HomeMy WebLinkAboutResolution 2015-095 Approving an option and wireless communications facility lease agreement with T-Mobile West LLCOPTION AND WIRELESS COMMUNICATIONS
FACILITY LEASE AGREEMENT
This Option and Wireless Communications Facility Lease Agreement
("Agreement is entered into by and between the Town of Marana, an Arizona
municipal corporation ( "TOWN ") and T-- Mobile West LLC, a Delaware limited liability
company ( "T- Mobile" or "Lessee "). TOWN and T- Mobile are at times collectively
referred to as "Parties" or individually as a "Party ".
RECITALS
A. TOWN owns land located in the Town of Marana, Pima County, Arizona, at 8568
N. Continental Reserve Loop, as further described in Exhibit A attached hereto and
incorporated herein by this reference ( "Property ").
B. TOWN is willing to lease an area to T- Mobile consisting of approximately 256
square feet located Within the Property and as more particularly described in Exhibit B
attached hereto and incorporated herein by this reference ("the Site") for a wireless
communication facility.
C. The access routes and utility easements necessary for T-- Mobile's use under this
Agreement (""Access Routes") are depicted in the map attached hereto as part of Exhibit
S,
D. The Site and Access Routes are collectively referred to hereafter as the
"Premises."
E. TOWN and T-- Mobile desire to establish their respective rights and
responsibilities regarding this Option and Wireless Communication Facility Lease
Agreement.
OPTION AGREEMENT
In consideration of the mutual covenants contained in this Option Agreement,
the Parties agree as follows:
1. Option Period. The Option Period shall commence as of the signature date of the
last Party to sign this Agreement and continues for a period of 12 months, unless sooner
terminated or exercised by T-- Mobile.
2. Inspection Rights During the Option Period, T-- Mobile shall have the right to
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analyze the suitability of the Premises for its intended use. T-Mobile and its employees,
agents, contractors, engineers, and surveyors shall have the right to enter upon the
Property to inspect, conduct, perform and examine soil borings, drainage testing, material
sampling, surveys and other geological or engineering tests or studies of the Property, to
apply for and obtain all licenses and permits required for T- Mobile's use of the Premises
1.
from all applicable governmental or regulatory entities, and to do those things on or off
the Property that, in the sole opinion of T- Mobile, are necessary to determine the physical
condition of the Property, the environmental history of the Property, TOW N's title to the
Property and the feasibility or suitability of the Premises for T-- Mobile's use as defined in
this Agreement, all at T- Mobile's expense (the "Due Diligence Investigation "). Activities
conducted in connection with T- Mobile's Due Diligence Investigation shall not be deemed
to constitute exercise of the option or commencement of construction of T- Mobile's
facilities.
3. Access T- Mobile shall comply with any reasonable security requirements of
TOWN if the Site is located within a fenced or secured access location.
4. Government Approvals It is understood and agreed that T- Mobile's ability to use
the Premises is contingent upon its obtaining all of the certificates, licenses, permits and
other approvals (collectively the "Governmental Approvals ") that may be required by
any federal, state or local authorities which will permit T- Mobile's use of the Premises
as set forth above. TOWN shall cooperate with T- Mobile in its effort to obtain such
approvals and shall take no action which would adversely affect the status of the
Property with respect to the proposed use thereof by T- Mobile, unless required to do so
by law or regulation or to protect public health, safety or welfare. However, nothing
herein shall be deemed to constitute a contractual obligation of TOWN, as a
municipality, to issue a required Governmental Approval where the officer, agent or
employee of TOWN responsible for the issuance of such Governmental Approval
deems the issuance of such a Governmental Approval to be inappropriate. This
Agreement is not intended to supersede, modify or waive any requirements in the
Marana Town Code intended to regulate the construction and operation of
telecommunications services or the location and development of wireless
communication facilities. If (1) any applications for such Governmental Approvals
should be finally rejected; (2) any Governmental Approval issued to T- Mobile is
canceled, expires, lapses, or is otherwise withdrawn or terminated by governmental
authority; or (3) T-Mobile determines that such Governmental Approvals may not be
obtained in a timely manner, T- Mobile shall have the right to terminate this Agreement,
as set forth in paragraph 5 of this option Agreement.
5. Termination of Option. If T- Mobile determines, during the Option Period, that
the Premises are not appropriate for T- Mobile's intended use, or if for any other reason,
or no reason, T- Mobile decides not to lease the Site, then T- Mobile shall have the right
to terminate this Agreement without penalty upon written notice to TOWN at any time.
If the Option Period expires and T-Mobile has not exercised the option, this Agreement
shall terminate. If T- Mobile terminates the option or fails to exercise the option, the
Option Fee, as set forth in paragraph 9 of this Option Agreement, below, will not be
prorated or refunded.
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6. Exercise of Option.. At any time during the Option Period, T- Mobile may notify
TOWN in writing that it desires to commence the Lease with TOWN, as set forth in
Article 1 of the Lease Agreement below, and commence construction of its facilities.
7. Damages and Indemnification. T- Mobile shall be responsible for any damages
caused by its agents or employees to the Premises or adjacent property, including
vegetation, during the Option Period and promptly restore the property to its prior
condition. T- Mobile shall appear, defend, indemnify and hold harmless TOWN, its
officers, agents and employees from and against any claim for damages arising out of
the acts or omissions of T- Mobile, its officers, agents and employees related to this
Option Agreement. If T- Mobile fails or refuses to restore the Premises or adjacent
property to its condition as it was prior to the Option Period, TOWN is authorized to do
so and charge the costs to T- Mobile.
S. Reservation. During the Option Period, unless T- Mobile has previously
terminated this Agreement, TOWN will not lease the Site to another person or
materially compromise T- Mobile's possible future lease of the Site for wireless
communications.
9. consideration for Option, In consideration for the rights as described in this
Option Agreement, T- Mobile shall pay to TOWN consideration in the amount of
$1,500.00 for the Option Period ("Option Fee"'). The Option Fee will be paid. within 15
business days from the Effective Date of this Agreement. The Option Fee will not be
prorated for any partial month either at commencement or termination. If T- Mobile
enters into a Lease with TOWN for the Site, the Option Fee will not be prorated or
refunded.
10. General Provisions The general provisions found in Articles 18 through 20 of
the Lease Agreement apply to this Option Agreement.
LEASE A GREEMENT
In consideration of the mutual covenants contained in this Lease Agreement, the
Parties agree that the terms and conditions of this Lease Agreement shall apply from
and after the Commencement Date as follows:
Article 1. Lease Term
1.1. Commencement The Lease shall commence upon commencement of
installation of T- Mobile s facilities (""Commencement Date ") . T-- Mobile (hereinafter
referred to as "Lessee ") shall notify TOWN in writing of its intention to start
construction on the Site and the start date. The Commencement Date shall be noted
here once it is known and shall be incorporated herein by this reference as if fully set
forth in this Agreement at the time of execution: .
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1.2. Term The Lease shall be for a term of five years ("Term unless sooner
terminated as provided herein.
1.3. Renewal The Lease will automatically renew for up to five successive five --year
periods ("'Renewal Terms ") on the same terms and conditions as set forth herein, unless
sooner terminated as provided in this Lease .Agreement. The Term and Renewal Terms
may collectively be referred to as the "Lease Term."
1.4. Folding Over Any holding over after the expiration of the Lease Tenn, with
the consent of TOWN shall be construed to be a tenancy from month to month at one
and one -half times the rents herein specified (prorated on a monthly basis). The
provisions of this Lease Agreement shall apply to any such holding over period.
Article 2. Rent
2.1. Monthly Base Rent Lessee shall pay to TOWN monthly rent of $1,500.00
(" Rent ") in consideration for the Lease. The f irst rental payment shall be made within 30
days after the Commencement Date, and shall be prorated through the end of the
month. All subsequent rental payments shall be made to TOWN on or before the first
day of the month in advance.
2.2. Adjustment. Beginning on the first anniversary of the Commencement Date,
and on each anniversary of the Commencement Date thereafter, Rent shall increase by
an amount equal to 3% above the Rent applicable in the immediately preceding lease
year.
2.3. Payment of Rent. All Rent shall be payable to the Town of Marana, 11555 W.
Civic Center Drive, Marana, Arizona 85653, Attention: Finance Department.
Article 3. Permissible Use
3.1. In General The Property may be used by ' Lessee for the transmission and
reception of radio communication signals and for the construction, installation,
operation, maintenance, replacement and repair of related support facilities (such as
tower and base, antennas, microwave dishes, equipment shelters and/or cabinets) but
only for the provision of what is commonly known as cellular telephone service
(whether or not technically referred to as Personal Communications Service, or some
other term) by the use of "personal wireless service facilities" (as such phrase is defined
in §704 of the Federal Telecommunications Act of 1996, Pub. L. No. 104 --104, 110 Stat. 56
(1996), partially codified at 47 U.S.C. § 332(c)(7)(C)(2), hereinafter "1996 Act Section
704 ") and not for any other purpose. Lessee shall, at its expense, comply with all
present and future federal, state, and local laws, ordinances, rules and regulations
(including but not limited to laws and ordinances relating to health, safety, radio
frequency emissions, and radiation) in connection with the use of (and operations,
maintenance, construction and/or installations at) the Premises.
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3.2. Maintenance of Government App rovals. Lessee shall be responsible for
maintaining during the Lease Tern. all Government Approvals, as defined in paragraph
4 of the option Agreement, above, that may be required by any federal, state or local
authorities for the use of the Premises and the conduct of its business related to the
Premises.
3.3. Additional Providers Lessee may allow third party telecommunications
providers (" Additional Providers ") to co-- locate on the tower within the Lessee
Facilities, as described in the Site Plan attached hereto as Exhibit C and incorporated
herein by this reference. All persons, other than Lessee, providing telecommunications
services from the Lessee Facilities or co-locating on the tower within the Lessee
Facilities shall do so only as sublessees of Lessee in accordance with the provisions of
Article 9 of this Lease relating to subletting. All Additional Providers shall hold a valid
telecommunications license during any period of time that the Additional Provider co-
locates upon or otherwise uses the Premises and/or the Lessee Facilities, or any part
thereof, for telecommunications services.
3.4. Com fiance with Laws. Lessee shall comply with all applicable laws, including
but not limited to zoning and environmental laws relating to its use and possession of
the Premises for the purposes provided in this Agreement.
Article 4. Absence of Warranties
Lessee has leased the Premises after a full and complete Inspection thereof, as well as
the title thereto, and knowledge of its present uses and nonuser. Lessee accepts the
Premises in the condition or state in which the Premises now exist without any
representation or warranty, express or implied in fact or law, by TOWN and without
recourse to TOWN, as to the title thereto, the nature, condition, or usability thereof or
the use or uses to which the Premises or any part thereof may be put, except for the
Warranty of Quiet Enjoyment set forth in Article 16 below. TOWN shall not be
required to furnish any services or facilities or to make any repairs or alterations in or to
the Premises or to provide any off - Premises improvements, such as utilities or paving,
or other forms of access to the Premises, other than what may already exist as of the
Commencement Date. Lessee assumes the full and sole responsibility for the condition,
construction, operation, repair, demolition, replacement, maintenance, and
management of the Premises.
Article 5. Improvements
5.1. Lessee Facilities Lessee has the right to construct, maintain, install, repair
secure, replace, remove and operate on the Premises wireless communications facilities,
including but not limited to a foundation, utility lines, transmission lines, an air
conditioned equipment shelter(s) anal /or an air conditioned equipment room, electronic
equipment, transmitting and receiving antennas, microwave dishes, antennas and
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equipment, a power generator and generator pad, and supporting equipment and
structures, and security fencing ("Lessee Facilities ") as generally described in the Site
Plan attached hereto as Exhibit c and incorporated herein by this reference.
5.2. Utilit L ines . Lessee at its own expense shall install utility lines in the approved
Access Routes to the Site necessary for Lessee Facilities and consistent with approval of
the utility company.
5.3. Construction All Lessee Facilities shall be constructed and installed at Lessee's
sole cost and expense and in a good and workmanlike manner. Lessee shall obtain
TOWN's prior approval of construction plans and specifications for the Lessee
Facilities, which shall not be unreasonably withheld. All Lessee Facilities shall be
constructed or installed in compliance with specifications of plans approved by TOWN.
Within 30 days after completion of construction, Lessee shall provide TOWN with
as -built drawings of the Lessee Facilities.
5.4. Performance Bond Prior to the commencement of any construction on the
Premises, Lessee shall deliver to TOWN a performance bond in an amount determined
based on TOWN's reasonable estimate of the total cost to construct the improvements
described in Exhibit C, the Site Plan, plus a reasonable contingency.
5.5. Lien -free Construction Lessee shall keep the Premises and all improvements
thereon free of any mechanic's or materialmen's liens or liens of any kind or nature for
any work done, labor performed, or material furnished on or to the Premises. If any
lien is filed, Lessee shall, at its sole cost, cause such lien to be removed from the
Premises within 30 days of notice or becoming aware of the lien.
5.6. Title to Im rovements Title to the Lessee Facilities and any equipment placed
on the Premises by Lessee shall be held by Lessee or its lenders or assigns and are not
fixtures, unless abandoned with permission of TOWN pursuant to paragraph 5.9
Removal or Abandonment
5.7. Alteration or Additional Im rovements. Except as otherwise provided in this
Agreement, Lessee shall make no alterations or additional improvements to or upon the
Premises beyond those described in the plans and specifications approved by TOWN
without first obtaining written approval of TOWN. TOWN's consent shall not be
required to replace the Lessee Facilities with equipment that is of the same or smaller
size and same or less weight as the then -- existing Lessee Facilities as long as Lessee's
installation, operation and maintenance of Lessee Facilities does not damage or interfere
in any way with TOWN operations or related activities or other lessee or licensee
activities in existence as of the Commencement Date. Further, nothing herein shall
prevent Lessee from maintaining the Lessee Facilities or from replacing equipment due
to wear and tear or technological advancements provided that such accommodations
comply with all requirements of this Agreement, the TOWN Conditional Use Permit,
Municipal Code, Land Development (Zoning) Code or other requirements. Approved
alterations, additions, replacements and upgrades shall become part of Lessee Facilities
as that term is used in this Agreement.
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5.8. Maintenance Lessee at its own expense shall maintain the Premises and the
Lessee Facilities in good repair and in a manner suitable to TOWN so as not to conflict
with any adjacent TOWN operations. Lessee shall have sole responsibility for the
maintenance, repair, and security of the Lessee Facilities.
5.9. Removal or Abandonment Unless TOWN in writing allows or requires Lessee
to abandon the Lessee Facilities in place, Lessee at its sole expense shall remove the
Lessee Facilities on or before the expiration or earlier termination of this Lease
Agreement. Such removal shall be done in a workmanlike and careful manner and
without interference or damage to any other facilities or operations on the Premises.
Lessee shall repair any damage to the Premises caused by such removal to the
reasonable satisfaction. of TOWN. Title to any Lessee Facilities which are abandoned in
place with the written permission of TOWN shall be deemed transferred to TOWN, in
their then as -is condition, without compensation to Lessee. Said abandoned Lessee
Facilities shall thereafter be the sole property of TOWN.
Article 6. Access and Utilities
6.1. Access to Site TOWN shall provide Lessee, Lessee's employees, agents,
contractors, subcontractors and assigns with access to the Site 24 hours a day, seven
days a week, at no charge to Lessee. Lessee shall comply with reasonable security
requirements of TOWN related to accessing the Site.
6.2. Non-Exclusive Access Routes Lessee, its agents, employees and contractors,
shall have a nonexclusive right and easement for pedestrian and vehicular ingress and
egress across, and Lessee shall have an easement for utility lines to access the Site via
the Access Routes described or depicted generally in Exhibit C. TOWN and Lessee each
shall conduct operations within the Access Routes so as to cause minimal or no
interference to others.
6.3. Maintenance of Roadway s. TOWN shall maintain all access roadways from the
nearest public roadway to the Premises in a manner sufficient to allow pedestrian and
vehicular access at all times under normal weather conditions. TOWN 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.
6.4. Payment of Utilities Lessee shall, at its own expense, install separate meters for
electricity and other utilities necessary for Lessee Facilities and shall timely pay all
utility charges associated therewith.
Article 7. Interference
7.1. Interference with Existing Uses. Lessee's installation, operation and
maintenance of Lessee Facilities shall not damage or interfere in any way with TOWN
operations or related activities or other existing lessee or licensee activities in existence
as of the Commencement Date. Lessee agrees to cease all such actions which materially
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interfere with existing activities upon written notice of such interference; provided,
however, in such case Lessee shall have the right to terminate the Lease.
7.2. Interference and New Uses Subsequent to Lessee's exercise of its Option, as set
forth in paragraph 6 of the option Agreement, TOWN will not, and will not permit its
lessees or licensees to, install new equipment on or make any alterations to the Premises
or property contiguous thereto owned or controlled by TOWN, if such modifications
are likely to cause a material interference with Lessee's operations. In the event
interference occurs, TOWN agrees to use best efforts to eliminate any material
interference within a reasonable time period. TOWN's failure to comply with this
paragraph shall be a material breach of this Lease Agreement.
Article S. Fees and Taxes
Lessee shall pay, as they become due and payable, all fees, charges, taxes and expenses
required for licenses and/or permits required for or occasioned by Lessee's use of the
Premises. Lessee shall pay all real and personal property taxes assessed against the
Lessee Facilities. TOWN shall pay when due, all real property takes and all other takes,
fees and assessments attributable to the Premises or this Lease Agreement.
Article 9. Assignment and Subletting
9.1. A.ssi nment. Lessee may assign the Lease Agreement to another company, with
TOWN's written consent, which shall not be unreasonably withheld; provided,
however, Lessee may i) assign or transfer this Lease Agreement to a financially viable
parent, subsidiary, or affiliate, without TOWN consent, and, ii} Lessee may assign the
Lease Agreement to a commercial lending institution solely as security for financing
purposes without TOWN consent. In the event of an assignment, assignee shall assume
all obligations and liabilities of Lessee, known and unknown, under the Lease
Agreement arising both before and after the assignment date.
9.2. Bankruptcy. Any person or entity to which this Lease Agreement is assigned or
transferred as part of any bankruptcy proceeding shall be deemed without further act to
have assumed all of the liabilities and obligations of Lessee arising under this Lease
Agreement on and after the date of such assignment. Any such assignee or transferee
shall upon demand execute and deliver to TOWN an instrument confirming such
assumption or transference. Any monies or other considerations payable or otherwise
to be delivered in connection with such assignment or transference shall be paid to
TOWN, shall be the exclusive property of TOWN, and shall not constitute "property" of
the Lessee or of the estate of Lessee within the meaning of the Bankruptcy Code. Any
monies or other considerations constituting TOWN's property under the preceding
sentence not paid or delivered to TOWN shall be held in trust for the benefit of TOWN
and be promptly paid to TOWN.
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9.3. Subletting Except as provided in paragraphs 9.4 and 9.5 below, Lessee may not
sublet any portion of the Property, the Premises or the Lessee Facilities without the
prior written consent of TOWN, which consent may be withheld for any reason or no
reason in TOWN's sole discretion.
9.4. Additional Providers as Sublessees Lessee may allow Additional Providers to
co- locate upon the tower within the Lessee Facilities, as set forth in paragraph 3.3 above
and this paragraph 9.4, provided that each such Additional Provider is a sublessee and
that Lessee and each such sublessee comply with all of the applicable terms and
conditions of this Lease. The sublease of the Premises, the Lessee Facilities, or any part
thereof, shall not relieve Lessee of any obligations, responsibilities or liabilities Lessee
may have under this Lease.
9.4.1. If Lessee desires to co- locate Additional Providers on Lessee's tower within
the Lessee Facilities, Additional Providers shall be required to obtain a separate
ground lease from TOWN for ground space on the Property and a separate sublease
from Lessee for space on Lessee's tower. The Parties understand that: (1) TOWN and
Lessee shall reasonably cooperate to locate Additional Providers on the Property;
(ii) TOWN may not charge any fee to Lessee for subleasing space on Lessee's tower;
(iii) Lessee shall not be liable to TOWN in any way for failure to enter into, maintain
or renew a sublease with Additional Providers for the use of Lessee's tower;
(iv) TOWN shall not be liable to Lessee in any way for failure to enter into, maintain
or renew a ground lease with Additional Providers for the use of TOWN's Property;
(v) Lessee shall have the right to determine in its sole discretion whether it will
sublease any portion of its tower; and (vi) TOWN shall have the right to determine
in its sole discretion whether it will lease any portion of its Property to Additional
Providers.
9.4.2. If Lessee subleases space on Lessee's tower within the Lessee Facilities,
Lessee shall receive 100% of any rental paid by Additional Providers for such space.
If TOWN leases ground space on the Property, TOWN shall receive 100% of any
rental paid by Additional Providers for such ground space. Additional Providers
shall be instructed to pay the foregoing percentage amounts directly to TOWN and
Lessee. Lessee shall not be responsible to TOWN for the collection or payment of
rents by Additional Providers to TOWN, and TOWN shall not be responsible to
Lessee for the collection or payment of rents by Additional Providers to Lessee.
Neither Party shall have liability to the other Party in the event of failure of payment
by Additional Providers.
9.5. Sublease Requirements. All of the following requirements must be met prior to
any sublease to an Additional Provider for collocation purposes:
9.5.1. All subleases shall (a) be in writing, (b) identify the Additional Provider as
the sublessee, (c) require the sublessee to comply with all of the terms and
conditions of this Lease to the same extent as Lessee must comply, and (c) be
acceptable in form to the Marana Town Attorney.
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9.5.2. Lessee and sublessee shall, at their own expense, obtain all necessary
zoning, land use or similar approvals for the collocation on the Premises.
9.5.3. Lessee shall furnish TOWN with a set of the plans and specifications for
any alteration of the Lessee Facilities or the Premises required for the Additional
Provider to collocate on the tower within the Lessee Facilities, including, but not
limited to, any additional antennae, power source or related equipment and
improvements. Prior to the commencement of any construction or installation of
any such alteration, TOWN shall have determined that the alterations are acceptable
and shall have reviewed the plans and specifications and determined what
additional permits and zoning requirements, if any, are applicable.
Article 10. Default and Remedies
10.1. Default by Lessee Lessee shall be deemed in default of this Lease if any of the
following occurs:
1 0.1.1. Lessee fails to pay Rent in compliance with Article 2 of this Lease
Agreement or any other sums to TOWN when due, and does not cure such default
within ten days of receipt of written notice from TOWN; or
10.1.2. If Lessee falls to comply with the performance of any other covenant or
condition of this Lease Agreement and does not cure such other default within 30 days
after written notice from TOWN specifying the default complained of, unless such
default cannot reasonably be cured within 30 days, in which case Lessee will not be in
default as long as Lessee commences to cure the default within the 30 -day period and
diligently pursues such cure to completion; or
10.1.3. If Lessee abandons the Premises and fails to pay rent or otherwise comply
with the requirements of this Agreement for a period of four months or longer, or
1 0.1.4. If Lessee is adjudicated as bankrupt or makes any assignment for the benef it
of creditors.
10.2. TOWN's Remedies in Event of Lessee Default In the event of a default by
Lessee, TOWN shall notify Lessee, in writing, of said default. If Lessee fails to cure
within 30 days after the date of the notice, or in such other applicable time period as
outlined above, in addition to and not exclusive of any other remedy available to
TOWN by operation of law, TOWN shall have the right, at its option, to terminate the
Lease Agreement in which event Lessee shall immediately re move the Lessee Facilities
and pay TOWN a sum of money equal to the total of: (i) the amount of the unpaid Rent
accrued through the date of termination; and (ii) any other amount reasonably
necessary to compensate TOWN for all detriment proximately caused by Lessee's
failure to perform its obligations under the Lease.
10.3. Cure by TOWN In the event of a default of this Lease Agreement by Lessee
that TOWN reasonably believes will cause damage to property or injury to person if left
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uncured, TOWN may, after the expiration of all notice and cure periods provided in
this Agreement, cure the default for the account of and at the expense of the Lessee. If
TOWN is compelled to pay or elects to pay any sum of money or to do any act which
will require the payment of any sum of money or is reasonably compelled to incur any
expense, including reasonable attorney fees, in instituting, prosecuting or defending
any action to enforce TOW N's rights under this Lease, the surds so paid by TOWN,
with all interest, costs and damages shall be deemed to be Additional Rental and shall
be due from the Lessee to TOWN on the first day of the month following the incurring
of the respective expenses provided that TOWN has provided Lessee with reasonable
back -up documentation.
10.4. Default b TOWN. Except as otherwise set forth in this paragraph, TOWN
shall be in default if TOWN fails to comply with the performance of any covenant or
condition of this Lease Agreement and does not cure such other default within 30 days
after written notice from Lessee specifying the failure to comply complained of, unless
such failure to comply cannot reasonably be cured within 30 days, in which case TOWN
will not be in default as long as TOWN commences to cure the failure within the 30 -day
period and diligently pursues such cure to completion. With regard to any covenants
or conditions of TOWN related to Lessee's access or interference with its use or
operation of Lessee Facilities, TOWN shall be in default if it does not cure such failure
to comply Within seven days of its receipt of written notice from Lessee, unless Lessee's
service is interrupted by the failure to comply. If Lessee's service is interrupted by the
failure to comply, TOWN shall be in default if it does not cure the failure to comply
within 24 hours of its receipt of written notice from Lessee. In the event of a TOWN
default and failure to cure, Lessee may terminate this Lease upon written notice to
TOWN and shall immediately remove the Lessee Facilities as set forth in paragraph 5.9.
Article 11. Voluntary Termination
11.1. Voluntary Termination bv Lessee. This Lease Agreement may be terminated
by Lessee without further liability on 30 days' prior written notice (i) if Lessee is unable
to reasonably obtain or maintain any certificate, license, permit, authority or approval
from any governmental authority, thus, restricting Lessee from installing, removing,
replacing, maintaining or operating the Lessee Facilities or using the Premises in the
manner intended by Lessee; (ii) if Lessee determines that the Premises are not
appropriate for its operations for economic, environmental or technological reasons,
including without limitation, signal strength, coverage or interference, or (iii) Lessee
otherwise determines, within its sole discretion, that it will be unable to use the
Premises for Lessee's intended purpose.
11.2. Voluntary Termination by TOWN.
11.2.1. During the first Renewal Term (years 6 -10), this Lease Agreement may be
terminated by TOWN without further liability to Lessee if TOWN reasonably
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determines termination is necessary to serve a governmental (non- proprietary)
purpose, upon one year's prior written notice to Lessee.
11.2.2. At any time after the first Renewal Terre (year 11 or subsequent), this
Agreement may be terminated by TOWN without further liability to Lessee upon
one year's prior written notice to Lessee.
Article 12. Damage or Destruction of Lessee Facilities
If the Lessee Facilities or any portion of the Lessee Facilities are destroyed or damaged
so as to materially 'Interfere with effective use of the Lessee Facilities through no fault or
negligence of Lessee, Lessee may elect to terminate this Lease Agreement upon 30 days'
written notice to TOWN. In such event, Lessee shall promptly remove the Lessee
Facilities from the Premises as set forth in paragraph 5.9 and this Lease Agreement (and
Lessee's obligation to pay rent) shall terminate upon Lessee's fulfillment of the same.
Upon termination, Lessee shall be entitled to the reimbursement of any Rent prepaid by
Lessee. TOWN shall have no obligation to repair any damage to any portion of the
Premises.
Article 13. condemnation
If the Premises are taken by eminent domain, this Lease Agreement shall terminate as of
the date title to the Premises vests in the condemning authority. If a portion of the
Premises is taken by eminent domain so as to materially hinder effective use of the
Premises by Lessee, as determined by Lessee, then Lessee shall have the right to terminate
this Lease Agreement as of said date of title transfer, by giving 30 days' written notice to
TOWN. In the event of any taking under the power of eminent domain, compensation
shall be as determined by applicable law.
Article 14. Indemnity
14.1. Disclaimer of Liability. TOWN shall not at any time be liable for injury or
damage occurring to any person or property from any cause whatsoever arising out of
Lessee's construction, maintenance, repair, use, operation, condition or dismantling of
the Premises, unless such injury or damage is caused by the negligence or willful
misconduct of TOWN or TOWN's employees.
14.2. Indemnification Lessee shall, at its sole cost and expense, indemnify and hold
harmless TOWN and all associated, affiliated, allied and subsidiary entities of TOWN,
now existing or hereinafter created, and their respective officers, boards, commissions,
employees, agents, attorneys, and contractors (hereinafter referred to as "Indemnitees" ),
from and against:
14.2.1. Any and all liabilities, obligations, damages, penalties, claims, liens, costs,
charges, losses and expenses ('including, without limitation, reasonable fees and
expenses of attorneys, expert witnesses and consultants), which may be imposed
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upon, incurred by, or be asserted against the Indemnitees by reason of any act or
omission of Lessee, its personnel, employees, agents, contractors or subcontractors,
resulting in personal injury, bodily injury, sickness, disease or death to any person
or damage to, loss of or destruction of tangible or intangible property, libel, slander,
invasion of privacy and unauthorized use of any trademark, trade name, copyright,
patent, service marls or any other right of any person, firm or corporation, which
may arise out of or be in any way connected with the construction, installation,
operation, maintenance, use or condition of the Premises or the Lessee's failure to
comply with any federal, state or local statute, ordinance or regulation.
14.2.2. Any and all liabilities, obligations, damages, penalties, claims, liens, costs,
charges, losses and expenses (including, without limitation, reasonable fees and
expenses of attorneys, expert witnesses and other consultants), which are imposed
upon, incurred by or asserted against the Indemnitees by reason of any claim or lien to
the extent arising out of work, labor, materials or supplies provided or supplied to
Lessee, its contractors or subcontractors, for the installation, construction, operation,
maintenance or use of the Premises and, upon the written request of TOWN, Lessee
shall cause such claim or lien covering TO N's property to be discharged or bonded
within 30 days following Lessee's receipt of such request.
14.2.3. Any and all liabilities, obligations, damages, penalties, claims, liens, costs,
charges, losses and expenses (including., without limitation, reasonable fees and
expenses of attorneys, expert witnesses and consultants), which may be imposed upon,
incurred by or be asserted against the Indemnitees to the extent caused by any
financing or securities offering by Lessee or its affiliates for violations of the common
law or any laws, statutes, or regulations of the State of Arizona or United States,
including those of the Federal Securities and Exchange Commission.
14.2.4. Lessee's obligation to indemnify Indemnitees under this Lease Agreement
shall not extend to claims, losses, and other matters covered hereunder that are caused
or contributed to by the negligence or willful misconduct of one or more Indemnitees.
14.3. Lessee's Right of Recover Nothing herein shall be construed to waive
Lessee's rights to seek recovery against TOWN for TOWN's negligence or willful
misconduct other than lost profits or revenues caused to Lessee's operations, or to seek
recovery against third persons for any damages caused to property or injury to persons,
in, upon or about the Premises by such other persons.
14.4. Assumption. of Risk Lessee undertakes and assumes for its officers, agents,
off iliates, contractors and subcontractors and employees (collectively "Lessee" for the
purpose of this paragraph 14.4), all risk of dangerous conditions, if any, on or about the
Premises, and Lessee hereby agrees to indemnify and hold harmless the Indemnitees
against and from any claim asserted or liability imposed upon the Indemnitees for
personal injury or property damage to any person (other than from Indemnitee's
negligence) arising out of Lessee's installation, operation, maintenance, condition or use of
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the Premises or Lessee's failure to comply with any applicable federal, state or local
statute, ordinance or regulation.
14.5. Defense of Indemnitees. If any action or proceeding shall be brought against the
Indemn.itees by reason of any platter for which the Indemnitees are indemnified
hereunder, Lessee shall, upon notice from any of the Indemnitees, at Lessee's sole cost and
expense, resist and defend the same with legal counsel mutually selected by Lessee and
TOWN; provided however, that Lessee shall not admit liability in any such matter on
behalf of the Indemnitees without the written consent of TOWN and provided further that
Indemnitees shall not admit liability for, nor enter into any compromise or settlement of,
any claim for which they are indemnified hereunder, without the prior written consent of
Lessee.
14.6. Notice Coo eration and Expenses.
14.6.1. TOWN shall give Lessee prompt notice of the making of any claim or
commencement of any action, suit or other proceeding covered by the provisions of
this Article. Nothing herein shall be deemed to prevent TOWN from cooperating
with Lessee and participating in the defense of any litigation by TOWN's own
counsel. Lessee shall pay all reasonable, third- party, out -of- pocket expenses
incurred by TOWN in response to any such actions, suits or proceedings. These
expenses shall include all reasonable, third- party, out -of- pocket expenses, such as
attorney fees, and shall also include the reasonable expenses of TOWN's agents,
employees or expert witnesses, and disbursements and liabilities assumed by
TOWN in connection with such suits, actions or proceedings but shall not include
attorneys' fees for services that are unnecessarily duplicative of services provided
TOWN by Lessee.
14.6.2. If Lessee requests TOWN assist it in such defense then. Lessee shall pay all
reasonable, third- party, out-of-pocket expenses reasonably incurred by TOWN in
response thereto, including defending itself with regard to any such actions, suits or
proceedings. These expenses shall include all out -of- pocket expenses such as
reasonable attorney fees and shall also include the reasonable expenses of TOWN's
agents, employees or expert witnesses, and disbursements and liabilities assumed by
TOWN in connection with such suits, actions or proceedings.
14.7. Indemnities and Insurance Cumulative Lessee's obligations to indemnify do
not diminish in any way Lessee's obligations to insure; and Lessee's obligations to
insure do not diminish in any way Lessee's obligations to indemnify. Lessee's
obligations to indemnify and provide insurance are in addition to, and do not limit, any
and all other liabilities or obligations of Lessee under or connected with this Agreement.
The amount and type of insurance coverage required by this Agreement will in no way
be construed as limiting the scope of the indemnities in this paragraph.
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Article 15. Regulated/Hazardous Substances Indemnification
15.1. Applicable Laws. Lessee recognizes that assuring protection of public health,
welfare and the environment from activities upon. the Premises during the Lease Term
is an important consideration for TOWN and during the Lease Terra the federal, state
and local laws, rules, regulations and ordinances relating to pollution, protection of the
environment, public health, safety or industrial hygiene (hereinafter referred to as the
"Applicable Laws "] will change. Lessee warrants that throughout the Lease Term,
Lessee will maintain compliance with all Applicable Laws with regard to its use of the
Premises.
15.2. Re ulated Substances. Lessee further warrants, unless disclosed and agreed to
by TOWN, that no liquid, solid, semi -solid or gaseous Regulated Substances as defined
herein which are, or during the Lease Term may become, subject to regulation under
Applicable Laws, will be used on the Premises in violation of any Applicable Laws.
"Regulated Substances" include, but are not limited to, any and all substances,
materials or wastes regulated under the Resource Conservation and Recovery Act, 43
U.S.C. Section 8909, et seq.; the Comprehensive Environmental Response, Compensation
and Liability Act, 42 U.S.C. Section 9601, et. seq.; the Toxic Substances Control Act, 15
U.S.C. Section. 2601, et seq.; the Arizona Hazardous Waste Management Act, A.R.S.
Section 49 -921, et seq.; the Arizona Underground Storage Tank Regulation Act, A.R.S.
Section 49 -101, et seq.; and the rules and regulations adopted and guidelines
promulgated pursuant to the Applicable Laws.
15.3. Dischar es and Emissions. In addition to the other requirements of this Article
15, Lessee shall not release, discharge, leak or emit, or permit to be released, discharged,
leaked or emitted into the atmosphere, ground, soil, sewer system, surface water or
groundwater any substance in violation of any Applicable Laws.
15.4. Permits. Lessee has or will timely obtain, maintain and comply with all
provisions of all permits, licenses and other authorizations which are required under
the Applicable Laws for Lessee's use and operation of the Lessee Facilities (hereinafter
referred to as the "Permits ") .
15.5. Notices Required. Lessee shall immediately notify TOWN, orally and in
writing, of any allegations by any governmental authority or other person or entity of
any event of non-compliance with the Applicable Laws or Permits. Lessee shall also
immediately notify TOWN orally and in writing, of any allegations by any
governmental authority or other person or entity, of any events, conditions,
circumstances, activities, practices, incidents, actions or plans which may interfere with
or prevent continued compliance with Applicable Laws, Permits or the provisions of
this Article, or which may give rise to any common law or legal liability, or otherwise
form the basis of any claim, action, suit, proceeding, hearing or investigation, based on
or related to the generation, manufacture, distribution, use, treatment, storage, disposal,
transport, or handling, or the emission, discharge, release or threatened release into the
environment, of any pollutant, contaminant or Regulated Substance.
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15.6. TOWN Inspections. TOWN, or its authorized representative, agent or
^ 1 '
contractor, shall have the right, upon reasonable notice, to inspect the Premises and to
review and copy documents, records, and data maintained by Lessee relating to
substances used and stored on the Premises or disposed of, released or otherwise
removed from the Premises, in order to assure itself that Lessee is in compliance with
the provisions of this Article 15. In addition, TOWN shall have the right, at its expense,
to perform periodic environmental inspections as TOWN deems necessary using the
services of qualif ied and duly licensed environmental engineers approved by Lessee
whose approval thereof may not be unreasonably withheld. The said engineers shall
conduct such sampling and testing of soils, water, substances and emissions as TOWN
deems necessary to assure itself that Lessee is in compliance with the provisions of this
Article.
15.7. Reimbursement of TOWN Costs • Remediation. If the results of the inspection
indicate a need for further testing and/or remediation as a result of Lessee's use of the
Premises in order to comply with Arizona Department of Environmental Quality
(ADEQ) or Pnvironmmental Protection Agency (EPA) remediation standards or
guidelines, then Lessee hereby agrees to reimburse TOWN for its reasonable inspection
costs and to pay for such additional testing and remediation to the extent required as a
consequence of Lessee's use of the Premises. Should remediation be required as a
consequence of Lessee's use of the Premises, Lessee shall immediately undertake such
remediation to the extent caused by Lessee's or its employees', agents' or contractors'
use of the Premises, as is necessary to restore the condition of the Premises and shall
diligently pursue such work to completion. Lessee's failure to timely perform its
obligations under this Article shall be considered a material breach of this Lease, and
Lessee's obligations under this Article shall continue beyond the expiration or
termination hereof. Nothing in this Article shall constitute a waiver of any right of
Lessee, including without limitation, the right to receive contribution from any
individual or entity responsible for contamination of any part of the Premises.
15.5. Termination. Any instance of non - compliance with Applicable Laws, Permits
or the provisions of this Article shall be grounds for termination subject to the notice
and cure rights set forth in this Agreement.
15.9. Indemnification. To the fullest extent permitted by law, Lessee agrees to
indemnify, defend and hold TOWN harmless for any costs of legally required
remediation of environmental contamination and from any claims, demands, actions,
suits, proceedings, hearings, investigations, responsibility, liability, orders, injunctions,
judgments, fines, damages and losses of any nature whatsoever, to the extent arising
out of or relating in any way to Lessee's present or future use of, or activities or
operations on or at the Premises, or arising from or relating to any breach by Lessee or
Lessee's agents, employees or contractors of the provisions of this Article. Lessee also
agrees to indemnify and hold TOWN harmless for any costs and expenses reasonable
incurred in connection therewith, including without limitation, any reasonable
attorneys' and expert wifless fees, investigation, clean up, removal, disposal, remedial,
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corrective, or mitigating action costs, f ines and penalties related in any way to Lessee's
use of the Premises. These indemnities shall survive the termination of this Lease.
Article 16. Warranty of Quiet Enjoyment
TOWN covenants that so long as Lessee performs the covenants, terms and conditions
required of Lessee contained herein, Lessee shall peaceably and quietly have, hold and
enjoy the Premises for the aforesaid tern and any extensions thereof, and TOWN shall
not in any manner interfere with or disrupt the Lessee's business or frustrate Lessee's
intended use of the Property.
Article 17. Waiver of Lien
TOWN hereby waives any and all lien rights it may have, statutory or otherwise
concerning the Lessee Facilities or any portion thereof which shall be deemed personal
property for the purposes of this Lease Agreement, whether or not the same is deemed
real or personal property under applicable laws, and TOWN gives Lessee and
Mortgagees the right to remove all or any portion of the same from time to time,
whether before or after a default under this Agreement, in Lessee's and/or Mortgagee's
sole discretion and without TOWN's consent. Any Mortgagee shall contact TOWN
prior to removal and TOWN may require Mortgagee to indemnify TOWN for any
damages caused to the Premises by removal of the Lessee Facilities.
Article 18. Insurance
18.1. ' Cove ra e. During the option Period and during the Lease, Including any
extensions, Lessee shall maintain, or cause to be maintained, in full force and effect and
at its sole cost and expense, the following types and limits of insurance. The coverage
amounts set forth below may be met by a combination of underlying and umbrella
policies so long as in combination the limits equal or exceed those stated.
18.1.1. Workers' Compensation insurance meeting applicable statutory
requirements and employer's liability insurance with minimum limits of $1 00,000
for each accident.
18.1.2. Comprehensive commercial general liability Insurance with minimum limits
of $1,000,000 as the combined single limit for each occurrence of bodily injury, personal
injury and property damage and $2,000,000 aggregate. The policy shall provide
blanket contractual liability insurance for all written contracts, and shall include
coverage for products and completed operations liability, independent contractor's
liability; coverage for property damage from perils of explosion, collapse or damage to
underground utilities, commonly known as XCU coverage.
18.1.3. Automobile liability insurance covering all owned, hired, and non -owned
vehicles in use by Lessee, its employees and agents to comply with the provisions of
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state law with minimum limits of $1,000,000 as the combined single limit for each
occurrence for bodily injury and property damage.
15.1.4. At the start of and during the period of any construction, builders all -risk
insurance, together with an installation floater or equivalent property coverage
covering cables, materials, machinery and supplies of any nature whatsoever which
are to be used in or incidental to the installation of the Lessee Facilities. Upon
completion of the installation of the Lessee Facilities, Lessee shall substitute for the
foregoing insurance policies of fire, extended coverage and vandalism and malicious
mischief insurance on the Premises. The amount of insurance at all times shall be
representative of the insurable values installed or constructed.
18.1.5. All policies other than those for Workers' Compensation shall be written on
an occurrence and not on a "claims made" basis.
18.2. Town Coverage. During the Lease, including any extensions, TOWN shall
maintain, or cause to be maintained, in full force and effect and at its sole cost and
expense, comprehensive commercial general liability insurance with Minimum limits of
$1,000,000 as the combined single limit for each occurrence of bodily injury, personal
injury and property damage and $2,000,000 aggregate.
18.3. Additional Insureds TOWN and Lessee, and their respective agents, shall be
covered as additional insureds on all of the other Party's policies required by this
Article, except for Workers" Compensation policies (herein referred to as the
"Additional Insureds "). This coverage can be provided by blanket additional insured
endorsements. Each policy which is to be endorsed to add Additional Insureds
hereunder, shall contain cross-liability wording, as follows:
In the event of a claim being made hereunder by one
insured for which another insured is or may be liable,
then this policy shall cover such insured against whom
a claim is or may be made in the same manner as if
separate policies had been issued to each insured
hereunder.
18.4. Evidence of Insurance Current certificates of insurance and endorsements for
each insurance policy required to be obtained and maintained by Lessee in compliance
with this Article shall be filed and maintained with TOWN within 30 days of execution
of this Agreement and within ten days of any renewal or change in such policies. If
TOWN is not provided current certificates and endorsements and must request an
updated certificate or endorsement, Lessee shall pay an administrative fee of $25.00 for
each certificate or endorsement so requested.
18.5. Lessee Insurance Prirnar . Lessee's insurance shall be primary insurance with
respect to Lessee's obligations under this Agreement and in the protection of TOWN as an
Additional Insured.
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18.6. Waiver All policies required by this Article, except for Workers'
Compensation and Employers liability insurance, shall contain a waiver of rights of
recovery (subrogation) against the other Party, its agents, representatives, officials,
officers and employees for any claims arising out of the work or services of the insured
Party. The Parties shall arrange to have such subrogation waivers incorporated into
each policy via formal written endorsement thereto.
15.7. resentation of Coverage Adequacy. By requiring insurance herein., TOWN
does not represent that coverage and limits will be adequate to protect Lessee. Failure
to demand evidence of compliance with the insurance requirements set forth in this
Agreement or failure to identify any insurance deficiency shall not relieve Lessee from,
nor be construed or deemed a waiver of, Lessee's obligation to maintain the required
insurance at all times during the performance of the Agreement.
18.8. Notice of Claims Lessee shall immediately advise TOWN of any claim or
litigation that Lessee becomes aware of if Lessee reasonably believes that it may result
in liability to TOWN.
18.9. Cancellation of Policies of Insurance Lessee shall give TOWN at least 30
calendar days' written notice prior to a planned cancellation or reduction of any
coverage required by this Article. Lessee shall give TOWN immediate notice of any
other cancellation or reduction of any coverage required by this Article. Cancellation or
reduction of any coverage required by this Article is a breach of this Agreement.
18.10. Insurance Companies. All insurance shall be affected under valid and
enforceable policies, insured by insurers reasonably acceptable to TOWN.
18.11. Contractors Lessee shall require that each and every contractor and
subcontractor who performs work on the Premises carry, in full force and effect,
Workers' Compensation, comprehensive commercial general liability and automobile
liability insurance coverage of the type which Lessee is requi
g red to obtain under the
terms of this Article with appropriate limits of insurance.
Article 19. Notices
All notices, requests, demands and other communications under this Agreement shall
be in writing and shall be deemed given if personally delivered or mailed, certified
mail, return receipt requested, or sent by for next - business -day delivery by a nationally
recognized overnight carrier to the following addresses:
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If to Lessee, to:
T- Mobile USA Inc.
12920 SE 38 Street
Bellevue, WA 98006
Attn: Lease Compliance
Site No. PH12200A
If to TOWN, to:
With a co to.
Town Manager
Town Attorney
11555 W. Civic Center Dr.
11555 W. Civic Center Dr.
Marana, Arizona 55653
Marana, Arizona 55653
TOWN or Lessee may from time to time designate any other address for this purpose
by written notice to the other party. All notices hereunder shall be deemed received
upon actual receipt or refusal to accept delivery.
Article 20. Miscellaneous Provisions
20.1. Waiver Failure of TOWN or Lessee to insist on strict performance of any of
the conditions, covenants, terms or provisions of this Agreement or to exercise any of its
rights hereunder shall not waive such rights, but TOWN or Lessee shall have the rights
to enforce such rights at any time. The receipt of any sure paid by Lessee to TOWN or
by TOWN to Lessee after a breach of this Agreement shall not be deemed a waiver of
such breach unless expressly set forth in writing.
20.2. Attorneys' Fees The prevailing Party in any legal claim arising hereunder
shall be entitled to its reasonable attorney's fees and court costs, including appeals, if
any.
20.3. Severabi If any provision of the Agreement Is invalid or unenforceable
with respect to any Party, the remainder of this Agreement or the application of such
provision to persons other than those as to whom it is held invalid or unenforceable,
shall not be affected and each provision of this Agreement shall be valid and
enforceable to the fullest extent permitted by law.
20.4. Survival Terms and conditions of this Agreement which by their sense and
context survive the termination, cancellation or expiration of this Agreement will so
survive, Including, but not limited to, paragraphs 7 (DamaRes. and Indemnification)
and 9 (Consideration for O Lion) of the Option Agreement, and Article 5
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(Improvements), Article 10 (Default and Remedies), Article 11 (Voluntary
Termination), Article 12 (Damage or Destruction of Lessee Facilities), Article 13
(Condemnation), Article 14 (Indemnity), Article 15 (Regulated / Hazardous Substances
Indemnification) and Article 18 (Insurance) and paragraph 20.10 ( Covenant Not to Sue
of the Lease Agreement.
20.5. Governing Laws. This Agreement shall be governed under the laws of the
state of Arizona, and be binding on and inure to the benefit of the successors and
permitted assignees of the respective Parties.
20.6. Memorandum of Agreement. A Memorandum. of Agreement in the form
attached hereto as Exhibit D may be recorded by Lessee confirming the (i) effectiveness
of this Agreement, (ii) expiration date of the Lease Term, (iii) the duration of any
Renewal Terms, and/or other reasonable terms consistent with this Agreement.
20.7. Entire Agreement. This Agreement constitutes the entire Agreement between
the Parties, and supersedes all understandings, offers, negotiations and other leases
concerning the subject matter contained herein. There are no representations or
understandings of any kind not set forth herein. Any amendments, modifications or
waivers of any of the terms and conditions of this Agreement must be in writing and
executed by both Parties.
20.8. Conflict of Interest TOWN may cancel this Agreement pursuant to A.R.S.
§ 38 -511 (conflict of interest), as may be amended from time to time. In the event
TOWN elects to exercise its rights thereunder, TOWN agrees to immediately give notice
thereof to Lessee.
20.9. Sale of Property Any sale of all or part of TOWN's Property during the Option
Period or the Lease Term shall be under and subject to this Agreement.
20.10. Covenant Not to Sue The Parties are aware of Sections 6003 and 6409(a) of
the Middle Class Tax Relief and job Creation Act of 2012, Public Law 112 -96,
preliminarily codified at 47 U.S.C. §§ 1403 and 1455(a) ("'Section 6003" and "Section
6409(a) "), are aware that such Sections have not yet been interpreted and applied by the
courts, have differing views on the Sections' potential applicability to this Agreement,
and have consulted their respective legal counsel with respect to same. The Parties
agree that the Federal Communications Commission recent Report and Order,
Acceleration of Broadband Deployment by Improving Wireless Siting Facilities, Report and
Order, WT Docket No. 13 --238, et. al., FCC 14 -153 (rel. Oct. 21, 2014), specifically stated
that Section 6409(a) applies only to state and local governments acting in their role as
land use regulators and does not apply to such entities acting in their proprietary
capacities. TOWN may contend, among other things, that Sections 6003 and 6409(a) are
unconstitutional under the Commerce Clause, Fifth and Tenth Amendments to the U.S.
Constitution, do not apply to units of government acting in a proprietary capacity or if
applied to light standards in the public rights of way jeopardize the public health, safety
and welfare. The resolution of such contentions, , which may not come to pass, is
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premature. In order to reach agreement on the terms of this Agreement, and only for
the purposes of it, the Parties agree on a covenant not to sue as follows:
"Lessee, and its successors and assigns will not sue or contend, in any court, or
before any agency or in any proceeding, that Sections 6003 or 6409[x] of the Middle
Class Tax Relief and Job Creation Act of 2012, Public Law 112-96, preliminarily
codified at 47 U.S.C. §§ 1403 and 1455(a), apply to or affect approvals required to be
obtained from TOWN in its capacity as a landlord pursuant to this Agreement. For
the purposes of the preceding: Sections 6003 or 6409(x) include any rule, order,
guidance, interpretation or decision to the extent based on either or both such
Sections, and; agency includes the Federal Communications Commission."
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, the Parties have executed this A as of the last
Part si date below.
"TOWN" :
i
THE TOWN OFMARANA,
an Arizona municipal, corporation
Ed Honea
Ma
Date
ATTEST'.
4C 0 el y ronson, Town Clerk
` n -11
APPROVED AS TO FORM:
F C990cly, Town Attorne
STATE OF A+, Ze >nci.-
"Lessee":
T-- MOBILE WEST LLC, a Delaware limited
liabilit compan
[NAME] z"Dann Bozermon
[Title] Area Director, Network En & Ceps
mowwwww
Date
Federal I.D.#:
SS.
Count of (,�
- f
The of T-MOBILE
fore instrument was acknowled before me tbis 1 of i ula y
b �' `OtLF-1 2015
'Y(fl ITV` fW7C.rM the �e 'O (Z)e" y
WEST LLC, a Delaware limited liabilit compan on behalf of the LLC.
---weft
Stephanie K. Lents
(Seal) NOTARY PUBLIC - ARIZONA
MARMOPA COUWrY IPublic
M Cornmlas� ExpWas 'Notar
Februar 02, 2016
mmms
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LIST of EXHIBITS
Exhibit A: Description of Property
Exhibit B: Map of the Site and Access Routes
Exhibit C: Site Plan
Exhibit D: Form of Memorandum. of Agreement
01"TION AND WIRELESS COMMUNICATION FACILITY LEASE AGREEMENT: T-MOBILE/ CONTINLNTAL RESERVE COMMUNITY
PARK SITE
8/24/x.5
24
EXHIBIT A
DESCRIPTION OF PROPERTY
LESSOR'S LEGAL DESCRIPTION
A PARCEL OF LAN L TE I SEC MON 28, TOWNSHIP 12 SOUTH, RAGE 12 EAST, GI LA AND, SALT RIVER
D OC-A0 N
V Alt. ALL OF BLOCK 5,. CONTINENTAL RESERVE,
h
4.ER,IDIAN, PIMA (-,',-C(0NTY',; AR17 Nk S PARCEL BEING
AS RECORDED IN BOOK -"1'3 OF MAPS AND PLATS,, PAGE 15�, PIMA (,�OUNTY RECORDS, PIMA: COUNTY,;
ARIZONA;
EXCEPTING THEREFRI010 THE FLILO'M
NO DESCX1113, ED TACT F Lmo..
COMM,ENCING AT THE N04 11'H; EASTER, LY CORNER OF S"AID BLOCK 5� SAID POINT ALSO BEING', THE
NORTuft EST CORNER GF COMA` AREA B,, PER SAID P-LAP
THENCE ALON10 THE LINE COMMON WITH BLOCK 5 AND COMMON, AREA K. SOUTH 3.1 DEGREES 23
tMilINUTES 4 EON DS WEST, A DISTANCE OF 30,00 FEET;
THENCE NORTH. 1�8 'ID.EGREES, 36 MINIUTES, 2.0 SECOND WIEST, A DISTANCE OF 16.,62 FEET TO THE TR
E
v
POINT OF BEGINNING;
THENCE PARA.LLEL AlITH THE NOR rHEASTERLY UNE OF SAIL) BLOCK 5, NORTH; 58 DEVEES � MINUTES 018
SECONDS WlEST, A DISTANCE OF 289,40 FEET;
T H EN, CE Sif) TANCE tT� 0,00 EE
1 T J! DEGREES 23 MINUTES 52 SEC40NDS WIESTF A DIS, 5 ; FEE
THENCE SOUTH 1 DE ; "I EE 40 MINUTES 08 SECOND$ EAST, A DISTANCE OF l"45,50 FEET;
THENCE S" 0 U TH 41 DEGREES 50 MINUTES 08 SEVEN DS EAST,: A DI STARE OF 3 50 FEET,
THEE CESOUTH 8.1 DEG'REESZ- 07 MINUTES 09 SECONDS EAST, A DISTANCE OF 144.20, FEET
THENCE NORTH; 65 DEGREES 11 IN TES 47 SECONIDS EAST, A DISTA.M�E OF 33426 FEET
THENCE IN0R ; 31 [:DEGREES 23 MINUTES 52 SECONDS EAST, A DISTANCE OF 74,35 FEET TO THE TRUE
POINT OF BEGINNING,
OPTION AND WIRELESS COMMUNICATION FACILITY LEASE AGREEMENT: T-MOBILE/ CONTINENTAL RESERVE COMMUNITY
PARK SITE
8/24/15
25
EXHIBIT B
MAP OF THE SITE AND ACCESS ROUTES (PREMISES)
The Site is described and/or depicted as follows: (metes and bounds description) :
APN:
The Premises are described and/or depicted as follows:
ATTACH A DRAWING OF THE SITE AND SEPARATELY IDENTIFY UTILITY
ACCESS ROUTES AND VEHICULAR ACCESS ROUTES
Notes:
1. Lessee may replace this Exhibit with a survey of the Premises once Lessee receives it.
2. Lessee Facilities shall comply with setback requirements of TOWN and any other
applicable governmental authorities.
3. The access road's width will be the width required by TOWN, including police
and fire departments.
4. The locations of any utility easements are illustrative only. The actual.locations will
be determined by the servicing utility company in compliance with all local laws
and regulations.
OPTION AND WIRELESS COMMUNICATION FACILITY LEASE AGREEMENT: T- MOBILE/CONTINEN'T "AL RESERVE COMMUNITY
PARK SITE
8/24/15
26
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Page 2 of 3
EXHIBIT B TO OPTION AND WIRELESS COMMUNICATIONS FACILITY LEASE AGREEMENT
C14
R
COMMERCIAL
GAS/CONVENIENCE /v S V6 0 rM14 CL
STORE Lu ...
Lu X
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NEIGHBORHOOD a
COMMERCIAL vi
R
(E) PROPERTY LINE 326.16- CL
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4
RETAIL ■
-i NATURAL AREA ' 3
OPEN
t
SPACE/DRAINAGE
j
—TOWN
OF
COMMERCIAL
WATER MARA14A
TANK OFFICE
144. `.
(E) FIELD
'
(N) 12' -0 ' WIDE
Fl ACCESS EASEMENT
8A�
S.F. RESIDENTIAL (N) MONOPALM 2:
N z
— CONTINENTAL - 7
(N) (2 15 GALLON MESQUITE TREE TO BE
RESERVE PARK INSTALLED TO OBSERVE THE VIEW OF NEW u < n
t2
T-OSILE COMPOU N D FROM THE PARK. TIE INTO
1% LL � CIE ♦ ■ N. 4 M Z�
1� EXISTING PARK WATERING SYSTEM. TREES TO aE
MAINTAINED BY TOWN OF MARANA
0
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L? OPEN SPACE
100 YR FLOODPLAIN LIMIT NATURAL AREA
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EXHIBIT C
SITE PLAN
SEE ATTACHED
OPTION AND WIRELESS COMMUNICATION FACILITY LEASE AGREEMENT: T-MOBILE/ CONTINENTAL RESERVE COMMUNITY
PARK SITE
8/24/15
27
(N) T-MOBILE PPC
ANTENNAS
CABINET
POS
(N) 7W-a" MONOPALM
(N) GPS
(N) HYBRID LOOP REEL
ANTENNA
MOUNTED ON WALL
...... ..........
(N) UNDERGROUND
LYE
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(N) ICE BRIDGE (N) SERVICE LIGHTS
POWER CONDUIT
(TYP. OF 4)
----- -
(N) UNDERGROUND
FIBER CONDUIT
GSMIUPCS
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I PER SECTOR
RRU's (REMOTE RADIO UNITS)
POS
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AREA (TYP.1
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AND DISCONNECT
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(N) NEMA BOX FOR
-------------
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STANDOFF
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ANTENNAS
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POS
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ANTENNA
MOUNTED ON WALL
0
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NOTES
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POS
TECHNOLOGY
MODEL
NOTES
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EXHIBIT D
WHEN RECORDED
RETURN TO:
T-Mobile USA, Inc,
12920 SE 38th Street
Bellevue, WA 98046
Attn: Lease Compliance/PH12200A
MEMORANDUM OF AGREEMENT
APN:
This MEMORANDUM OF AGREEMENT is entered into by and between the Town of
Maran.a, Arizona, with an address of 11555 W. Civic Center Drive, Marana, Arizona
85653 (hereinafter referred to as "TOWN ") and T- Mobile West LLC, a Delaware limited
liability company, with an address of 12920 SE 38 11- 1 Street, Bellevue, WA 98006
(hereinafter referred to as "Lessee ").
1. TOWN and Lessee entered into an option and Wireless
Communications Site Lease Agreement ( "Agreement ") effective
20 ( "Effective Date ").
2. The Agreement relates to a certain Site owned by TOWN described
as set forth in Exhibit A and necessary access and utility easements (collectively
referred to hereafter as the "Premises") as set forth in Exhibit B, attached hereto and
incorporated by reference.
3. The Agreement allows Lessee to conduct investigations and tests to
4.
determine if the Premises are appropriate for installing, operating and maintaining a
wireless communications facility and other improvements during a specified Due
Diligence Period.
4. The Agreement allows Lessee to exercise an option to lease the
Premises for a five-year term upon written notice to TOWN, with a provision for
renewal for up to five additional five-year terms.
OPTION AND WIRELESS COMMUNICATION FACILITY LEASE AGREEMENT: T- MOBILEICONTINENTAL RESERVE COMMUNITY
PARK SITE
8/24/15
5. This Memorandum of Agreement is solely for purposes of
memorializing the Agreement and shall not serve to change or alter any terms or
conditions of the Agreement.
IN WITNESS WHEREOF, the parties have executed this Memorandum of
Agreement as of the day and year stated below.
"' Lessee" :
"TOWN ": T- MOBILE WEST LLC r a Delaware limited
THE TOWN OF MARANA, liability company
an Arizona municipal corporation
Ed Honea
Mayor
[NAME]
[Title]
Date
ATTEST:
Jocelyn Bronson, Town Clerk
APPROVED AS TO FORM:
Frank Cassidy, Town Attorney
Date
OPTION AND WIRELESS COMMUNICATION FACILITY LEASE AGREEMLN`I': T- MOBILE/ CONTINENTALRESE.RVE COMMUNITY
PARK SITE
8/24/15
ATTACH EXHIBITS
(USE SAME EXHIBITS AS USED FOR THE LEASE)
OPTION AND WIRELES'S COMMUNICA'T'ION FACILITY LEASE AGREEMENT: T- MOBILE/CONTINENTAi, RESERVE COMMUNITY
PARK SITE
8/24/15
30
WHEN RECORDED
RETURN TO:
T-- Motile USA, Inc.
12920 SE 38th Street
Bellevue, WA. 98006
Attn: Lease Co mpliance/PH12200A
MEMORANDUM OF AGREEMENT
APN: 221-21-118A
This MEMORANDUM OF AGREEMENT is entered into b and between the Town of
Marana, Arizona, with an address of 11555 W. Civic Center Drive, Marana, Arizona
85653 ( hereinaf ter referred to as "TOWN"). and T-- Mobile West LLC, a Delaware limited
liabilit compan W ith an address of 12920 SE 38�11 Street, Bellevue, WA 98006
( hereinafter referr"ed to as "Lessee " }.
1. TOWN and Lessee entered into an Option and Wirele s
Communications Site Lease A ("A effective
20-LS' ("Effective Date").
2. The A relates to a certain Site owned b TOWN described
as set forth in Exhibit A and necessar access and utilit easements (collectivel
referred to hereafter as the "Premises") as set forth in Exhibit B, attached hereto and
incorporated b reference. o
3. - The Agreement r allows Lessee to conduct investi and tests to
determine if the Premises are appropriate for i nstallin g , operatin and maintainin a
wireless communications facilit and othe• improvements durin a specified Due
Dili Period.
4. The A allows Lessee to exercise an option to lease the-
Premises for a five- term upon written notice to TOWN, xAdth a for
renewal for up to five additional five- terms.
5. This Memorandum- of A is solel for purposes of
memorializin the A and shall nbt sefve to chan or alter an terms or
conditions of the A
IN WITNESS WHEREOF, the parties have executed this Memorandum of
A as of the da and y ear stated below.
[ Si g nature pa follow.]
6
"TOWN".
THE T*U,6F NA,, a Arizona municipal corporation
a
Ed Hone6
Mayor 1 -*-*7
D ate - 10'#
STATE OF
)ss.
COUNTY OF l�ii'���c� )
This instrument was acknowled before me on � � �� �� by
[title] of
&/ a [t of entit on behalf
o f sai
[nam of entit
7-O-z� 09
Dated.- �.,..G..e ���ls
- 0-
Suzanne Sutherland
Notar Public
Pima Count Arizona
Owl My Comm. Expires-09-11-18
Notaoublic
Print Name -St42A h ii-e-.,.. seA� a ►%,d
M commission expires 0�111Z
I of
(Use this space for notar stamp/seal)
INotar block for Landlord]
"Tes*ee":
I'MOBILE WEST [�{�a[}elavvarelb�ibed
—_-' liability company
^'"n" ""^=^m°^.
Area Director Engineering 8cOperations
/ .
Date
L Notary block for Tenan
/
STATE OF \
' )ss.
OJUNTYDF )
I certify that I know or have satisfactory evidence that Danny Bazerman is tho person
who appeared before me, and said person acknow that he si ihisinsLrument,on
oath stated that he was authorized to execute the instrument and acknow'ledged it as the Area
DinectorEngineering&OpenstionsofT-MobUeVVestLUC,aDe|awereUnmited|iabi| company,
to be the free and voluntary act of such party for the uses and purposes mentioned the
instrument.
) / ~—
)]_ !-7 /-
Dated: ,° / � ''.`
(Use this space for notary stamp/seal)
Exhibit A
LE �L � S LEGAL DESCRPT ON
A PARCEL Of L14,11D LOC�-ATED IN SEC.T1011 2:8, 701AN!�-)'HIP 12 '�73CIUTH, 12 EAST, ELI AN ED 'SALT RIVER
�p 4--� ESER'VE,
(,'0'NTh:ENTAL R'
PPiU C(A)KITY -
ARIZONIA, 'Al.r) PAl"-;�'(-EL ' REINIG ALL Of
4 D
A� RE(''OKI)El) IN :5`;.3 OF tM1-")S M! ,11,l PLA71-i-, 1`40,,�E it, i
'j "IMA I A �,�h�� -M,
FX(,'EPTIN(,', THEREMI)M THE FOLLV1,111-10' � E I< 1 Ef TRIP-11C.T ()F L.A.W11-
�J
THE
��HE
"'A!--JERL Y OF Si.�,ID z% !.-�AID: IINT ALz;:�'-) BEIN�l
v iMMENG.NG AT THE NOJ�'t
E fl
NIORT`V 'ET Eli OF REA B, I SAID P
A.
LAT,
-?
TH 5 k1f) AIR"EA Ili {iD)TH �l )Ef REE 23
THEN (Z AL!'.)N THE LIE 0. iM K� vN Vol
'Al E l' FEET;
,M 14J I l
S jt ;IEGONIG.-� T, A J)1!.-iTANr,E (,F 30,1`01
THENCE �NORTd l2ig DECREES 3-6. MIN'l..)TES 20; SED%'l,-FJS 'Y�EPSTI A DMANCE OF 16,62 FEET TO THE TPLIE
POINT 0:F
THE A
THENCE j ',',ALLEL W11TH THE ; ".*P-EA'.C-JE.AY UNE OF '3,AID BLOCX 5, ti�8 0RI-1REES `16-M[NAJTES� fill�-i
SECONDS Al OF 289,40 FEET:
CE OF 51110(.) FEET;
T H E N ('�'E S; r(*j t J T H 31 FIECREES. E C I
THE E S E I D' EIST, A [AST&WE OF '45�5?0 FEE
NC:OU TH l
Il. riEl p'll-REES. .11 I. NIJ%`TES 08 T�
E 0,N 0 S. EA 5, A 0l`STM,,lf-'E OF 36, 50 FEET,,,
THENCE 8:OUTH 4? D E 0 R E E 5 U M IN U TEFS� 08
THENCE SOLITH 8:1 DECT",EES: 07 lad I MUTE S () 8 SECONDS EAST, A DI STAN CIE OF 144.20 FEET,
THENCE NORTfl 65 10 P. �'iR E E S 11 M1MU;TES* 47 SECUJ DS EAST, �A D; IS T, 4, Ni'l, C' E 0, F FEET
THE "f)-,' EA, Pjl!-;TPCE ()F 74i'- i-5 FEET TO THE TRUE
N( E ,'. N(A!"I'll 43' D E CR D" ', 3' M IN (.1 TE E
Ulf -.1 ELI N{11NIrG"t
SURV'"Y R'S N T'
SURVEYOR HAS +NOT PERFORMED A SEARCH OF PUBLIC RECORDS TO DETERMINE ANY DEFECT IN TITLE
ISSUED. THE BOUNDARY SHOWN HEREON IS PLOTTED FROM RECORD INFORMATION AND OCES NOT
CONSTITUTE A BOUNDARY SURVEY OF THE PROP£k2TY.
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LESSOR'S LEGAL _ DESCRIPI - M N
MERIDIAN. PI COUNTf, ARIZONA. SAID PARCEL BUNG AL CF BI.pC1C 5. GCNTIN£L4TAL RESERVE, . »,�•
AS RECORDED IN SOCK 53 OF MAPS AND PLATS. PANE 35. PIMA COUNTY RECORDS, PWA COUNTY.
ARIZONA;
EXCEPTING THr THE FOLLOWWNG DESCRIBED TRACT OF LAND:
COMMENCING AT THE NORTHEASTERLY CORNER OF SAID 8LOCK S. SAID POINT ALSO 5EJNYG THE
NORTHWEST CORNM OF GOMUCN AREA S. PER SAID PLAT;
THENCE ALONG THE LINE COUMON YATH BLOCK 5 AND CDMMGY AREA B. SOUTH 31 DEGREES 23
MWUTEi 4C SE SS A DISTANCE OF 30.Do FEET;
THENCE NORTH 58 DEGREES 35 MINUTES 20 SECONDS VEST; A DISTANCE OF 16.62 FEET TO THE TRUE
POINT OF P,Ef7,NNING;
THENCE PARALLEL WITH THE NORTHEASTERLY LINE OF SAID BLOCK-5-NORTH 58 DECREES 36 MINUTES 08
SECONDS WEST. A DISTANCE CF ZE9.40 FEET;
THENCE NOR
POINT OF SE
}
4
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cy
lFYA.fS:TA�A YLCINJFY ?/.iA
A. T. S.
QlRECTlC)MZ jQ $I TF
FROM THE T- MOSRLE OFFICES IN TE'VPlE. AZ HEAD NORTH
ON S. PLAZA DR,; TURN RIGHT ON S. PRIEST DR.; TURIN
RIGHT ONTO •AI_ BASELI RO.; TURN LEFT TO MERGE
ONTO 1--10 E TOWARD Ti1CSCN; TIERCE ONTO I -1 O£;
TAKE E10T 24.E TOWARD TIM PEAKS ROAD; TURN RIGHT
ONTO W. TW'8N PEAKS RO.; TURN LEFT ON N. COACHUNE
BLVD.: =NTIVNE ONTO CONTINENTAL RESERVE LOOP;
THE CdS NATION VoLL BE ON THE LEFT
SURVEY DAM r
02/25/2415
BEARINGS SHOWN HEREON ARE BASED UPON U.S- STAT;
PLANE NAD$3 COOROINATC SYSTEM ARIZONA STATE
PLAt%Z COCROINATE ZONE CENTRAL. GErERIAINED SY CPS
CBSERVA NON&
QENCHMARK
PROJECT Ei ESTABLISHED FROM CPS DERIVED
CRTHOMETRIC HZICKTS BY APPLICATION OF NOS 'GEOID
:2A• MODELED SEPARATIONS TO ELUPSOID HEIGHTS
OETVtMINED BY CBSERVATIONS OF THE • SMARTNET
REAL 715E NETWORK. ALL ELEVATIONS SHOWN HEREON
ARE REFERENCE) TO NAVO88.
Tt I TY N
SURVEYOR ODES NOT GUARANTEE THAT ALL UTILITIES
ARE SHOWxY CR THEIR LOCATIONS ARE DEFINI 17 IS
THE RESPONSIBILITY OF THE CONTRACTOR AND
OEVELCPER TO CONTACT BLUE STAKE AND ANY OTHER
INVOLVED AGENCIES TO LOCATE ALL UTILITIES PRIOR TO
CONSTRUCTION. REMOVAL. RELOCATION AND/ OR
REPLACEMENT IS THE RESPONSIBILITY CF THE
CONTRACTOR -
5L,OOD 7¢RE
THIS PRO.ECr APPEARS TO BE LOCATED YATHI.Y FLCCD
GRAPHIC SCALE
Too e w m my .�
C IN FUT )
t Inca ,. = 2
RATE MAP(S). MAP LD 104019CT655L. DA JUNE, 16,
201 1.
rah
71461
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s E.. -8- NOTE
REr' c�'2,i E.YCE IS ?,LADE 70 THE TITLE REPORT ORDER IZ14134543• ISSUED BY FIRST AMERICAN TITLE INSURANCE
COMPANY. DATED 11/03/x014, ALL EASEULNTS CON - ALNED H4THf,Y SAID TITLE REPORT AFFECT1kC THE IMMEDIATE
AREA SURRCUNDINC THE LEASE HAVE BEEN PLOTTED.
NOTE: ITDA(S) i
EASEMENTS, RESTRICTION5, RESERVATIONYS AND CCNDIMNS AS SET FORTH ON THE RECORDED PLAT OF
SAID SUBDIVISION.
PLOTMT D
A. EAS'EmE+iT FOR POWER LINES. AND A:CHTS INCIDENT THERETO,
.
.. AS SET FORTH IN INSTRUMENT RECORDED
IN DOCKET M PACE 68.
� 1FFEC r I NDETalNSi" ?e4 � =
:Y EASDAENT FOR POWER LINES AND RIGHTS IN=ENT THERETO, AS SET FORTH 44 1NSTRUMENT RECORDED
IN DOCS[ET 70, PACE 577.
?LcwrE�D
(6 EASEMENT FOR POWER LINES A-40 RIGHTS INC:OENT THERETO. AS SET FORTH IN tNSTRLIME,YT RECORDED
IN COCkET 555, PACE 297.
PLOT SO
7. RESTRICTIONS. CONDITIONS. COVENANTS. RESERVATIONS. INCLUDING BUT NOT LIMITED TO ANY
RECTALS CREATING
EASEMENTS. UABiUTES. CBUCATIONS OR PARTY WALLS. BUT DET.ETING ANY
COVENANT. CONCITICN OR RESTRICTION INDICATING A PREFERENCE. LIMITATION OR DISCRIMINATION
BASED ON RACE. COLOR, RELI]ON, SE%. HANDRCAP FAMIUAL STATUS OR NATICNAL ORIG:I CONTAINED
IN INSTRUMENT RECORDED IN OOCKE7 11238, PAC_
998:
ASSICNtLEIT OF DMARANTS RIGHTS RECORDED IN COCKET 11445. PACE 1506;
ASSIGNMENT OF DEC ARANYS RIGHTS RECORDED IN DOCKET" 11737, PACES 1964 AN 1957;
ASS'GNMEtT OF DECLARANTS R:cHT5 RECORDED IN C(rxEr 11755, PACE 2475;
AMENDED AND RESTATED IN DOCKET 1:755, PACE 2375;
DESIGNATION
OF DEVELOPER OWNER RECORDED W 'DOCKET 11751, PACE 644; .;.
AESGNATiON CF DEVELCPER OYaNER AND ASSIGNMENT RECORDED 'N DOCKET 12252, PAGE 5567;
NOTICE OF ASSOCIATIGN RECORDED IN DOCKET 32373•
PACE 293.5[
AMENDED AND RESTATED IN DOCKET 12469, PAGE 4910;
ASSIGNMENT OF DEVELOPER'S RICHTS IN DOC1rT 13754, PACE 4758,
NO AlPFecr - N0T W to PLOT
S' TERUS, CONDITONS, RESTRICTIONS. EASEMENTS. RIGHTS, UABIUT3ES AND CBUCATIONS AS SET FCRN IN
TOWN OF MARANA AGREEMENT FOR CCN5TRUCTION Of WATER FACIU PPS AND PROVISIONS OF WATER
UTiUTY SERVICES RECORDED IN DOCKET 112BZ
PACE 7.35.
NO AFFECT-NOTHW TO PLOT
S. EASEMENT 7OR £OUESiRIAN RICHT OF WAY AND RIGHTS INCIOENT THF_RETO. AS SET FoRrH 1N INSir liMFENT
RZCOROED IN DOCKET 11445, PACE 151-1
NO AFFECT -Jp; Q4 PAPjM-
11. UNIRECORDED LEASE WITH CERTAI TERMS. COVENANTS. CONDITIONS AND PROVISIONS SET FORTH
THEREIN
co
AS DISCLOSM BY THE OO:JUENT:
MEAORANDUM OF GROUND LEASE
LESSOR: CONTINENTAL RESERVE
4,o C)
it. LLC„ AN AR12CNA LI UA$IUTY C YP
LESSEE H6 LANO DEVELOPMENT CO., AN ARIZONA CORPORATION
RECOROEO: .AJNE; 1, ZOOS IN DOCKET 11561. PAGE 3524,
NOTE CONTAINS
v
AND OPTION TO PURCHASER
AFFECT ANATE- OOCSfA@IfNOTPROVUED
12 - ANY PRIVA,r- RIGHTS OR EASEMENTS YPITHIN THE ROAD, STREET OR ALLEY ABANOCN&D BY MARANA
X
c
RESOLIJ TON 2COI -93 RECORDED IN DOCKET 11614, PACE 2299; SCRIVENER'S ERROR REGORGED IN
DOCKET 35ti24, PAGE 3267_
NO AFft r NOTHNG To PLOT
EJ�rw-Et E4 FOR ELECTRIC TRANSIAI SS;ON A.YD COMMUN i CA TION FACIU TI ES AND RIGHTS
INCIDENT
THERETO. AS SET F ORTH iN INSTRUMENT RECORDED] IN DOCKET 11671 PACE 2788.
PLO77M
14, TERMS. C RESTRICTIONS.
EASEMENTS. RBGH- U AND CeUCATsONS AS SET FORTH IN
DEVELOPMENT AGREEMENT BETWEEN TOWN OF MARANA AND HS LWNO DEVEL.OFMENT
COMPANY RECORDED IN DOCKET 1154$. PAGE 2340 AND RE_ RECORDED IN DOCKET 11567. PAGE
2355
NO ►PFr--Cr -N T PLOT T, ABLE
19. EASEME,YT PKR fNGRESS• EGRESS AND WATE FACILITY
AND RiCHTS INCIDEYT THERETO. AS SET FORTH IN
NS ZAUUEIT RECORDED 44 DOCKET SZ604 PACE 2239.
NO AFFE -C -WrrM To PLGY
20. TERMS. CONDITIONS. RESTRICTIONS. EASEMENTS. RIGHT UABIUTIES AND OSUCATICNS AS SET FCRTH IN
TOWN OF MARANA DEVELOPMENT ACREEUENT
RE_ DEVELOPMENT IMPACT FEE CREDITS RECORDED
N DOCKET 12$56, PACE 2572
W AFfl: - NOTHNQ TO P'Lor
SURV'"Y R'S N T'
SURVEYOR HAS +NOT PERFORMED A SEARCH OF PUBLIC RECORDS TO DETERMINE ANY DEFECT IN TITLE
ISSUED. THE BOUNDARY SHOWN HEREON IS PLOTTED FROM RECORD INFORMATION AND OCES NOT
CONSTITUTE A BOUNDARY SURVEY OF THE PROP£k2TY.
rRAVSFORU TbAH
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!1
N6$•4 z'ag�77 T
125.44' 30• SEWER
T o y `.DQ•
ENT
` 165.!6• `� '`-
9 n= `
DEE DETAIL -
,� 9 LS -2 SHEET
I
Too' —c"' C
rJSE,W1EtJT
EASEVZNT
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LESSOR'S LEGAL _ DESCRIPI - M N
MERIDIAN. PI COUNTf, ARIZONA. SAID PARCEL BUNG AL CF BI.pC1C 5. GCNTIN£L4TAL RESERVE, . »,�•
AS RECORDED IN SOCK 53 OF MAPS AND PLATS. PANE 35. PIMA COUNTY RECORDS, PWA COUNTY.
ARIZONA;
EXCEPTING THr THE FOLLOWWNG DESCRIBED TRACT OF LAND:
COMMENCING AT THE NORTHEASTERLY CORNER OF SAID 8LOCK S. SAID POINT ALSO 5EJNYG THE
NORTHWEST CORNM OF GOMUCN AREA S. PER SAID PLAT;
THENCE ALONG THE LINE COUMON YATH BLOCK 5 AND CDMMGY AREA B. SOUTH 31 DEGREES 23
MWUTEi 4C SE SS A DISTANCE OF 30.Do FEET;
THENCE NORTH 58 DEGREES 35 MINUTES 20 SECONDS VEST; A DISTANCE OF 16.62 FEET TO THE TRUE
POINT OF P,Ef7,NNING;
THENCE PARALLEL WITH THE NORTHEASTERLY LINE OF SAID BLOCK-5-NORTH 58 DECREES 36 MINUTES 08
SECONDS WEST. A DISTANCE CF ZE9.40 FEET;
THENCE NOR
POINT OF SE
}
4
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lFYA.fS:TA�A YLCINJFY ?/.iA
A. T. S.
QlRECTlC)MZ jQ $I TF
FROM THE T- MOSRLE OFFICES IN TE'VPlE. AZ HEAD NORTH
ON S. PLAZA DR,; TURN RIGHT ON S. PRIEST DR.; TURIN
RIGHT ONTO •AI_ BASELI RO.; TURN LEFT TO MERGE
ONTO 1--10 E TOWARD Ti1CSCN; TIERCE ONTO I -1 O£;
TAKE E10T 24.E TOWARD TIM PEAKS ROAD; TURN RIGHT
ONTO W. TW'8N PEAKS RO.; TURN LEFT ON N. COACHUNE
BLVD.: =NTIVNE ONTO CONTINENTAL RESERVE LOOP;
THE CdS NATION VoLL BE ON THE LEFT
SURVEY DAM r
02/25/2415
BEARINGS SHOWN HEREON ARE BASED UPON U.S- STAT;
PLANE NAD$3 COOROINATC SYSTEM ARIZONA STATE
PLAt%Z COCROINATE ZONE CENTRAL. GErERIAINED SY CPS
CBSERVA NON&
QENCHMARK
PROJECT Ei ESTABLISHED FROM CPS DERIVED
CRTHOMETRIC HZICKTS BY APPLICATION OF NOS 'GEOID
:2A• MODELED SEPARATIONS TO ELUPSOID HEIGHTS
OETVtMINED BY CBSERVATIONS OF THE • SMARTNET
REAL 715E NETWORK. ALL ELEVATIONS SHOWN HEREON
ARE REFERENCE) TO NAVO88.
Tt I TY N
SURVEYOR ODES NOT GUARANTEE THAT ALL UTILITIES
ARE SHOWxY CR THEIR LOCATIONS ARE DEFINI 17 IS
THE RESPONSIBILITY OF THE CONTRACTOR AND
OEVELCPER TO CONTACT BLUE STAKE AND ANY OTHER
INVOLVED AGENCIES TO LOCATE ALL UTILITIES PRIOR TO
CONSTRUCTION. REMOVAL. RELOCATION AND/ OR
REPLACEMENT IS THE RESPONSIBILITY CF THE
CONTRACTOR -
5L,OOD 7¢RE
THIS PRO.ECr APPEARS TO BE LOCATED YATHI.Y FLCCD
GRAPHIC SCALE
Too e w m my .�
C IN FUT )
t Inca ,. = 2
RATE MAP(S). MAP LD 104019CT655L. DA JUNE, 16,
201 1.
rah
71461
LIAT' : A, j
F=
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cis
0
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24.5' WATER TANK
TAKK
A PORTION G' BL= 5, CONTINENTAL RESERW. AS RECORDED in BOOK 53 OF MAPS
AND PLATS. PACE 35. PIMA COJNrY RECORDS. PMA COUNTY, ARI BE3KC MGRS rwuf
PARTICULARLY DES=90 AS FO
�-POStrCN OF
C(IMMENCINC AT ThE NCRThEAST CORNER OF SAID BL= S; sa t'3
CEMENC COORDINATES
-HENCE ALONG THE SOUTHEASTERLY LINE THERECF. SOUTH 51' 41- WEST. 165.',6
CIAU WALL
FEET.
14
THENCE DEPARTING SPUD SCUTHEASTERLY UNF, NORTH 56- 4Z 09- %rLST. %7.5.44 FEET —
0�
TO Tk-E POINT OF SEQNNING: L
WALI. fWAUL
THENCE NORTH 81* -'A' 55- WEST. 16.00 FEET: 40 ZL= ro
TH�ENCE NORTH 05' 21' 05' EAST, IIS-00 FEET TO A. POINT ON THE BOUNDARY OF TH
;F-
'REMAINDER PARCEL' AS SHOAN AND O I DOCKET 12BOZ AGE Z=8, p l
RECORDS OF SAID COUNTY
l
THENCE ALONG SAO LINE. SOUTH 8S• -w 55 EAST, 56.00 Faun, V8 1 38;5 BUSH cy?)
THENCE DEPARTING SAID LINE SOUT14 08' ZIP 05* WEST. *.00 FEET TO THE POINT OF I
BEGINNING-
CCNTAINING 256 SCUARE FEET. MORE OR LESS Pon
RESERVIN NO NEXCLUS) VE PIC4 7 OF USE ACROSS LESSOR'S PROPERTY FOR NECESSARY -CRASS EDGE
APPURTENANCES: TO CONSTRUCT. OPERATE- AND MAINTAIN A COMMUNICATION FACILITY
rCR ITEMS SUCH AS. BUT NOT LIWTEO TO INGRESS. EGRESS. PARKING. VEHICULAR
MAINEUVVUNG. --QUPMENT. AND UTILITIES,
I , 0 ZLW t. i : :
zi t GRAVEL 1 N'Zmu
,
c
LEGEND
CMU CONCRETE MASONRY UNIT
CONC EDGE OF CONCS�
D/%Y ACCESS DRIVEWAY
MR, EDGE OF DIRT ROAD
EP EDGE cr PAvEmFNT
FC PACE OF CURB
Nc NATURAL GRADE
R/W RIGHT OF WAY
WALL TOP OF WALL
ICV IRRIGATION CONTROL VALVE
SVH 'SEVER uA.
IMH TELco mmkoj
P.O.B. POINT OF BEGNMNG
P-O-C- PCINT OF COMMENCE)ANT
a TIES
POWER POLE
WATER CONTROL VALVE
i � POSITION OF
GECCE71C COORDINATE
SPOT EL--VAnCN
MU WALLS
CHAIN LINK FENCE"
WROUGHT RON FENCv,
SUBJECT PROPERTY LINE
ADJACENT PRCPERTY LINE
- - - - - - - - - - - EASEMENT LINES
JAA.VR CONTOUR INTERVAL
MINOR CONTOUR IN-VVAL
CV
MAU
Tka
-ItEX SHIPPING C04TAINER ■
11oz,
L
POSMCN OF CEE DE 1C COCRDINAtz.S t
GRAPHIC SCALE LATITUDE 32' 21' 43-8' NORTH (NA083) 52961 , k
9 5 PC LONC:TUO-L Ili 07' 17.6' tAZST (NAOW "-At=TkEW ) A,
I I I I T GRCUND �LVIATION 0 2,135_0' (NAY088)
L I
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COMMERCIAL Q-
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( -I PROPERTY LINE 326.16' I f 0
— — — — — — — — — — —
�o REIAIL
NATURAL AREA
OPEN
SPACEADRAINAGE
w
OF
WATER
I MARAI)A COMMERCIAL --------
1% N TA14K OFFICE
144 2', v
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(N) 12'-(rWR>E
ACCE= EASEMENT
S.F. FESIDENTIAL =BA
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(N) MONOFALM
CONTINENTAL
RESERVE (N) (2) IS GALLON MESQUITE TREE TO LE
PARK tNSTALLED TO O&SERVE THE VIEW OF NEW lac
ce)
Xc� T-MCA;LE COMPOUND FROM THE PARK. TIE INTO
R 41
EXISTING PARK WATEIZING SYSSYSTEM. TTREE TO BE
0 MAINTAINED 9Y TOWN OF MAPANA
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NAT URAL AREA •
RATTLESNAKE 11 N 100 YR F LOODPLAIIN LIMIT
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