RLS 97-997
7128198 - H2
Section 2.02 Real Property Taxes
Lessee shall reimburse Lessor for that portion of any increase in real property taxes, which is
based upon Lessee's improvements to the Premises. As a condition of Lessee's obligation to pay
such tax increase, Lessor shall provide to Lessee the documentation from the taxing authority,
reasonably acceptable to Lessee, indicating the increase is due to Lessee's improvements. Lessee
shall reimburse Lessor for any increases in real property taxes that are assessed as a direct result
of Lessee's improvements to Lessor's Property. As a condition of Lessee's obligation to pay such
tax increases, Lessor shall provide to Lessee the documentation from the taxing authority
reasonably acceptable to Lessee and showing that the increase is due to Lessee's improvements.
Section 2.03 Possessory Interest Tar
By entering into this Lease, Lessor hereby gives notice to Lessee that pursuant to Revenue and
Taxation Code §107.6, this Lease may create a possessory interest which, if created, may be
subject to property taxation and that Lessee may be subject to payment of property taxes levied
on such interest.
Section 2.04 Utilities
(a) Lessee shall pay for all utilities furnished to the Premises for the use, operation
and maintenance of Lessee's Facilities during the Term of this Lease, or any extension thereof;
and for the removal of garbage and rubbish from Premises during the Term of this Lease, or any
extension thereof. Lessee shall hold Lessor harmless from all charges.
(b) Lessee shall have the right to install underground utilities, at Lessee's expense,
and to improve the present utilities on or near the Premises and the installation of aboveground
emergency back-up power. Subject to Lessor's approval of the locations, which approval shall
not be unreasonably withheld, Lessee shall have the right to place underground utilities on
Lessor's Properties in order to service the Premises and Lessee's Facilities. Upon Lessee's
request, Lessor shall execute easement(s) evidencing this right. Where an easement is required
beyond the lease hold area, Lessee shall compensate the Lessor for the easement rights.
ARTICLE 3 - IMPROVEMENTS AND ACCESS
Section 3.01 Lessee's Facilities
(a) Lessee shall have the right at any time following the full execution of this Lease
to enter each of the Premises for the purpose of making necessary inspections, engineering
surveys (and soil tests where applicable) and other reasonably necessary tests (collectively
"Tests") to determine the suitability of each of the Premises for Lessee's Facilities (as defined
herein) and for the purpose of preparing for the construction of Lessee's Facilities. During any
Tests or pre -construction work, Lessee will have insurance as set forth in Section 5.03 Insurance,
and will notify Lessor of any proposed Tests or pre -construction work and will coordinate the
scheduling of same with Lessor. If Lessee determines that the Premises are unsuitable for
Lessee's contemplated use, then Lessee will notify Lessor and the applicable Schedule will
terminate thirty (30) days thereafter.
Sr/s:PCD:Agree: Nistrcomm
R!_5 97-997
7/28/98 - #2
(b) Lessee has the right to construct, maintain and operate on the Premises radio
communications facilities, including radio frequency transmitting and receiving equipment,
batteries, utility lines, transmission lines, radio frequency transmitting and receiving antennas
and supporting structures and improvements ("Lessee's Facilities"). In connection therewith,
Lessee, after approval of the Lessor, through the appropriate permit or approval process, has the
right to do all work necessary to prepare, add, maintain and alter the Premises for Lessee's
communications operations and to install underground utility lines and transmission lines
connecting antennas to transmitters and receivers. Lessee shall permit Lessor, at no charge and
through separate agreement with the Lessee, to attach equipment to the receiver or transmitter
pole for Lessor's exclusive use so tong as Lessor's equipment does not interfere with Lessee's
Facilities. Lessee's approval of such attachments shall not be unreasonably withheld.
All of Lessee's construction and installation work shall be performed at
Lessee's sole cost and expense and in a good and workmanlike manner. Title to Lessee's
Facilities and any equipment placed on the Premises by Lessee shall be held by Lessee. All of
Lessee's Facilities shall remain the property of Lessee and are not fixtures. Lessee has the right
to remove all Lessee's Facilities at its sole expense on or before the expiration or termination of
the applicable Schedule; provided that Lessee shall repair any damage to the Premises caused by
such removal and will leave the Premises in satisfactory condition as approved by the Lessor.
Upon termination of this Lease, removal of poles where Lessor's equipment is installed shall
occur only with Lessor's consent. In all other cases, Lessee shall be required to remove all its
facilities, including foundations.
(c) Lessor shall provide access to the Premises to Lessee, and its employees, agents,
contractors and subcontractors, twenty-four (24) hours a day, seven (7) days a week or as
designated in permit approvals, at no charge to Lessee. Lessor represents and warrants that it has
full rights of ingress to and egress from the Premises, and hereby grants such rights to Lessee to
the extent required to construct, maintain, install and operate Lessee's Facilities on the Premises.
Lessee's exercise of such rights shall not cause undue inconvenience to Lessor.
(d) Lessee shall, at its sole cost and expense, maintain and repair its Facilities.
Lessor shall maintain all access roadways from the nearest public roadway to the Premises in a
manner sufficient to allow access. Lessor shall be responsible for maintaining and repairing such
roadways, at its sole expense, except for any damage caused by Lessee's use of such roadways.
If Lessee causes any such damage, it shall properly repair same as specified by Lessor.
(e) Upon the expiration or termination of the applicable Schedule, Lessee shall
surrender the Premises to Lessor in good and broom clean condition, less ordinary wear and tear,
and as approved by the Lessor.
4
SF/s:PCQ.Agree:htstrcomni
RLS 97-997
7l28r98 - 92
Section 3.02 Liens
(a) Lessee will not permit any mechanics' or materialmens' or other liens to stand
against the Premises for any labor or material furnished to Lessee in connection "rith work of any
character performed on said Premises by or at the direction of Lessee. However, Lessee shall
have the right to contest the validity or amount of any such lien but, upon the final determination
of such questions, shall immediately pay any adverse judgment rendered with all proper costs
and charges and shall have the lien released at its own expense. If Lessee desires to contest any
such lien, then prior to commencing such contest, it will furnish Lessor with a bond, if requested,
to secure the payment of such obligation.
(b) Lessor waives any lien rights it may have concerning the Lessee's Facilities.
ARTICLE 4 - INTERFERENCE
Section 4.01 Installation
(a) During the installation of Lessee's Facilities, Lessee shall cooperate with the
City of Huntington Beach's Public Safety Communication Systems Group, which shall monitor
the installation of Lessee's Facilities.
(b) Lessee's Facilities shall not disturb the communications configuration
equipment and frequency that exist on the Lessor's Property on the commencement date of
operation of Lessee's Facilities. Lessee's operations shall not interfere with any of Lessor's
communications operations on a citywide basis, either current or future. All operations by
Lessee shall be lawful and in compliance with all Federal Communications Commission ("FCC")
requirements. Lessor shall not permit the use of any portion of Lessor's Property by any third
party subsequent to the installation of Lessee's Facilities on the Premises which interferes in any
way with the communications operation of Lessee, provided that if the third parry's
communications operation were installed prior to Lessee's Facilities, then Lessee's Facilities
shall not interfere with the third party's communications operations.
(c) Subsequent to the installation of the Lessee's Facilities, Lessor and the Lessee
shall notify the other party thirty (30) days prior of the use or installation of any equipment on
Lessor's Property which may interfere with Lessee's or the Lessor's facility or its equipment.
(d) If Lessor or the Lessee breaches its obligations under this paragraph, the party
breaching its obligations, upon receiving notice from the other party of any such breach shall
take all steps necessary to correct and eliminate such interference. If the Lessee breaches its
obligation, the Lessee shall without limitation modify its equipment and/or antennas or remove
their equipment and/or antennas from any facilities or towers. If the Lessee cannot correct such
harmful interference within fifteen (15) days, the Lessor shall have the right, in addition to any
other rights that it might have at law or in equity, to terminate the applicable Schedule. Upon
such termination, Lessor shall return any unearned Rent to Lessee.
5
SFlsTM AgreeNstrconim
RLS 97-997
7128/99 - #2
If the Lessor breaches its obligation, the Lessor shall without limitation, enforce provisions in
any license or other agreement between Lessor and the persons or entities causing such harmful
interference, pursuant to which Lessor 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 Lessor on the Lessor's Property. If
Lessor cannot correct such harmful interference within fifteen (15) days, Lessee shall have the
right, in addition to any other rights that it may have at law or in equity, to terminate the
applicable Schedule. Upon such termination, Lessor shall return any unearned Rent to Lessee.
ARTICLE 5 - INDEMNITY AND INSURANCE
Section 5.01 Indemnification, Defense, Hold Harmless
Lessee hereby agrees to protect, defend, indemnify and hold and save harmless Lessor, its
officers, and employees against any and all liability, claims, judgments, costs and demands,
however caused, including those resulting from death or injury to Lessee's employees and
damage to Lessee's property, arising directly or indirectly out of the obligations or operations
herein undertaken by Lessee, including those arising from the passive concurrent negligence of
Lessor, but save and except those which arise out of the active concurrent negligence, sole
negligence, or the sole willful misconduct of Lessor. Lessee will conduct all defense at its sole
cost and expense. Lessee shall reimburse lessor for all costs or attorney's fees incurred by Lessor
in enforcing this obligation.
Section 5.02 Workers' Compensation Insurance
(a) Pursuant to California Labor Code Section 1861, Lessee acknowledges
awareness of Section 3700 et seq. of said code, which requires every employer to be insured
against liability for workers' compensation; Lessee covenants that it will comply with such
provisions as required.
(b) Lessee shall maintain such Workers' Compensation Insurance in an amount of
not less than One Hundred Thousand Dollars (S100,000) bodily injury by accident, each
occurrence, One Hundred Thousand Dollars ($100,000) bodily injury by disease, each employee,
and Two Hundred Fifty Thousand Dollars ($250,000) bodily injury by disease, policy limit, at all
times incident hereto, in forms and underwritten by insurance companies satisfactory to Lessor.
(c) Lessee shall require all subcontractors to provide such Workers' Compensation
Insurance for all of the subcontractors' employees. Lessee shall furnish to Lessor a certificate of
insurance evidencing a waiver of subrogation under the terms of the Workers' Compensation
Insurance and Lessee shall similarly require all subcontractors to waive subrogation.
S F/s: PC D: Agree: k1strcom m
RLS 97-997
7128/98 - N2
Section 5.03 Insurance
Lessee shall carry at all times incident hereto, on all operations to be performed hereunder,
general liability insurance, including coverage for bodily injury, property damage,
products/completed operations, and blanket contractual liability. Said insurance shall also
include automotive bodily injury and property damage liability insurance. All insurance shall be
underwritten by insurance companies in forms satisfactory to Lessor for all operations,
subcontract work, contractual obligations, product or completed operations and all owned
vehicles and non -owned vehicles. Said insurance shall name the Lessor, its officers, agents and
employees as Additional Insureds. Lessee shall subscribe for and maintain said insurance
policies in full force and effect during the life of this Agreement, in an amount of not less than
One Million Dollars ($1,000,000) combined single limit coverage. If coverage is provided under
a form that includes a designated general aggregate limit, such limit shall be no less than One
Million Dollars (SI,000,000). In the event of aggregate coverage, Lessee shall immediately
notify Lessor of any known depletion of limits. Lessee shall require its insurer to waive its
subrogation rights against Lessor and agrees to provide certificates of insurance evidencing the
same.
Section 5.04 Certificates of Insurance; Additional Insured Endorsement
(a) Prior to commencing performance of the work hereunder, Lessee shall furnish
to Lessor certificates of insurance subject to approval of the City Attorney evidencing the
foregoing insurance coverages as required herein; said certificates shall provide the name and
policy number of each carrier and policy, and shall state that the policy is currently in force and
shall promise to provide that such policies will not be canceled without thirty (30) days prior
written notice to Lessor.. Lessee shall maintain the foregoing insurance coverages in force until
the work under this Lease is fully completed and accepted by Lessor.
(b) The requirement for carrying the foregoing insurance shall not derogate from
the provisions for indemnification of Lessor by Lessee under this Lease. Lessee shall pay, in a
prompt and timely manner, the premiums on all insurance hereinabove required.
(c) A separate copy of the additional insured endorsement to each of Lessee's
insurance policies, naming the Lessor, its officers and employees as Additional Insureds shall be
provided to the City Attorney for approval prior to any payment hereunder.
(d) Lessee shall have the right to self -insure with respect to any of the above
insurance.
Section 5.05 Waiver of Subrogation
Lessor and Lessee release each other and their respective principal, employees, representatives
and agents, from any claims for damage to any person or to the Premises or to Lessee's Facilities
thereon caused by, or result from, risks insured against under any insurance policies carried by
the parties and in force at the time of any such damage. Lessor and Lessee shall cause each
insurance policy obtained by it to provide that the insurance company waives all right of
recovery by way of subrogation against the other in connection with any damage covered by any
VA
5Fls:PCD:Agree:`1stre". m
RZ5 97-997
7128/98 - 42
policy. Neither Lessor nor Lessee shall be liable to the other for any damage caused by fire or
any of the risks insured against under any insurance policy required by this Lease.
ARTICLE 6 - TER'VIINATION
Section 6.01 Termination in the event of casualty or condemnation
(a) In the event of any damage, destruction or condemnation of the Premises or any
part thereof, which renders the Premises unusable or inoperable in Lessee's judgment, Lessee
shall have the right, but not the obligation, to terminate the Lease with respect to the subject
Premises by giving written notice to Lessor within thirty (30) days after such damage,
destruction or condemnation, if by virtue of such casualty or condemnation the Premises are no
longer adequate for Lessee to continue its operations or any repairs to the Premises have not been
completed or cannot reasonably be completed within sixty (60) days from the date of the
damage.
(b) In the event of condemnation, unless Lessee is allowed by the condemning
authority to continue its operations on the Premises, the applicable Schedule shall terminate as of
the date title to Lessor's Property vests in the condemning authority or Lessee is required to
cease its operations, whichever is earlier. Lessee shall be entitled to share in the proceeds of any
condemnation, and Lessee's share shall include the value of any improvements that are
transferred to the condemning authority, moving expenses, prepaid Rent and business dislocation
expenses.
Section 6.02 Termination
Any Schedule hereunder may be terminated without further Iiability on thirty (30) days prior
written notice 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 default is ten (10) days from receipt of
notice; or (2) by Lessee if it does not obtain or maintain any license, permit or other approval
necessary for the construction and operation of Lessee Facilities; or (3) by Lessee if Lessee is
unable to occupy and utilize the Premises due to any action of the FCC, including without
limitation, a take back of channels or change in frequencies; or (4) by Lessee if Lessee
determines that the Premises are not appropriate for its operations for economic, environmental
or technological reasons, including without limitations, signal strength or interference.
In addition, the five (5) years term is subject to termination by Lessor upon one hundred eighty
(180) days written notice, if during the term hereof, the implementation of a revitalization plan
affecting the Lessee's operation occurs. Lessee 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 Lessee meets Lessor's reasonable requirements pursuant to such revitalization plan.
SFls:PCQ:Agree: Nlstrcorim
RLS 97-997
7/28198 - M2
ARTICLE 7 - ASSIGNMENT
Section 7.01 Permitted Assignment
Lessee may assign this lease to Lessee's general partner, AirTouch Cellular or to any "affiliate"
of Air Touch Cellular, or to any partnership in which AirTouch Cellular or any "affiliate" of
AirTouch Cellular participates. As used herein, an "affiliate" of AirTouch Cellular shall mean
any entity which controls, is controlled by, or is under common control with AirTouch Cellular.
Any other assignment is prohibited without the prior written consent of Lessor, which consent
shall not to be unreasonably withheld.
Section 7.02. Abandonment by Lessee
Should Lessee breach this Lease and abandon Premises prior to the expiration of the Term or any
Renewal Term, Lessor may:
(a) Continue this Lease in effect by not terminating Lessee's right to possession of
said Premises, in which event Lessor shall be entitled to enforce all its rights and remedies under
this Lease, including the right to recover the rent specified in this Lease as it becomes due under
this Lease; or
(b) Terminate this Lease and recover from Lessee:
1. The worth at the time of award of the unpaid rent which had been earned
at the time of termination of the Lease;
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 Lease until the time of
award exceeds the amount of rental loss that Lessee proves could have been
reasonably avoided;
3. The worth at the time of award of the amount by which the unpaid rent
for the balance of the term of this Lease after the time of award exceeds the
amount of rental loss that Lessee proves could be reasonably avoided; and
4. Any other amount necessary to compensate Lessor for -all detriment
proximately caused by Lessee's failure to perform his obligations under this
Lease.
Section 7.03 Default by Lessee
Should Lessee default in the performance of any of the terms, conditions, or obligations
contained in this Lease, Lessor may, in addition to the remedy specified in the subparagraph (b)
of Section 7.02 of this Lease, re-enter and regain possession of Premises in the manner provided
by the laws of unlawful detainer of the State of California then in effect.
9
SF/s:PCD:Agrce:Mstrcomm
RLS 97-997
7/28/98 - 92
Section 7.04 Insolvency of Lessee
The insolvency of Lessee as evidenced by a receiver being appointed to take possession of all or
substantially all of the property of Lessee, or the making of a general assignment for the benefit
of creditors by Lessee, or filing a petition in bankruptcy shall terminate this Lease and entitle
Lessor to reenter and regain possession of Premises.
Section 7,05 Cumulative Remedies
The remedies given to Lessor in this Article shall not be exclusive but shall be cumulative and in
addition to all remedies now or hereafter allowed by law or elsewhere provided in this Lease.
Section 7,06 Waiver of Breach
The waiver by Lessor of any breach by Lessee of any of the provisions of this Lease shall not
constitute a continuing waiver or a waiver of any subsequent breach by Lessee either of the same
or another provision of this Lease.
ARTICLE S - TITLE AND QUIET ENJOYMENT
(a) Lessor warrants that; (1) Lessor owns the Lessor's Property in fee simple and
has rights of access thereto; (2) Lessor has full right to make this Lease; and (3) Lessor covenants
and agrees with Lessee that upon Lessee paying the Rent and observing and performing all the
terms, covenants and conditions on Lessee's part to be observed and performed, Lessee may
peacefully and quietly enjoy the Lessor's Property; subject, nevertheless, to the terms and
conditions of this Lease. Lessor is prepared to document its interests in the Lessor's Property.
(b) - Lessor warrants that the making of this Lease and the performance thereof will
not violate any laves, ordinances, restrictive covenants, or the provision of any mortgage, lease,
or other agreements under which Lessor is bound and which restricts the Lessor in any way with
respect to the use or disposition of the Premises.
(c) Lessee has the right to obtain a title report or commitment for a Ieasehold title
policy from a title insurance company of its choice. If, in the opinion of Lessee, such title report
shows any defects of title or any liens or encumbrances which may adversely affect Lessee's use
of the Premises, Lessee shall have the right to terminate the applicable Schedule immediately
upon written notice to Lessor.
(d) Lessor agrees to obtain, for the benefit of Lessee, a Non -Disturbance Agreement
from the present mortgagee(s) or holder of a deed of trust, and subsequent mortgagee(s) or holder
of a deed of trust. In the event Lessor finances or refinances Lessor's Property, Lessor agrees to
obtain from any lender a Non -Disturbance Agreement for the benefit of Lessee confirming that
Lessee's right to quiet possession of the Premises during this Lease shall not be disturbed so long
as Lessee has not defaulted under this Lease or the applicable Schedule.
10
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ARTICLE 9 - REPAIRS
Lessee shall not be required to make any repairs to the Premises except for damages to the
Premises caused by Lessee, or its employees, agents, contractors or subcontractors.
ARTICLE 10 - EtiVIRONMENTAL
Section 10.01 Lessor's Representation of Premises
Lessor represents that the Premises have not been used for the generation, storage, treatment or
disposal of hazardous materials, hazardous substances or hazardous «•astes. In addition, Lessor
represents that no hazardous materials, hazardous substances, hazardous wastes, pollutants,
polychlorinated biphenyls (PCBs), petroleum or other fuels (including crude oil or any fraction
or derivative thereof) or underground storage tanks are located on or near the Premises unless
specified in writing to the Lessee prior to signing a specific lease agreement. Notwithstanding
any other provision of this Lease, Lessee relies upon the representations stated herein as a
material inducement for entering into this Lease.
Section 10.02 Lessee's Hazardous Materials Restrictions
Lessee shall not use or store hazardous materials on site without written approval from the
Lessor. If the Lessor approves the use or storage of hazardous materials, the Lessee shall be
responsible for site testing and all hazardous materials clean-up of the site from environmental
damages caused by Lessee's use of such materials.
ARTICLE 11 -MISCELLANEOUS
Section 11.01 Force Majeure -Unavoidable Delays
Should the performance of any act required by this Lease to be performed by either Lessor or
Lessee 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 Lessee as required
by this Lease or the performance of any act rendered difficult solely because of the financial
condition of the party, Lessor or Lessee, required to perform the act.
SF/s: PCD:Agree: Msircomm
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Section 11.02 - Notice
Any written notice, given under the terms of this Lease, shall be either delivered personally or
mailed, certified mail, postage prepaid, addressed to the party concerned as follow:
TO CITY:
CITY CLERK
CITY OF HUNTINGTO:ri BEACH
2000 Main Street
Huntington Beach, CA 92647
TO LESSEE:
LOS AN'GELES SMSA LIMITED
PARTNERSHIP
CIO AirTouch Cellular
3 Park Plaza
Irvine, California 92614
Attn: Supervisor, Property Management
(714)222-7612
Copy to:
AirTouch Cellular
P.O. Box 19707
Irvine, California 92713-9707
Attn: Legal Department
(714)222-7032
Lessor or Lessee may from time to time designate any other address for this purpose by written
notice to the other party.
Section 11.03 Compliance with Law
Lessee shall at Lessee's own cost and expense comply with all statutes, ordinances, regulations,
and requirements of all governmental entities, both federal and state and county or municipal,
relating to Lessee's use and occupancy of said premises 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 Lessee in a proceeding brought against Lessee by
any government entity, that Lessee has violated any such statute, ordinance, regulation, or
requirement shall be conclusive as between Lessor and Lessee and shall be ground for
termination of this Lease by Lessor.
Section 11.04 Binding on Heirs and Successors
This Lease shall be binding on and shall inure to the benefit of the heirs, executors,
administrators, successors, and assigns of the parties hereto.
Section 11.05 Partial Invalidity
Should any provision of this Lease be held by a court of competent jurisdiction to be either
invalid, void, or unenforceable, the remaining provisions of this Lease 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.
12
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•
Section 11.06 Sole and Only Agreement
This instrument constitutes the sole and only agreement between Lessor and Lessee respecting
Premises, the leasing of Premises to Lessee, or the lease term herein specified, and correctly sets
forth the obligations of Lessor and Lessee to each other as of its date. Any agreements or
representations respecting Premises or their leasing by Lessor to Lessee not expressly set forth in
this instrument are null and void.
Section 11.07 Time of Essence
Time is expressly declared to be the essence of this Lease.
Section 11.08 Governing Law
This Lease shall be governed under the laws of the State of California.
Section 11.09 Survival
Terms and conditions of this Lease which by their sense and context survive the termination or
expiration of this Lease, shall so survive.
13
SF/s:PCD:Agrce: Mstreomm
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0
Section 11.10 Memorandum of Lease
Upon request either party may require that a Memorandum of Lease for any Schedul
recorded in the form of Exhibit "C".
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the Jed— day
of , 199 Tat Huntington Beach, California.
LESSEE:
VENDOR,
LOS ANGELES SMSA LIMITED
PARTNERSHIP, a California Limited
Partnership
Bv: AirTouch Cellular, a O'liforni j[
Corinordion. its Cien6al Partifer
By:
NamV1.
Titie(/ V
LESSOR:
CITY OF HUNTitiGTON BEACH,
A MUNICIPAL CORPORATION
Mayor
Chessher
President, Engineering & Operations
ATTEST:
City Clerk /L/Y
REVIEWED AND APPROVED:
A44i;g City inistrator
By:
Name: Hal Crookes
Title: Assistant Secretary
APPROVED AS TO FORM:
T., y
fc>e- City Attorney9VP-?//f)
14
INITIATED AND APPROVED:
Y1 ow.
!�j — -
Fire Chief 9- /_ 5 A'
SFls:PMAgreeNstrcomni
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•
STATE OF CALIFORNIA )
COUNTY OF )
Z
"+swum
O
On before me, , personally appeared
, personally known to be (or proved to me on the basis of satisfactory
evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),
and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of
which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signature:
15
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ATTACHMENT 1
SCHEDULE OF LEASED PROPERTY
This Schedule number , effective , 199_, is governed by the terms anc
conditions of the Master Communications Site Lease Agreement entered into between LOS
ANGELES SMSA LIMITED PARTNERSHIP, a California limited partnership and CITY OF
HUNTINGTON BEACH, A MUNICIPAL CORPORATION, on , 199_,
and is incorporated herein by this reference.
The Premises leased to Lessee under this Schedule is commonly known as the City of
Huntington Beach, Fire Station (Station No. and is more
specifically described in Exhibits A and B.
LESSOR
LESSEE
CITY OF HUNTINGTON BEACH LOS ANGELES SMSA LIMITED
A MUNICIPAL CORPORATION PARTNERSHIP, A CALIFORNIA
LIMITED PARTNERSHIP
By: —
Name:
Date:
STATE OF CALIFORNIA )
COUNTY OF }
By: AirTouch Cellular, a California
corporation, its general Partner
Name:
Title:
Date:
On before me, , personally appeared
, personally known to be (or proved to me on the basis of satisfactory evidence)
to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged
to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the
person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signature:
16
SFls:PCD:Agrec:hts[reomm
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EXHIBIT A
LEGAL DESCRIPTION OF LESSOR'S PROPERTY
The Lessor's property of which Premises are a part is legally described as follows:
17
SF/s:PCD:Agrce:htstrcomm
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EXHIBIT B
DESCRIPTION OF PREMISES
The location of the Premises within the Lessor's property together with access, ingress, egress,
easements and utilities are more particularly described or depicted as follows:
See Exhibit B-I attached hereto.
A final drawing or copy of a property survey depicting the above will replace this Exhibit "B"
when initialed by Lessor.
Notes
1. This Exhibit may be replaced by a land survey or Site Plan of the Premises once it is
received by Lessee.
2. Setback of the Premises from the Lessor's boundaries shall be the distance required by
the applicable governmental authorities.
3. Width of access road shall be the width required by the applicable governmental
authorities, including police and fire departments.
4. The type, number and mounting positions and locations of antennas and transmission
lines are illustrative only. Actual types, numbers, mounting positions may vary from what is
shown above.
18
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•
is
EXHIBIT C
RECORDING REQUESTED BY, AND
WHEN RECORDED, RETURN TO:
AirTouch Cellular
P.O. Box 19707
Irvine, California 92713-9707
Attn: Legal Department
(Re: Bolsa/Huntington Beach)
CITY OF HUNTINGTON BEACH,
a municipal corporation
MEMORANDUM OF LEASE
THIS MEMORAINTDUM OF LEASE ("Memorandum") is executed as of
199_, by and between CITY OF HUNTI\GTON BEACH, A
MUNICIPAL CORPORATION ("Lessor") and LOS ANGELES SMSA LIMITED
PARTNERSHIP, A CALIFORNIA LIMITED PARTNERSHIP ("Lessee").
RECITALS
WHEREAS, Lessor and Lessee have executed that certain Master Communications Site
Lease Agreement ("Lease") dated as of , 199_, and Schedule No.
pursuant to that Lease, covering certain premises ("Premises") situated on certain real property
located in the City of Huntington Beach, County of Orange, State of California, and more
particularly described in Exhibit "A" attached hereto and incorporated herein by this reference;
and
WHEREAS, Lessor and Lessee desire to record notice of the Lease covered by such
Schedule, in the Official Records of Orange County, California;
NOW, THEREFORE, in consideration of the foregoing. Lessor and Lessee hereby
declare as follows:
I. Demise. Lessor has ]eased the Premises to Lessee (together with access
rights), and Lessee has hired the Premises from Lessor, subject to the terms, covenants and
conditions contained in the Lease.
2.
on or before
Expiration Date. The term of the Lease ("Term") is scheduled to commence
and shall expire five (5) years thereafter, subject certain options to
extend the Term pursuant to the Lease.
19
Sf/s:PCD:Agree: htstrcomm
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3. Lease Controlling. This Memorandum is solely for the purpose of giving
constructive notice of the Lease. In the event of conflict between the terms of the Lease and this
Memorandum, the terms of the Lease shall control.
IN WITNESS WHEREOF, Lessor and Lessee have executed this Memorandum of Lease
as of the date and year first written above.
20
LESSOR
CITY OF HU'NTI,\TGTON BEACH
A MUNICIPAL CORPORATION
By: _
Name:
Title:
By:
Name:
Title:
LESSEE
LOS ANGELES SMSA LIMITED
PARTNERSHIP, A CALIFORNIA
LPMITED PARTNERSHIP
By: AirTouch Cellular, a California
Corporation, its general Partner
By: _
Name:
Title:
SFls:nCD:Agree:Mstrcomm
RLS 97-997
7/28/98 - #2
STATE OF CALIFORNIA }
COUNTY OF )
On before me, , personally
appeared _ _, personally known to me (or proved to me on the basis of
satisfactory evidence) to be the person(s) whose names(s) is/are subscribed to the within
instrument and acknowledged to me that he,'she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or
the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signature:
21
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7128/98 - P2
REQUEST FOR LATE SUBMITTAL
(To accompany RCA's submitted after Deadline
Department: Fire Subject Site Lease Agreement - Parking Structure
.•.1 !
f `fill I}I �-IIF. r I �'Y----- -- _ -- - - , -: ., r. ' f - -! .1 : --' - • i � - -11!-� r L - 1 fr h ' r - N r4..
Council Meeting Date: 11/16/98 ;.,_.. Date of This Reauest: 1119198
REASON (Why is this RCA being submitted late?): Original site lease agreement between
City and Airtouch Cellular was held up when it was discovered that part of the
proposed cell site installation would be in the common areas at the parking structure, which
falls under different ownership (Main Street Promenade). City Attorney's office had to review
all the CC&R's relating to parking structure to ensure that lease agreement was entered into
legally with both owners, City of Huntington Beach and Main Street Promenade, Inc.
EXPLANATION (Why is this RCA necessary to this agenda?):
This is a critical installation for Airtouch. They have construction crews on hold, ready to
begin construction as soon as the site lease Is approved. Now that staff has identified all
of the ownership issues, we can proceed with a lease agreement.
CONSEQUENCES (How shall delay of this RCA adversely impact the City?):
Delay has financial implications, not only for Airtouch, but for City and Main St. Promenade.
Revenue from cell site is $1,250 per month lease payment, $306 per month parking revenue,
and $400 per month to Main St. Promenade, Inc. This revenue does not begin until permits
are Dulled for construction.
Signature:
Department Head
Head
O'Approved C3 Denied
Ray Silver
Citv Administrator
RCA ROUTING SHEET
INITIATING DEPARTMENT:
FIRE
SUBJECT:
I
AIRTOUCH CELLULAR AGREEMENTS FOR 200 MAIN
STREET
COUNCIL MEETING DATE:
November 16, 1998
fu AW"RO GHMENT
......... ........ . . . ...... . .
QZ"US'
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 Attomey)
Attached
Subleases, Third Party Agreements, etc.
(Approved as to form by City A ttomey)
Not Applicable
Certificates of Insurance (Approved by the City Attomey)
Not Applicable
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
-....EXPL NATION�-:FORfMISSINGATTACHMENTS
- _... i
. .......... _.; w...
- . ............ . ....... .......... ....... .
....... v. P., REVIEWEP@#����
..... .....
4�RETURNED"
if MED'
.. .... .........
Administrative Staff
City Administrator (Initial)
-Assistant
City Administrator (initial)
City Clerk