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HomeMy WebLinkAboutStudy Session Council Meeting 10-10-2017 MARANA AZ ESTABLISHED 1977 MARANA TOWN COUNCIL STUDY SESSION NOTICE AND AGENDA 11555 W. Civic Center Drive, Marana, Arizona 85653 Council Chambers, October 10, 2017, at or after 6:00 PM Ed Honea, Mayor Jon Post, Vice Mayor David Bowen, Council Member Patti Comerford, Council Member Herb Kai, Council Member Carol McGorray, Council Member Roxanne Ziegler, Council Member Pursuant to A.R.S. § 3 8-431.02, notice is hereby given to the members of the Marana Town Council and to the general public that the Town Council will hold a meeting open to the public on October 10, 2017, at or after 6:00 PM located in the Council Chambers of the Marana Municipal Complex, 11555 W. Civic Center Drive, Marana, Arizona. ACTION MAY BE TAKEN BY THE COUNCIL ON ANY ITEM LISTED ON THIS AGENDA. Revisions to the agenda can occur up to 24 hours prior to the meeting. Revised agenda items appear in italics. The Council Chambers are wheelchair and handicapped accessible. Persons with a disability may request a reasonable accommodation, such as a sign language interpreter, by contacting the Town Clerk at (520) 382-1999. Requests should be made as early as possible to arrange the accommodation. This Notice and Agenda posted no later than Monday, October 9, 2017, 6:00 PM, at the Marana Municipal Complex, 115 5 5 W. Civic Center Drive, the Marana Operations Center, 5100 W. Ina Road, and at www.maranaaz.gov under Agendas and Minutes. CALL TO ORDER AND ROLL CALL PLEDGE OF ALLEGIANCE/INVOCATION/MOMENT OF SILENCE APPROVAL OF AGENDA Marana Study Session Council Meeting 10/10/2017 Page 1 of 144 CALL TO THE PUBLIC At this time any member of the public is allowed to address the Town Council on any issue within the jurisdiction of the Town Council, except for items scheduled for a Public Hearing at this meeting. The speaker may have up to three minutes to speak. Any persons wishing to address the Council must complete a speaker card located outside the Council Chambers and deliver it to the Town Clerk prior to the commencement of the meeting. Individuals addressing a meeting at the Call to the Public will not be provided with electronic technology capabilities beyond the existing voice amplification and recording capabilities in the facilities. Pursuant to the Arizona Open Meeting Law, at the conclusion of Call to the Public, individual members of the Council may respond to criticism made by those who have addressed the Council, and may ask staff to review the matter, or may ask that the matter be placed on a future agenda. DISCUSSION/DIRECTION/POSSIBLE ACTION D 1 Relating to Procurement; consideration, discussion, and direction regarding proposed comprehensive rewrite of Chapter 3-4 (Purchasing) of the Marana Town Code (Erik Montague and Jane Fairall) D2 Relating to Development and Traffic and Highways; discussion of comprehensive revisions to regulations of wireless communication facilities in the Marana land development code and in the Town Code's right-of-way regulations (Frank Cassidy & Jane Fairall) D3 Relating to Development; discussion of proposed comprehensive revisions to the Land Development Code's sign regulations (Frank Cassidy & Brian Varney) EXECUTIVE SESSIONS Pursuant to A.R.S. § 38-431.03, the Town Council may vote to go into executive session, which will not be open to the public, to discuss certain matters. Executive Session pursuant to A.R.S. §38-431.03 ( Council may ask for discussion or consultation for legal advice with the Town Attorney concerning any matter listed on this agenda. FUTURE AGENDA ITEMS Notwithstanding the mayor's discretion regarding the items to be placed on the agenda, if three or more Council members request that an item be placed on the agenda, it must be placed on the agenda for the second regular Town Council meeting after the date of the request, pursuant to Marana Town Code Section 2-4-2(B). ADJOURNMENT Marana Study Session Council Meeting 10/10/2017 Page 2 of 144 MARANA AZ ESTABLISHED 1977 Council-Study Session DI Meeting Date: 10/10/2017 To: Mayor and Council From: Jane Fairall,Deputy Town Attorney Date: October 101 2017 Strategic Plan Focus Area: Not Applicable Subject: Relating to Procurement;consideration,discussion,and direction regarding proposed comprehensive rewrite of Chapter 3-4(Purchasing)of the Marana Town Code(Erik Montague and Jane Fairall) Discussion: For more than a year,staff from the Finance and Legal Departments have been working on a comprehensive rewrite of Chapter 3-4 of the Marana Town Code regarding procurement. Chapter 3-4 has not been substantively revised since 2005. As a starting point for this comprehensive overhaul,staff used the American Bar Association's(ABA)2000 Model Procurement Code for State and Local Governments,which has been adopted in whole or in part by the state of Arizona and many municipalities in Arizona and around the country. The ABA model code provides:(1)the statutory principles and policy guidance for managing and controlling the procurement of supplies,services,and construction for public purposes;(2)administrative and judicial remedies for the resolution of controversies relating to public contracts;and(3)a set of ethical standards governing public and private participants in the procurement process.The Code was approved by the policymaking body of the American Bar Association on July 11,2000,and represents official ABA policy in this area of the law. The table below reflects a summary of some of the more significant proposed changes to current code or practice. Section General New/UpdateAdditional Information Reference 1 3-4-7 Town council New Requires Town Council approval for purchases over$50,000 if not in adopted approval budget;for purchases that exceed budgeted amount by more than$50,000;and for change orders that individually or cumulatively exceed$50,000 3-4-8 Town manager New Allows Town Manager or designee to approve any purchase up to$50,000;any approval purchase authorized in the adopted budget and not more than$50,000 higher than the budgeted amount;and change orders that individually or cumulatively total$505000 or less 3-4-12 Electronic i New Incorporates wording which conforms with state law and provides flexibility to transmissions accept electronic submissions 3-4-13; Ethics New Intended to bring forward clarity and the importance of ethics in the procurement 3-4-14 process and remedies for breaches 1 -1 IF Marana Study Session Council Meeting 10/10/2017 Page 3 of 144 Self-performance Incorporates dollar limits in state law regarding the amount of work that can be 3-4-15.0 limits New performed by Town employees for public improvement projects 3-4-19 Small purchases Update -Changed small dollar threshold from$1,000 to$2,500 -Changed formal competitive bid threshold from those exceeding$10,000 to exceeding$25,000 -Under the changes,not less than three businesses must be solicited for purchases in excess of$2,500 but not exceeding$25,000 3-4-22 Used items Update Allows for the purchase of used items with Town Manager's approval;currently, Council's approval is required 3-4-32 Specifications New Incorporates requirements to ensure that specifications are created which maximize overall competition and that the use of brand names is generally intended for reference only 3-4-33 Small/Disadvantaged New Incorporates flexible language regarding policies and related efforts businesses 3-4-34 B drotests New incorporates language setting forth the timelines and process for bid protests To assist in understanding the impact of the proposed changes to the small purchase amounts(new Section 3-4-19),the table below represents an invoice line item detail from calendar years 2015-2017(approximately 2 1/2 years of data). The table groups transactions based upon invoice line item dollar amount. For example,transactions between$0-2,500 represent 92%of the detailed transaction volume,but only 8%of the spend. Invoice Years 2015-2017 Invoice RanQe Count of InvoicesSum of Invoices%of Count %of Saend $0-2500 30,631 $8,203,337 92% 8% $2500-5000 909 $3,105,040 3% 3% $5000-25000 1,208 $13,336,215 4% 14% >$25000 567 $71,935,297 2% 74% Total 33,315 $96,579,889 Staff seeks Council feedback on the proposed changes and anticipates bringing the revised Chapter 3-4 to Council for adoption during this calendar year 2017. A copy of the draft Chapter 3-4 is attached. Financial Impact: The intent of these changes is to provide greater efficiency and transparency in the procurement of goods and services which,in turn,will provide for greater value for the public. Staff Recommendation: Staff recommends that the comprehensive rewrite of Chapter 3-4(Purchasing)of the Marana Town Code be brought back to Council for adoption at an upcoming Council meeting. Suggested Motion: Council's pleasure. Attachments Draft Chapter 3-4 Procurement Code Marana Study Session Council Meeting 10/10/2017 Page 4 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx [Table of contents is for drafting purposes only; it will be deleted from the adopted version] chapter3-4. Procurement.................................................................................................................1 I. General provisions.......................................................................................................................1 3-4-1 Short title.....................................................................................................................1 3-4-2 Purpose........................................................................................................................1 3-4-3 Supplementary general principles of law applicable ........................................................1 3-4-4 Requirement of good faith.............................................................................................1 3-4-5 Definitions ...................................................................................................................1 3-4-6 Applic at ion; e xc lus ions.................................................................................................4 II.Procurement organization............................................................................................................4 3-4-7 Town council approval..................................................................................................4 3-4-8 Town manager approval................................................................................................5 3-4-9 Authority of purchasing director....................................................................................5 3-4-10 Determinations.............................................................................................................6 3-4-11 Public access to procurement information.......................................................................6 3-4-12 Authorization for the use of electronic transmis s ions.......................................................6 III. Ethics.......................................................................................................................................6 3-4-13 Ethical standards ..........................................................................................................6 3-4-14 Recovery of value transferred or received in breach of ethical standards...........................7 IV. Source selection and contract formation......................................................................................8 3-4-15 Public improvements ....................................................................................................8 3-4-16 Competitive sealed bidding ...........................................................................................8 3-4-17 Competitive sealed proposals ......................................................................................10 3-4-18 Professional services contracts; statements of qualifications ..........................................11 3-4-19 Small purchases..........................................................................................................12 3-4-20 Sole source procurement.............................................................................................13 3-4-21 Emergency procurements............................................................................................13 3-4-22 Used items.................................................................................................................14 3-4-23 Cooperative purchasing...............................................................................................14 3-4-24 Cancellation of invitations for bids or requests for proposals .........................................14 3-4-25 Determination of nonresponsibility; right of nondisclosure............................................14 3-4-26 Bid and contract security.............................................................................................15 i 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 5 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx 3-4-27 Types of contracts.......................................................................................................15 3-4-28 Multi-year contracts....................................................................................................15 3-4-29 Reporting of anticompetitive practices.........................................................................16 3-4-30 Retention of procurement records................................................................................16 3-4-31 Supply management....................................................................................................16 3-4-32 Specifications.............................................................................................................16 3-4-33 Assistance to small and disadvantaged businesses.........................................................17 V. Legal and contractual remedies .................................................................................................18 3-4-34 Bid protests................................................................................................................18 3-4-35 Debarment or suspension ............................................................................................19 3-4-36 Contract claims...........................................................................................................20 ii 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 6 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx SECTION 1. Marana. Town Code Title 3 (Administration) is hereby amended to delete existing Chapter 3-4 (Purchasing) in its entirety and to replace it with new Chapter 3-4 (Procurement) as follows: CHAPTER 3-4. PROCUREMENT I. GENERAL PROVISIONS 3-4-1 Short title This chapter may be cited as the town of Marana procurement code. 3-4-2 Purpose It is the purpose and intent of this chapter to: A. Simplify, clarify, and modernize the laws governing town procurement. B. Permit the continued development of procurement policies and practices. C. Foster and maintain public confidence in the procurement process. D. Ensure the fair and equitable treatment of all persons involved in the town's public procurement process. E. Maximize the purchasing value of public funds through competitive procurement practices. F. Provide a procurement system of quality, integrity, and transparency. G. Obtain in a cost-effective and responsive manner the materials, services, and construction required by the town to better serve the town's businesses and residents. H. Ensure the proper disposal of property, equipment and materials that are no longer of value to the town. 3-4-3 Supplementary general principles of law applicable Unless displaced by the particular provisions of this chapter, the principles of law and equity,including the uniform commercial code of this state,the common law of contracts as applied in this state and law relative to agency, fraud, misrepresentation, duress, coercion and mistake supplement the provisions of this chapter. 3-4-4 Requirement of good faith All parties involved in the negotiation, performance, or administration of town contracts are required to act in good faith. 3-4-5 Definitions The following definitions shall apply throughout this chapter unless the context clearly indicates otherwise. 1 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 7 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx A. "Business" means any corporation, partnership, individual, sole proprietorship,joint stock company,joint venture, or any other legal entity. B. "Change order" means a written document authorized by the purchasing director which directs the contractor to make changes with or without the consent of the contractor. C. "Confidential information" means any information which is available to any employee only because of the employee's status as an employee of the town and is not a matter of public knowledge or available to the public on request. D. "Construction"means the process of building, altering, repairing, improving or demolishing any public structure or building or other public improvements of any kind to any public real property. It does not include the routine operation,routine repair or routine maintenance of existing facilities, structures, buildings or real property. E. "Contract" means all types of agreements, regardless of what they may be called, for the procurement of supplies, services, or construction. F. "Contract modification"or"bilateral change"means any written alteration in specifications, delivery point, rate of delivery, period of performance, price, quantity,or other provisions of any contract accomplished by mutual action of the parties to the contract. G. "Contractor" means any person having a contract with the town. H. "Cooperative purchasing"means procurement conducted by,or on behalf of, one or more public procurement units, including the state of Arizona, any other state, an agency of the United States, any political subdivision of the state of Arizona or another state, any agency, board, department or other instrumentality of such political subdivision, and any nonprofit corporation created solely for the purpose of administering a cooperative purchase. I. "Design services" means architect services, engineer services or landscape architect services. J. "Disadvantaged business' means a small business owned or controlled by a majority of persons including but not limited to members of minority groups who have been deprived of the opportunity to develop and maintain a competitive position in the economy because of social disadvantages. K. "Employee" means an individual drawing a salary or wages from the town, whether elected or not; any non-compensated individual performing personal services for the town or any department, agency, commission, council, board, or any other entity established by the executive or legislative branch of the town; and any non-compensated individual serving as an elected official of the town. L. "Gratuity" means a payment,loan,subscription, advance, deposit of money, service,or anything of more than nominal value, present or promised, unless consideration of substantially equal or greater value is received. 2 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 8 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx M. "Invitation for bids" means all documents,whether attached or incorporated by reference, used for soliciting bids. N. "Person" means any business, individual, union, committee, club, other organization, or group of individuals. O. "Procurement" means buying, purchasing, renting, leasing or otherwise acquiring any materials, services, construction or construction services. Includes all functions that pertain to obtaining any materials, services, construction or construction services, including description of requirements, selection and solicitation of sources, preparation and award of contract and all phases of contract administration. P. "Public notice" means the distribution or dissemination of information to interested parties using methods that are reasonably available, including publication in newspapers of general circulation, electronic or paper mailing lists, and web sites designated by the town and maintained for that purpose. Q. "Purchasing director" means the town's finance director or the finance director's designee. R. "Request for proposals" means all documents, whether attached or incorporated by reference, utilized for soliciting proposals. S. "Responsible bidder or offeror" means a person who has the capability in all respects to perform fully the contract requirements, and the experience, integrity, reliability, capacity, facilities, equipment, and credit which will assure good faith performance. T. "Responsive bidder" means a person who has submitted a bid which conforms in all material respects to the requirements set forth in the invitation for bids. U. "Services" means the furnishing of labor, time or effort by a contractor or subcontractor that does not involve the delivery of a specific end product other than required reports and performance. This term shall not include employment agreements or collective bargaining agreements. V. "Small business" means an independently owned business not dominant in its field of operation and not affiliated with or subsidiary to a business dominant in its field of operation. W. "Specification" means any description of the physical or functional characteristics or of the nature of a supply, service, or construction item. It may include a description of any requirement for inspecting, testing, or preparing a supply, service, or construction item for delivery. X. "Supplies" means all property, including but not limited to equipment, materials,printing,insurance,and leases of real property,excluding land or a permanent interest in land. 3 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 9 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx Y. "Surplus supplies" means any supplies no longer having any use to the town, including obsolete supplies, scrap materials, and supplies that have completed their useful life cycle. Z. "Technical registrant" means a person who provides any of the professional services listed in Arizona revised statutes,title 32,chapter 1,as amended,and includes,but is not limited to,architects,assayers, engineers, geologists, land surveyors and landscape architects. 3-4-6 Application;exclusions A. This chapter shall apply to: 1. Every expenditure of public funds for the procurement of supplies, services, and construction entered into by the town irrespective of the source of the funds, unless otherwise specified in this code. Nothing in this chapter shall prevent the town or any department from complying with the terms and conditions of any grant, gift, or bequest that is Otherwise consistent with law. 2. The inventory and disposal of town materials and supplies, unless otherwise provided by law. B. This chapter shall not apply to: 1. Contracts between the town and the federal government, the state of Arizona and political subdivisions of the state of Arizona, except as provided in this procurement code. 2. Contracts for expert services, if the purpose of such services is to provide for professional services relating to an existing or probable lawsuit in which the town is or may become a party or to contracts for special investigative services for law enforcement or administrative investigation purposes. 3. Agreements negotiated by legal counsel representing the town in settlement of pending litigation or threatened litigation. 4. Development agreements, as defined in Arizona revised statutes section 9-500.05, as amended. 5. Contracts for the purchase or sale of real property and ancillary services related thereto, such as title insurance, appraisals or environmental assessments to the extent that they are negotiated in connection with a contract for purchase or sale of real property. II. PROCUREMENT ORGANIZATION 3-4-7 Town council approval A. The town council approves purchases by or on behalf of the town through inclusion of the purchase in the town's legally adopted annual budget. 4 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 10 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx B. Notwithstanding other provisions of this chapter, separate town council approval of purchases is required in the following instances: 1. Where prior approval is required by state law or town code. 2. Where the purchase exceeds$50,000 and funds for the purchase are not provided in the budget as adopted. 3. Where the purchase is authorized in the adopted budget but the funds exceed the budgeted amount by more than $50,000. 4. For change orders that individually or cumulatively exceed $50,000. C. A town council resolution or action approving a purchase or contract may include change order authorization exceeding the amounts otherwise set forth in this chapter. 3-4-8 Town manager approval A. The town manager or designee is authorized to approve all of the following unless prior town council approval is required by state law or town code: 1. Any purchase up to $50,000. 2. Any purchase authorized in the adopted budget and not more than $50,000 higher than the budgeted amount. 3. Change orders that individually or cumulatively total$50,000 or less. B. The town manager or designee may approve change orders to public improvements contracts that exceed the authority otherwise granted by this section if the town manager reasonably determines that doing so will avoid unnecessary contractor delay claims or costs or public health or safety hazards that would otherwise occur while awaiting town council approval, provided that town council ratification occurs as soon as practicable thereafter. 3-4-9 Authority of purchasing director The purchasing director shall have general supervision, responsibility and authority to: A. Procure, contract for and execute agreements for supplies and services, including rentals, service agreements, and leases needed by any town department, in accordance with this procurement code. B. Approve and sign change orders to contracts in accordance with this procurement code. C. Establish and amend all regulations, forms, procedures and rules necessary and proper to implement the provisions of this procurement code. D. Suspend or debar vendors consistent with the provisions of this procurement code. 5 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 11 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx E. Centralize procurement, consistent with this procurement code, by which materials, supplies, equipment and contractual services for all town departments are purchased. F. Inform town employees and contractors of the ethical standards for public contracting. G. Sell, trade,or otherwise dispose of surplus supplies belonging to the town, as deemed advantageous. H. Designate another town representative to have the authority to perform any or all of the above tasks. 3-4-10 Determinations Written determinations required by this chapter shall be retained in the official bid file of the purchasing director. 3-4-11 Public access to procurement information Procurement information shall be a public record and available to the public to the extent provided in Arizona's public records law. 3-4-12 Authorization for the use of electronic transmissions The use of electronic media, including acceptance of electronic signatures, is authorized consistent with applicable statutory, regulatory, or other authorization and guidance for use of electronic media, and provided that the electronic media (i) has appropriate security to prevent unauthorized access to the bidding, approval, and award processes and (ii) can be accurately retrieved or converted into a medium capable of being inspected and copied. III.ETHICS 3-4-13 Ethical standards A. It is a violation of this procurement code: 1. For any person to attempt to or influence any town employee to violate the provisions of ethical conduct set forth in this procurement code. 2. For any person preparing specifications or plans pursuant to this procurement code or any policy or procedure of the town to receive any direct pecuniary benefit from the use of such plans or specifications. 3. For any employee or agent acting on behalf of the town to directly or indirectly participate in or benefit or receive any pecuniary benefit from a procurement in violation of state or federal law. 4. For any person to offer, give, or agree to give to any town employee, or for any town employee to solicit,demand,accept,or agree to accept from another person, a gratuity or an offer of employment in connection with any decision, approval, disapproval, recommendation, or preparation of 6 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 12 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx any part of a program requirement or a purchase request, influencing the content of any specifications or procurement standard, or advice, investigation, auditing, or any other advisory communication or service, in any proceeding or application,request for ruling, determination, claim or controversy, or other particular matter, pertaining to any program requirement or a contract or subcontract, or to any solicitation, bid, or proposal therefor. 5. For any payment, gratuity or offer of employment to be made by or on behalf of a subcontractor under a contract to the prime contractor or higher tier subcontractor or any person associated therewith, as an inducement for the award of a subcontract or order. Violation of this standard shall constitute grounds for termination of a contract with the town and debarment of the vendor from doing any further business with the town. 6. For a person to be retained, or to retain a person, to solicit or secure a town contract upon an agreement or understanding for a commission, percentage,brokerage or contingent fee, except for retention of bona fide established selling agencies for the purpose of securing business. 7. For any employee who is participating directly or indirectly in a procurement process to become the employee of any person under contract with the town concerning any matters that the employee participated in during the same procurement process for a period of 12 months following his or her employment with the town. 8. For any employee or former employee of the town to disclose or use confidential information acquired by the employee in the performance of the employee's official duties for anticipated pecuniary benefit, or for the actual or anticipated pecuniary benefit of any person. B. It is no defense to a violation of this section that the employee to whom a benefit or offer of employment was made was not qualified to act in the desired manner. C. An employee or person may violate this section by intentionally or knowingly engaging in a violation or by recklessly or negligently engaging in a violation. 3-4-14 Recovery of value transferred or received in breach of ethical standards A. The value of anything transferred or received in breach of the ethical standards of this chapter by a town employee or a nonemployee may be recovered from both the town employee and the nonemployee. B. Upon a showing that a subcontractor made a kickback to a prime contractor or a higher tier subcontractor in connection with the award of a subcontract or order thereunder, it shall be conclusively presumed that the amount 7 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 13 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx thereof was included in the price of the subcontract or order and ultimately borne by the town and will be recoverable from the recipient. In addition, that amount may also be recovered from the subcontractor making the kickbacks. Recovery from one offending party shall not preclude recovery from other offending parties. IV. SOURCE SELECTION AND CONTRACT FORMATION 3-4-15 Public improvements A. Procurement of public improvements contracts. The town shall procure all contracts for construction for public improvement projects in the manner prescribed by title 34 of the Arizona revised statutes, as amended. If public competitive bidding is not required pursuant to state law, then the requirements of this chapter shall apply. If there is a conflict between this chapter and Arizona revised statutes, title 34, as amended, the provisions of title 34 shall govern. B. Procurement of construction services. Contracts for construction services shall be solicited through a design-build,construction-manager-at-risk or j ob- order-contracting selection process utilizing a request for qualifications except as otherwise provided for in this chapter.The procurement agent shall award and administer contracts for construction services in accordance with the requirements of A.R.S. title 34 and this chapter. C. Construction by town employees. Any building, structure, addition or alteration may be constructed either with or without the use of the town's regularly employed personnel without advertising for bids; provided, that the total cost of the work, excluding materials and equipment previously acquired by bid, does not exceed limits established in A.R.S. § 34-201. 3-4-16 Competitive sealed bidding A. Conditions for use. Contracts shall be awarded by the use of competitive sealed bidding except as otherwise provided in this procurement code. B. Invitation for bids. An invitation for bids shall be issued and shall include specifications, and all contractual terms and conditions applicable to the procurement. C. Public notice. Public notice of an invitation for bids shall be in a manner that is reasonable in the judgment of the purchasing director, given the commercial context of the proposed purchase. 1. The public notice shall state the date, time, and place of bid opening. 2. Notice may be given in any publication of general circulation that is reasonably available to prospective bidders in the judgment of the purchasing director. 8 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 14 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx 3. For purposes of this paragraph, reasonable notice shall be defined as not less than ten calendar days. D. Bid opening. Bids shall be opened publicly in the presence of one or more witnesses at the time and place designated in the invitation for bids. 1. The amount of each bid, and such other relevant information as the purchasing director deems appropriate, together with the name of each bidder, shall be recorded. 2. The record of bids shall be open to public inspection immediately, but individual bids shall be open to public inspection only after the contract is awarded. E. Bid acceptance and bid evaluation. Bids shall be unconditionally accepted without alteration or correction, except as authorized in this chapter. 1. Bids shall be evaluated based on the requirements set forth in the invitation for bids, which may include criteria to determine acceptability such as inspection, testing, quality, workmanship, delivery, and suitability for a particular purpose. 2. Those criteria that will affect the bid price and be considered in the evaluation for award shall be objectively measurable, such as discounts, transportation costs, and total or life cycle costs. 3. The invitation for bids shall set forth the evaluation criteria to be used. 4. No criteria may be used in bid evaluation that are not set forth in the invitation for bids. F. Correction or withdrawal of bids; cancellation of awards. Corrections or withdrawal of inadvertently erroneous bids before or after bid opening, or cancellation of awards or contracts based on such bid mistakes, may be permitted where appropriate in the purchasing director's sole discretion. All decisions to permit the correction or withdrawal of bids, or to cancel awards or contracts based on bid mistakes, shall be supported by a written determination made by the purchasing director. 1. Mistakes discovered before bid opening may be modified or withdrawn by written notice received in the office designated in the invitation for bids prior to the time set for bid opening. 2. After bid opening, corrections in bids shall be permitted only to the extent that the bidder can show by clear and convincing evidence that a mistake of a nonjudgmental character was made, the nature of the mistake, and the bid price actually intended. 3. After bid opening, no changes in bid prices or other provisions of bids prejudicial to the interest of the town or fair competition shall be permitted. 9 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 15 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx 4. In lieu of bid correction, a low bidder alleging a material mistake of fact may be permitted to withdraw its bid if: a. The mistake is clearly evident on the face of the bid document but the intended correct bid is not similarly evident; or b. The bidder submits evidence that clearly and convincingly demonstrates that a mistake was made. G. Award. 1. The contract shall be awarded with reasonable promptness by written notice to the lowest responsible and responsive bidder whose bid meets the requirements and criteria set forth in the invitation for bids. 2. If the low responsive and responsible bid for a construction project exceeds available funds as determined by the purchasing director, the purchasing director is authorized,when time or economic considerations preclude resolicitation of work of a reduced scope, to negotiate an adjustment of the bid price with the low responsive and responsible bidder, in order to bring the bid within the amount of available funds. H. Multi-step sealed bidding. When it is considered impractical to initially prepare a purchase description to support an award based on price, an invitation for bids may be issued requesting the submission of unpriced offers to be followed by an invitation for bids limited to those bidders whose offers have been determined to be technically acceptable under the criteria set forth in the first solicitation. 3-4-17 Competitive sealed proposals A. Conditions for use. When the purchasing director or authorized designee determines that the use of competitive sealed bidding is either not practicable or not advantageous to the town,a contract may be entered into by use of the competitive sealed proposals or other approved methods. B. Requests for proposals. Proposals shall be solicited through a request for proposals. C. Public notice. Adequate public notice of the request for proposals shall be given in the same manner as provided in section 3-4-16 C. D. Receipt of proposals. Proposals shall be submitted at the time and place designated in the public notice. 1. Proposals shall be opened so as to avoid disclosure of the contents of any proposal to competing offerors during the process of negotiation. 2. A register of proposals shall be prepared containing the name of each offeror, the number of modifications received, if any, and a description sufficient to identify the item offered. 10 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 16 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx 3. The register of proposals shall be open for public inspection only after contract award. E. Evaluation factors. The request for proposals shall state the relative importance of price and other evaluation factors; specific numerical weighting is not required. F. Discussion with responsible offerors and revisions to proposals. Discussions may be conducted with responsible offerors who submit proposals determined to be reasonably susceptible of being selected for award for the purpose of clarification to assure full understanding of, and conformance to, the solicitation requirements. 1. Offerors shall be accorded fair and equal treatment with respect to any opportunity for discussion and revision of proposals. 2. Revisions may be permitted after submissions and prior to award for the purpose of obtaining best and final offers. 3. In conducting discussions,there shall be no disclosure of any information derived from proposals submitted by competing offerors. G. Award. The award shall be made to the responsible and responsive offeror whose proposal is determined,in writing,to be the most advantageous to the town and to best meet the overall needs of the town taking into consideration the evaluation factors set forth in the request for proposals. 1. No other factors or criteria may be used in the evaluation other than as set forth in the request for proposals. 2. The contract file shall contain the basis upon which the award is made. H. Debriefings. The purchasing director is authorized to provide debriefings that furnish the basis for the source selection decision and contract award. 3-4-18 Professional services contracts;statements of qualifications A. Technical registrants. The town shall procure professional services from technical registrants in the manner prescribed by title 34, chapter 6 of the Arizona revised statutes, as amended, if either of the following applies: 1. The contract is with a technical registrant other than an architect and is for an amount of more than $500,000. 2. The contract is with an architect and is for an amount of more than $250,000. B. Professional legal services. The town attorney is authorized to directly select legal counsel for any legal matters involving the town. C. Other professional services. Except as provided in paragraphs A and B of this section, the town may procure professional services by soliciting statements of qualifications for providing such services; provided, however, that the town may procure professional services by direct selection pursuant to 11 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 17 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx administrative regulations promulgated by the purchasing director. The procurement of professional services through the use of statements of qualifications shall be as follows: 1. The purchasing director or authorized designee shall give adequate notice of the need for such services through a request for qualifications or request for proposals. The request shall describe the services required, list the types of information and data required of each offeror, and state the relative importance of particular qualifications. 2. Persons engaged in providing the designated types of professional services may submit statements of qualifications in providing such professional services. The town shall supply a uniform format for statements of qualifications based upon department needs. 3. The purchasing director or authorized designee shall appoint a committee to review qualifications. The committee shall consist of the purchasing director or authorized designee and one or more professionals licensed, registered or admitted to the profession which is the subject of the procurement. Discussions with offerors who submit proposals may be conducted to determine qualifications for further consideration.Award shall be made to the offeror determined in writing to be the best qualified. Compensation shall be negotiated after an award is made. 4. The purchasing director or authorized designee shall conduct negotiations with the offeror determined to be the most qualified to establish fair and reasonable compensation. If compensation cannot be agreed upon with the best qualified offeror, then negotiations will be formally terminated with the selected offeror. If proposals were submitted by one or more other offerors determined to be qualified, negotiations may be conducted with such other offeror or offerors, in the order of their respective qualification ranking, and the contract may be awarded to the offeror then ranked best qualified if the amount of compensation is determined to be fair and reasonable. 5. The contract award shall be made to the offeror determined in writing by the purchasing director or authorized designee to be best qualified based upon: a. The evaluation factors set forth in the request f or qualifications or request for proposals; and b. Agreement between the town and the offeror as to fair and reasonable compensation. 3-4-19 Small purchases A. Any procurement not exceeding$25,000 may be made in accordance with the small purchase procedure authorized in this section. 12 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 18 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx B. For small purchases in excess of$2,500 no fewer than three businesses shall be solicited to submit quotations. 1. In awarding contracts for services, in addition to quoted fees, the purchasing director may consider the relative qualifications of businesses submitting quotes. 2. Award shall be made to the business offering the lowest acceptable quotation. 3. The names of the businesses submitting quotations, and the date and amount of each quotation, shall be recorded and maintained as a public record. C. The purchasing director shall adopt operational procedures for small purchases of$2,500 or less. 1. The operational procedures shall provide for obtaining adequate and reasonable competition for the supply or service being purchased. 2. The operational procedures shall require the preparation and maintenance of records adequate to document the competition obtained, to properly account for the funds expended, and to facilitate an audit of the small purchase made. D. Contract requirements shall not be artificially divided so as to constitute a small purchase under this section. 3-4-20 Sole source procurement A. A contract may be awarded without competition when the purchasing director determines, after conducting a good faith review of available sources, that there is only one source for the required supply, service, or construction item, or no reasonable alternative sources exist. B. The purchasing director shall conduct negotiations, as appropriate, as to price, delivery, and terms. C. A record of sole source procurements shall be maintained as a public record and shall list each contractor's name, the amount and type of each contract, and a listing of the item(s) procured under each contract 3-4-21 Emergency procurements A. Notwithstanding any other provisions of this chapter, the purchasing director may make or authorize others to make emergency procurements of supplies, services, or construction items when there exists a threat to public health, welfare, or safety. B. Emergency procurements shall be made with such competition as is practicable under the circumstances. 13 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 19 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx C. A record of each emergency procurement shall be maintained as a public record and shall list each contractor's name, the amount and type of each contract, a listing of the item(s) procured under the contract, and a written determination of the basis for the emergency and for the selection of the particular contractor. 3-4-22 Used items Upon compliance with this section and after determining in writing that it is in the town's best interests, the purchasing director may make or authorize others to make procurements of used items. A. The purchasing director may waive or modify any or all bid procedures with respect to the used items. B. The purchasing director's written determination shall not be made without the approval of the town manager. C. This section does not apply to any procurement the town attorney determines in writing to be contrary to applicable law. 3-4-23 Cooperative purchasing A. The purchasing director is authorized to participate in, sponsor, conduct, or administer a cooperative purchasing agreement for the procurement of any supplies, services or construction with one or more eligible procurement units, including a state, another political subdivision of a state, state cooperatives, and the federal government in accordance with an agreement entered into between the participants. B. All cooperative purchasing conducted under this section shall be through contracts awarded through full and open competition, including use of source selection methods substantially equivalent to those specified in this code. C. The town shall not enter into a cooperative purchasing agreement for the purpose of circumventing this chapter. 3-4-24 Cancellation of invitations for bids or requests for proposals A. An invitation for bids, a request for proposals, or other solicitation may be cancelled,or any or all bids or proposals may be rejected in whole or in part as may be specified in the solicitation, when the purchasing director determines it is in the best interests of the town to do so. B. The reasons for the cancellation or rejection shall be made part of the contract file. 3-4-25 Determination of nonresponsibility;right of nondisclosure A. If a bidder or offeror who otherwise would have been awarded a contract is found nonresponsible, a written determination of nonresponsibility, setting 14 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 20 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx forth the basis of the finding,shall be prepared by the purchasing director. A copy of the written determination shall be sent to the nonresponsible bidder or offeror and shall be made part of the contract file. B. The unreasonable failure of a bidder or offeror to promptly supply information regarding an inquiry with respect to responsibility may be grounds for a determination of nonresponsibility. C. Confidential information furnished by a bidder or offeror pursuant to this section shall not be disclosed outside of the office of the purchasing director without prior written consent by the bidder or offeror. 3-4-26 Bid and contract security A. The purchasing director or authorized designee may require the submission of security to guarantee faithful bid and contract performance. B. In determining the amount and type of security required for each bid or contract,the purchasing director shall consider the nature of the performance and the need for future protection to the town. C. The requirement for security must be included in the invitation for bids or request for proposals. D. Bid, performance, and payment bonds shall not be used as a substitute for a determination of bidder responsibility. E. The purchasing director or authorized designee may waive the security requirement if he or she finds by clear and convincing evidence that waiver is in the best interest of the town. 3-4-27 Types of contracts Subject to the limitations of this section, any type of contract that will promote the best interests of this town may be used, except that the use of a cost-plus-a- percentage-of-cost contract is prohibited. 3-4-28 Multi-year contracts A. Unless otherwise provided by law,a contract for supplies or services may be entered into for any period of time deemed to be in the best interests of the town, provided the term of the contract and conditions of renewal or extension, if any, are included in the solicitation and funds are available for the first fiscal period at the time of contracting. Payment and performance obligations for succeeding fiscal periods shall be subject to the availability and appropriation of funds therefor. B. A multi-year contract is authorized when: 1. Estimated requirements cover the period of the contract and are reasonably firm and continuing; and 15 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 21 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx 2. Such a contract will serve the best interests of the town by encouraging effective competition or otherwise promoting economies in town procurement. C. When funds are not appropriated or otherwise made available to support continuation of performance in a subsequent fiscal period, the contract shall be cancelled and the contractor shall be reimbursed for the reasonable value of any non-recurring costs incurred but not amortized in the price of the supplies or services delivered under the contract. The cost of cancellation may be paid from any appropriations available for such purposes. 3-4-29 Reporting of anticompetitive practices When for any reason collusion or other anticompetitive practices are suspected among any bidders of offerors, a notice of the relevant facts shall be transmitted to the state attorney general's office. 3-4-30 Retention of procurement records All procurement records shall be retained and disposed of in accordance with records retention guidelines and schedules approved by the state of Arizona. 3-4-31 Supply management A. The purchasing director shall be responsible for the management of town supplies during their entire life cycle. B. The purchasing director may sell, lease, transfer, or dispose of surplus supplies in accordance with state law,in the best interests of the town,and in as competitive a manner as the purchasing director determines to be practicable. C. No town employee shall be entitled or permitted to purchase any surplus supplies from the town. D. Unless otherwise provided by law, all proceeds from the sale of surplus property will be deposited into the town's general fund. Proceeds from sale of enterprise, federal, grant or other special designation property will be reimbursed, less pro-rated selling expenses, to the appropriate fund, after completion of each sale. 3-4-32 Specifications A. Preparation. Each solicitation shall include specifications for the supplies, services, or construction to be provided. B. Multiple or conflicting provisions. 1. If specifications for a solicitation address the same subject matter as a provision of this chapter,they shall be harmonized and read together, to the extent possible. 16 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 22 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx 2. To the extent a specification directly conflicts with a provision of this chapter,the provision of this chapter shall control unless the purchasing director is notified of and approves in writing the conflicting specification before the contract is awarded. C. Purchasing director's duties. 1. The purchasing director shall determine and ensure the adequacy of specifications in solicitations issued under this chapter. 2. The purchasing director shall obtain expert advice and assistance from the department or departments for whose benefit the solicitation is occurring in the development of specifications. 3. The purchasing director may delegate in writing to a department head the authority to prepare and utilize its own specifications. D. Maximum practicable competition. All specifications shall seek to promote overall economy for the purposes intended and encourage competition in satisfying the town's needs, and shall not be unduly restrictive. E. Specifications prepared by other than town personnel. The requirements of this article regarding the maximum practicable competition of specifications shall apply to all specifications prepared other than by town personnel, including, but not limited to, those prepared by architects, engineers, designers, and consultants for public contracts,or subcontractors. No person preparing specifications shall receive any direct or indirect benefit from the utilization of such specifications. F. Brand name or equal specification. A brand name or equal specification may be used to describe the standards of quality, performance, and other characteristics needed to meet the requirements of a solicitation, and which invites offers for equivalent products from a manufacturer. Use of a brand name or equal is not intended to limit or restrict competition. G. Brand name specification. A brand name specification may be used to identify the sole acceptable item that meets the town's needs. 1. The using agency requesting a brand name specification shall provide written evidence to support a brand name determination. 2. A written determination by the procurement agent of the basis for the brand name shall be maintained as public record. 3. Past success in the material's performance, traditional purchasing practices, or inconvenience of drawing specifications do not justify the use of a brand name specification. 3-4-33 Assistance to small and disadvantaged businesses A. Policy. The town hereby adopts and implements a policy to assist small and disadvantaged businesses in learning how to do business with the town. 17 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 23 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx B. Implementation. Implementing the town's policy to assist small and disadvantaged businesses, the purchasing director shall do all of the following: 1. Where feasible, provide appropriate staff to assist small and disadvantaged businesses in learning how to do business with the town. 2. Give special publicity to procurement procedures and issue special publications designed to assist small and disadvantaged businesses in learning how to do business with the town. 3. Compile, maintain, and make available source lists of small and disadvantaged businesses for the purpose of encouraging procurement from small and disadvantaged businesses. 4. Include small and disadvantaged businesses on solicitation mailing lists, where appropriate. C. Compliance with federal and contract requirements. Where a procurement involves the expenditure of federal assistance or contract funds, the purchasing director shall comply with the requirements associated with the federal assistance or contract funds, even if they mandate actions not reflected in this chapter. V.LEGAL AND CONTRACTUAL REMEDIES 3-4-34 Bid protests A. Any actual or prospective bidder, offeror, or contractor who is aggrieved in connection with the solicitation or award of a contract may protest to the purchasing director. The protest shall be submitted in writing within ten calendar days after the town's issuance of the notice of intent to award contract. B. The purchasing director is authorized, prior to the commencement of an action in court concerning the protest,to take any necessary and appropriate action to settle and resolve a protest of an aggrieved bidder, offeror, or contractor, actual or prospective, concerning the solicitation or award of a contract. C. If the protest is not resolved by mutual agreement, the purchasing director shall promptly issue a decision in writing. The decision shall: 1. Sustain or deny the protest; 2. State the reasons for the action taken; and 3. Inform the aggrieved party of its right to judicial review of the matter, if appropriate. D. A copy of the decision shall be mailed or otherwise furnished immediately to the aggrieved party and any other party intervening. 18 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 24 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx E. The purchasing director's decision regarding a bid protest shall constitute final administrative action. The aggrieved party may seek judicial review of the administrative action in any court of competent jurisdiction. 3-4-35 Debarment or suspension A. The purchasing director, after consulting with the town attorney, is authorized to debar or suspend a person for cause from consideration for award of contracts. B. A debarment shall be for a period of not more than three years. A suspension shall be for a period not to exceed three months. C. The causes for debarment or suspension include the following: 1. Conviction for commission of a criminal offense as an incident to obtaining or attempting to obtain a public or private contract or subcontract, or in the performance of such contract or subcontract; 2. Conviction under state or federal statutes of embezzlement,theft,forgery, bribery, falsification or destruction of records, receiving stolen property, or any other offense indicating a lack of business integrity or business honesty which currently,seriously,and directly affects responsibility as a town contractor; 3. Conviction under state or federal antitrust statutes arising out of the submission of bids or proposals; 4. Violation of contract provisions,as set forth below,of a character which is regarded by the purchasing director to be so serious as to justify debarment action: a. Deliberate failure without good cause to perform in accordance with the specifications or within the time limit provided in the contract; or b. A recent record of failure to perform or of unsatisfactory performance in accordance with the terms of one or more contracts, except that failure to perform or unsatisfactory performance caused by acts beyond the control of the contractor shall not be considered to be a basis for debarment; 5. Any other cause the purchasing director determines to be so serious and compelling as to affect responsibility as a town contractor, including debarment by another governmental entity for any cause listed in this section; and 6. For violation of the ethical standards set forth in this chapter. D. The purchasing director shall issue a written notice of intent to debar or suspend to the person involved. The notice shall include justification for the debarment or suspension with references to the statutes,ordinances,codes or substantive policy statements on which the debarment or suspension is 19 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 25 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx based. The notice shall be mailed or otherwise furnished immediately to the person. E. The person receiving the notice of intent may object to the debarment or suspension by responding in writing to the purchasing director within 14 calendar days of receipt of the notice. If the person does not object within the allotted time, the purchasing director shall finalize the debarment or suspension in the manner set forth in this section. F. The purchasing director is authorized to take any necessary and appropriate action regarding the proposed debarment or suspension, including but not limited to, meeting with the person involved, requesting more information from the person, or conducting further investigation regarding the reasons for debarment or suspension. G. After taking any necessary and appropriate action, the purchasing director shall issue a written decision to debar or suspend. The decision shall state the reasons for the action taken and inform the debarred or suspended person of its rights concerning judicial review. H. A copy of the written decision shall be mailed or otherwise furnished immediately to the debarred or suspended person and any other party intervening. I. The purchasing director's decision regarding a debarment or suspension shall constitute final administrative action. The aggrieved party may seek judicial review of the administrative action in any court of competent jurisdiction. 3-4-36 Contract claims A. Any contractor may submit a contract claim in writing to the purchasing director. The contractor may request a conference with the purchasing director on the claim. Claims include, without limitation, disputes arising under a contract, and those based upon breach of contract, mistake, misrepresentation, or other cause for contract modification or rescission. B. The purchasing director is authorized, prior to the commencement of an action in court concerning the claim, to take any necessary and appropriate action to settle and resolve the claim. C. If the claim is not resolved by mutual agreement, the purchasing director shall promptly issue a decision in writing. The decision shall: 1. Sustain or deny the claim 2. State the reasons for the action taken 3. Inform the contractor of its right to judicial review of the matter, if appropriate. 20 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 26 of 144 EXHIBIT A TO MARANA RESOLUTION NO. 2 017-xxx Amendments to the Manana Town Code, Title 3 "Administration" Chapter 3-4 "Procurement"pursuant to Manana Ordinance No. 2017.xx D. A copy of the decision shall be mailed or otherwise furnished immediately to the contractor. E. The purchasing director's decision regarding a contract claim shall constitute final administrative action. The aggrieved party may seek judicial review of the administrative action in any court of competent jurisdiction. F. If the purchasing director does not issue a written decision regarding any contract claim within seven days after written request for a final decision, or within such longer period as may be agreed upon between the parties, then the contractor may proceed as if an adverse decision had been received. 21 9/28/2017 Marana Study Session Council Meeting 10/10/2017 Page 27 of 144 'Ad � MARANA AZ ESTABLISHED 1977 Council-Study Session D2 Meeting Date: 10/10/2017 To: Mayor and Council From: Frank Cassidy, Town Attorney Date: October 10, 2017 Strategic Plan Focus Area: Not Applicable Subject: Relating to Development and Traffic and Highways; discussion of comprehensive revisions to regulations of wireless communication facilities in the Marana land development code and in the Town Code's right-of-way regulations (Frank Cassidy & Jane F airall) Discussion: The Legal Department has been working on a comprehensive revision to the Town's wireless communication facilities regulations for more than a year, in an effort to bring them into compliance with new federal regulations and municipal best practices. The Town's existing telecom regulations, found in Marana Land Development Code Title 23 (Wireless Communication Facilities), were last amended in 1997. With assistance from an outside telecommunications consultant and attorney, the Legal Department has prepared a draft wireless communications facilities code to be placed in Marana Town Code Title 17 (Land Development, Chapter 17-18 (Wireless communication facilities), to replace current LDC Title 23. The Legal Department's draft borrows language and procedures from draft Santa Barbara and Brentwood California wireless facilities ordinances. In early 2017, before the draft wireless communication facilities code was brought forward for consideration, the telecommunications industry successfully urged the Arizona Legislature to consider new wireless communication legislation. To avoid unnecessary duplication of effort, the Legal Department shelved the Marana wireless communication facilities code while awaiting the outcome of the legislative session. 2017 Arizona Laws Chapter 124 (the Senate Engrossed version of House Bill 2365) went into effect on August 9, 2017. It significantly reduces local governments' authority to regulate wireless providers' use of public rights-of-way, and requires the town to allow the attachment of certain Marana Study Session Council Meeting 10/10/2017 Page 28 of 144 small wireless facilities to existing poles in the public right-of-way, subject to certain limitations and requirements. Due to its sweeping changes and somewhat ambiguous language, HB2365 has been the subject of many League-sponsored meetings of municipal attorneys and right-of-way managers. Led primarily by the cities of Chandler, Scottsdale, and Tempe, the group has developed a comprehensive set of standard conditions and forms for wireless communication facilities in the public right-of-way, and the League has prepared a publication entitled "HB2365 Wireless Facilities; Rights-of-Way Guide," provided with the backup materials. No later than February 9, 2018, the Town is required to adopt rates, fees, and terms for wireless communication facilities in the public right-of-way. Town staff proposes to bring forward wireless communication facilities regulations modeled after other similarly situated communities, and to implement HB2365 by adapting forms and "Wireless Facilities Standard Terms and Conditions" prepared by City of Chandler staff, copies of which are included with the backup materials. Before finalizing the draft regulations, forms, and standard terms, Town staff is seeking feedback on several basic policy questions: 1 Town staff plans to create an administrative approval process for certain small cell wireless facilities applications where HB2365 requires approval, but Town staff plans to require conditional use permits (CUPs) for all new wireless communication facilities towers and monopoles, within and outside the public right-of-way. Are there any situations where the Council would prefer to adopt an administrative process for wireless communication facilities where the law would otherwise allow the Town to adopt a discretionary CUP process? (Examples might include new towers of a certain height or less in industrial zones or in right-of-way adjacent to industrial zones.) 2. Under the existing Town regulations, new wireless communication facility CUPs go to the Planning Commission for a public hearing and recommendation, but the Town Council always has the final approval authority. Does Council prefer to give the Planning Commission authority to approve CUPs for new wireless communication facilities, and only to review an application where there is an appeal of the Planning Commission's decision? 3HB2365 allows the Town to charge wireless providers a rate or fee for the use of the public right-of-way in an amount limited to the direct and actual cost of managing the right-of-way and in most cases not exceeding $50 per year per installation, provided that other telecom and utility users of the right-of-way are also charged the same fee. Does the Council want staff to investigate implementation of fees for right-of-way use, even if it results in the Town being required to charge other telecoms and utilities the same fees? Staff Recommendation: Council's pleasure. Suggested Motion: Council's pleasure. Attachments Marana Study Session Council Meeting 10/10/2017 Page 29 of 144 League Guide Chandler ARLA 1 Chandler ARLA2 Chandler ARLA3 Chandler Std Terms Chandler Design Stds SWF Chandler SWF Process Chandler SWF site approval form Chandler SWF app Marana Study Session Council Meeting 10/10/2017 Page 30 of 144 p J 1>, WWW.AZ L E AG U E .0 RG The HB 2365 Guide, published as a service to the members of the League of Arizona Cities and Towns, does not identify every provision of this new law. It is neither designed nor intended to provide legal advice or counsel. It should be used only as a reference tool and not as a comprehensive guidance document. In certain limited instances, the Guide does highlight action items that should be considered by cities and towns. In no case, however, should the Guide substitute for the independent judgment of your city or town manager or attorney. Marana Study Session Council Meeting 10/10/2017 Page 32 of 144 Contents A. Introduction ......................................................................... 4 B. Effective Dates ..................................................................... 5 C. Key definitions...................................................................... 5 D. Application processes .......................................................... 6 1. Applications that are NOT subject to zonin review. ........ 6 ] 9 2. Applications sub'ect to zonin review:............................... 8 ] 9 E- Rates and fees....................................................................... 9 F. Terms and conditions .......................................................... 10 G. Existing agreements reements ............................................................ 11 H. Frequentlyaskequestions ................................................ 12 Marana Study Session Council Meeting 10/10/2017 Page 33 of 144 A. Introduction On March 31, 2017 HB 2365 wireless facilities; rights-of-way was signed into law, which allows wireless providers to install and operate small cells and related equipment in city, town and county rights-of-way (ROW) and public easements, excluding deployment in areas outside of the right-of-way, on private easements or on electric distribution poles. Small cells are low-powered wireless base stations that typically provide coverage for targeted indoor or localized outdoor areas ranging in size from homes and offices to stadiums, shopping malls, hospitals and metropolitan outdoor spaces. The installations of this equipment in city and town rights-of-way help wireless carriers add capacity to their networks to provide better access to cell phone coverage and high-speed wireless data services in areas that are not being served by traditional cell sites. The legislation also allows the wireless provider to construct, install, modify, mount, maintain, operate and replace utility poles that are associated with the collocation of small cells and to construct, install, modify, mount, maintain, operate and replace monopoles' that are associated with the collocation of wireless facilities (not just small cells) in the ROW. While the legislation set the fees for small cells, it is silent on the fees for monopoles. Cities and towns are required to accept and process applications for the installation of new monopoles in the ROW2 and to establish and make available rates, fees and terms for such monopoles.3 Siting of monopoles is subject to zoning codes and other regulatory processes governing use of the ROW.4 The installation, modification and replacement of monopoles are subject to municipal review regardless of the height of the monopole.5 Cities and towns that have already been working with wireless carriers on small cell equipment siting will need to thoroughly review this new law to determine its impact on existing agreements, existing zoning codes and regulatory processes for siting new small cells, monopoles, and utility poles in the ROW. 1 ARS 9-592(H)(3) 2 ARS 9-594(C)(1) 3 ARS 9-592(E)(1) 4 ARS 9-594(A) 5 ARS 9-592(H)(3) Marana Study Session Council Meeting 10/10/2017 Page 34 of 144 B. Effective Dates The effective date of HB 2365 is August 9, 2017. Cities and towns are required to establish and make available rates, fees and terms that are consistent with HB 2365 by February 9, 2018 or three months after receiving the first request by a wireless provider, whichever is later.6 C. Key definitions-7 Applicable Codes: Uniform building, fire, electrical, plumbing or mechanical codes that are adopted by a recognized national code organization or local amendments to those codes that are enacted to address threats of destruction of property or injury to persons. Authority: Cities and towns Authority utility pole: a utility pole, excluding a utility pole for electric distribution, that is owned or operated by an authority and that is in a ROW. Monopole: a wireless support structure that is not more than 40 inches in diameter at the ground level and that has all of the wireless facilities mounted on or inside of the pole. Small wireless facility (SWF): a wireless facility that meets the following size qualifications of not more than: 1. 6 cubic feet of antennas, enclosed or fits within an imaginary enclosure; 2. 28 cubic feet of wireless equipment; and 3. 50 cubic feet of wireless equipment only if it was ground-mounted prior to August 9, 2017. Equipment not included in size calculation: 1. Electric meters 2. Concealment elements 3. Demarcation boxes 4. Grounding equipment 5. Power transfer switches 6. Cutoff switches 7. Vertical cable runs 6 A.R.S. §§9-592(E),9-595(D) A.R.S. §9-591 Marana Study Session Council Meeting 10/10/2017 Page 35 of 144 Utility pole: a pole or similar structure used in whole or part for communications services, electric distribution, lighting or traffic signals. Wireless facility: Equipment, including small wireless facilities,, that enables wireless communications between user equipment and a communications network, including: 1. Equipment associated with wireless communications; and 2. Radio transceivers, antennas, coaxial or fiber-optic cables, regular and backup power supplies and comparable equipment. Wireless support structure: a freestanding structure, such as a: 1. Monopole; 2. Guyed or self-supporting tower; 3. Sign or billboard; or 4. Any other existing or proposed structure designed to support, or capable of supporting SWFs. The definition does not include a utility pole. D. Application processes 1. Applications that are NOT subject to zoning review: Utility poles A new, replacement or modified utility pole for SWF collocations installed in the ROW is NOT subject to zoning review or approval if it does not exceed the greater of either (i) 10 feetabove the tallest existing utility pole (excluding utility poles supporting only wireless facilities), that is located within 500 feet of the proposed site for the new, replacement or modified pole if that existing pole was in place prior to August 9, 2017, but the new pole cannot be more than 50 feetabove ground level; or (ii) 40 feetabove ground level. The existing utility pole that is used as the basis for the new, replacement or modified utility pole must be in the same ROW and jurisdictional boundary of the city or town. If there is no existing verticality, the new, replacement or modified utility pole may not exceed 40 feetabove ground level.s Applications are required to be approved unless the utility pole does not comply with9: 8 A.R.S. §9-592(1)(1), (2) 9 A.R.S. §9-592(K) Marana Study Session Council Meeting 10/10/2017 Page 36 of 144 1. Applicable Codes; 2. Code provisions or regulations that concern public safety; 3. Objective design standards; 4. Reasonable stealth and concealment requirements; 5. Undergrounding requirements; 6. Undergrounding requirements that may require a waiver before a new pole or monopole can be installed i n the ROW without prior approval. The undergrounding requirements cannot prohibit the replacement of utility poles or monopoles. 7. Contractual requirements between a city or town and a private property owner concerning design standards for utility poles in the ROW; or 8. Reasonable spacing requirements concerning the location of new utility poles in the ROW. SW Fs Collocations of new small wireless facilities are NOT subject to zoning review and approval if they do not exceed 10 feet above the utility pole or wireless support structure (defined as including a monopole if there was an existing one in the ROW) and do not exceed 50 feet above ground level.10 Applications for a permit to collocate SWFs to utility poles in the ROW, in any zone, are required to be approved unless the application does not meet; 1. Applicable Codes; 2. Code provisions or regulations that concern public safety; 3. Objective design standards for decorative utility poles; 4. Reasonable stealth and concealment requirements; or 5. Reasonable spacing requirements concerning the location of ground-mounted eq u i pment.11 Note: If a city or town determines that the utility pole or wireless support structure must be replaced prior to collocation, the application to collocate may be conditionally approved pending replacement of the utility pole or wireless support structure. Requests for replacement utility poles are to be processed pursuant to A.R.S. § 9-592. 10 A.R.S. §9-592(J) 11 A.R.S. §9-593(F)(4) Marana Study Session Council Meeting 10/10/2017 Page 37 of 144 Consolidated applications for the collocation of up to 25 SWFs may be submitted by an applicant only if all SWFs included are substantially the same type and involve substantially the same type of structure.12 SWF collocations may be removed from the application and considered separately if incomplete information was provided, the SWF does not qualify for consolidated treatment or the SWF is subject to a denial.13 If a city or town denies an application for not meeting one or more of the requirements listed above, documentation must be submitted to the applicant on or before the date of denial that includes the specific code provisions, regulations or requirements on which the denial was based. The applicant may resubmit the application to cure the deficiencies that the denial was based on within 30 days after denial. The city or town must approve or deny the resubmitted application within 30 days of receipt with no additional fee charged to the applicant. The review of the resubmitted application is limited to the deficiencies that were cited for the basis or denial.14 Listed below are the application timelines for small wireless facilities and utility poles and collocations to authority utility poles that are NOT subject to zoning review. If a city or town takes no action on the application within the specified time frame, the application is deemed approved.15 20 days to determine and notify applicant if application is complete 75 days to take action on application 30 days to take action on revised applications 2. Applications subject to zoning review: The modification of existing or the installation of new monopoles, the installation or collocation of wireless facilities, and the installation of utility poles and SWFs that exceed the heights that are exempt from zoning review are subject to all of the zoning codes, regulations and regulatory processes governing the rights-of-way.16 12 A.R.S. §9-593(D) 13 A.R.S. §9-593(F)(6) 14 A.R.S. §9-593(F)(5) 15 A.R.S. §§9-593(F)(2), 9-593(F)(3),9-595(D)(1) Note:Statute requires applications for collocating to authority utility poles to be processed in the same manner as applications to collocate to utility poles 16 A.R.S. §9-594(6) Marana Study Session Council Meeting 10/10/2017 Page 38 of 144 Cities and towns are permitted to require reasonable appearance and concealment requirements and setback or fa I I zone requirements for these structures 17 and prohibit, regulate and charge for the collocation of a wireless facility on municipally- owned wireless support structures.18 The following are the time frames established for processing applications: 30 days to determine and notify applicant if application is complete 150 days to take action on application Collocation of wireless facilities 19: 30 days to determine and notify applicant if application is complete 90 days to take action on application Note: The application time period for approval may be tolled to accommodate requests for information or extended by mutual agreement of the applicant and the city or town20. A city or town may deny an application only if there is a reasonable basis for the denial and the denial is not discriminatory against the applicant with respect to the placement of the facilities of other wireless providers. If an application is denied, the city or town must notify the applicant in writing and provide substantial supporting evidence for the reason for denial.21 Rates and fees Cities and towns are permitted to charge wireless providers a rate or fee for the use of and activities conducted in the ROW. Rates and fees are limited to the direct and actual cost of managing the ROW and may only be charged if other ROW users, such as telecom providers and utilities, are charged ROW use fees and there is legal authority for the fee.22 The rate or fee charged may not do any of the following: 17 A.R.S. §9-594(E) 18 A.R.S. §9-595(E) 19 A.R.S. §9-594(C)(3) 20 A.R.S. §9-594(C)(3) Note:Statute allows the time period to be tolled to accommodate timely requests for information or may be extended by mutual agreement of the city or town and the applicant. 21 A.R.S. §9-594(C)(4) 22 A.R.S. §9-592(C) Marana Study Session Council Meeting 10/10/2017 Page 39 of 144 1. Result in a double recovery where existing rates, fees or taxes already recover ROW management costs; 2. Be in the form of a franchise or other revenue-based fees; 3. Be unreasonable or discriminatory; 4. Exceed the specified rate caps (see chart below).23 In addition, rates and fees are capped as follows: ROW use fee 24 $50/year x number of SW Fs ROW use fee for monopoles and Limited to not more than the direct and associated wireless faci I ities25 actual cost of managing the ROW [Authorityutility ole attachment26 $50/year Application for collocating SWFs27: SWF collocation $100 per SWF up to five $50 per additional SWF Batched applications up to 25 SWFs28: First five SWFs @ $100 $500 Additional 20 sites @ $50 $1'r000 Total for batch of 25 $1,r500 Utility pole and monopole applications: New, replacement or modified utility poles NOT subject to zoning review 29 $750 New, replacement or modified monopoles and utility poles and collocation of wireless $1,,000 facilities subject to zoning revieW30 E. Terms and conditions In addition to the establishment of rates and fees described above, cities and towns are required to establish and make available to wireless providers terms and conditions for the following activities conducted in the ROW: 23 A.R.S. §9-592(D) 24 A.R.S. §9-592(C)(4) 25 A.R.S. §9-594(D)(5) 26 A.R.S. §9-595(C) 27 A.R.S. §§9-593(1)19-593(J) 28 A.R.S. §9-592(D) 29 A.R.S. §9-592(L) 30 A.R.S. §9-594(E)(3) Marana Study Session Council Meeting 10/10/2017 Page 40 of 144 1. Construction, installation, mounting, maintenance, operation or replacement of utility poles and monopoles; 2. Collocation of SWFs; 3. Collocation of wireless facilities on or within a monopole 4. Collocation of SWFs on authority utility poles.31 The standard terms and conditions MAY NOT: 1. Be unreasonable or discriminatory 2. Require the placement of SWFs on any specific utility pole or category of poles 3. Require multiple antenna systems on a single utility pole 4. Require minimum separation distances for SWFs. The standard terms and conditions may, however, include requirements that are applicable to other ROW users and require that the operation of SWFs do not interfere with public safety communications.32 The terms must reasonably accommodate power supply and electric metering for the SWF. The wireless provider may accept the standard terms and conditions or they may negotiate with the city or town for different or additional terms. The legislation is silent as to whether the time deadlines for granting or denying the application are then tolled while the negotiations are taking place. Existing agreements Existing agreements with wireless providers that are in effect on August 9, 2017 will remain in effect subject to applicable termination provisions. Wireless providers may accept the new rates, fees and terms that are consistent with HB 2365 for SWF's and utility poles that are the subject of an application submitted after the rates, fees and terms become effective. .33 31 A.R.S. §§9-592(E),9-595(D) 32 A.R.S. §§9-592(F), 9-595(D) 33 A.R.S. §9-592(G) Marana Study Session Council Meeting 10/10/2017 Page 41 of 144 Frea uentiy asked a uestions Q. Relocation of wireless equipment? A. A.R.S. § 9-596(D) requires wireless equipment to be relocated at no cost to the city or town in order to accommodate a public project but does not specify any particular type of project. Q. Are cities and towns permitted to apply spacing requirements for siting of new utility poles and equipment? A. A.R.S. § 9-592(K)(4) allows cities and towns to apply ""reasonable" spacing requirements to applications for new utility poles in the ROW in addition to ""reasonable" spacing for ground-mounted equipment. Q. Are cities and towns able to reserve space on poles as well as conduit and fiber? A. A.R.S. § 9-593(G)(1) prohibits cities and towns from requiring applicants to reserve conduit, fiber or pole space on a wireless provider's pole for the city or town. There is no similar prohibition for municipally-owned poles. Q. What period of time does the new law provide for wireless providers to operate their equipment in the ROW? A. Application approval allows the applicant to operate and maintain new, modified or replacement poles34 and SWFs35 for 10 years, subject to applicable relocation requirements and terms and conditions. Q. Is there a time frame within which the wireless provider must complete construction or installation of the small cell for operational use? A. Yes. For utility poles 36 the construction, installation, mounting, maintenance, modification, operation or replacement for which a permit is granted shall be completed within 180 days after the permit issuance date, unless the city or town and the wireless provider agree to extend the period or a delay is caused by lack of commercial power at the site and for small cells, they must be operational within that time period.37 34 A.R.S. §9-592(M)(2) 35 A.R.S. §9-593(H)(3) 36 ARS 9-592(M) 37 ARS 9-593(E)and ARS 9-593(H) (collocations) Marana Study Session Council Meeting 10/10/2017 Page 42 of 144 Q. What ability does a city or town have to address the radio frequency (RF) emissions from small cells? A. The city or town may require the applicant to certify that the SWF to be collocated comply with the FCC's regulations concerning RF emissions. Beyond that, there is no basis to deny access to the ROW if compliance is demonstrated. Q. What does the legislation say with respect to ground equipment? A. A city or town may adopt reasonable requirements regarding the appearance and concealment of facilities, including those relating to materials used for arranging, screening or landscaping.38 Facilities must be constructed, maintained and located so that they don't obstruct, endanger or hinder the usual travel or public safety on the ROW.39 Q. Who will own the replacement utility pole? A. The city or town.40 38 ARS 9-594(E)(1) 39 ARS 9-598 40 ARS 9-595(D)(1) Marana Study Session Council Meeting 10/10/2017 Page 43 of 144 EXHIBIT A-1 (CITY-OWNED POLE) COC License# Wireless Provider's Name: Wireless Provider's Internal Site Name: ANTENNA SITE RIGHT-OF-WAY LICENSE AGREEMENT THIS ANTENNA SITE RIGHT-OF-WAY LICENSE AGREEMENT (the "Agreement") is made and entered into this day of , 20_7 by and between the City of Chandler, an Arizona municipal corporation ("City"), and a ("Wireless Provider"). RECITALS A. The City of Chandler "Wireless Facilities Standard Terms and Conditions" sets out various recitals (collectively the "Standard Recitals") and provisions (collectively the "Standard Terms"). B. City holds an interest in a parcel of land (the "Street Parcel") comprising street Right-of-way for . The Street Parcel is located approximately feet of the center of the intersection of and C. This Agreement allows Wireless Provider to use certain limited portions of the Street Parcel. D. The portions of the Street Parcel that this Agreement allows Wireless Provider to use (the "Use Areas") are defined in the package of maps and related materials (the "Boundary Plan") attached hereto as Exhibit"A". E. Wireless Provider desires to install and operate on the Use Areas the wireless telecommunications receiving, processing and transmitting devices and related electronic equipment that is specified on the Site Plan (the "Communications Equipment") subject to the requirements of this Agreement. The Communications Equipment is limited to the actual electronic equipment, portable cabinets for such equipment, the enclosure, the antennas ("Antennas") used to communicate with cell phones and similar devices, all as shown on the drawing (the "Site Plan") attached hereto as Exhibit "B". Notwithstanding anything in this Agreement to the contrary, the Communications Equipment excludes any item not shown on the Site Plan. Page 1 of 5 Marana Study Session Council Meeting 10/10/2017 Page 44 of 144 EXHIBIT A-1 F. The volume of the Enclosure and the above ground portion of its pad as shown in the Site Plan is cubic feet. G. The Street Parcel is currently improved with an approximately foot tall [electrical] [traffic signal] [street light] [antenna support] pole (the "Pole") owned by City ("Pole Owner"). H. Wireless Provider proposes to [use the existing Pole] [replace the existing Pole] with a new Pole that City ("Pole Owner")will own. I. In order to install the Communications Equipment, Wireless Provider desires to construct supporting improvements and perform all other work shown on the Site Plan (collectively the "Project"). J. Wireless Provider shall complete the entire Project and put the Communications Equipment in full operation no later than one hundred eighty (180) days after the date of the issuance of the Encroachment Permit (the "Completion Deadline"). K. City desires to grant to Wireless Provider a license to install, maintain, operate and repair the Communications Equipment (the "Permitted Uses") subject to the requirements of this Agreement. L. The Standard Recitals are all incorporated here by reference as if set out in full. NOW, THEREFORE, for and in consideration of the foregoing, the amounts hereinafter to be paid by Wireless Provider, and the covenants and agreements contained herein to be kept and performed by Wireless Provider, and other good and valuable consideration, City and Wireless Provider agree as follows: I. LICENSE TERMS 1. License Terms. City hereby grants to Wireless Provider a license to use the Use Areas as follows: 1.1 Standard Terms Incorporated. The Standard Terms are all incorporated here by reference as if set out in full. WIRELESS PROVIDER WARRANTS AND REPRESENTS THAT WIRELESS PROVIDER HAS READ AND AGREES TO THE STANDARD RECITALS AND THE STANDARD TERMS. Capitalized terms used but not defined in this Agreement shall have the meanings assigned by the Standard Recitals and the Standard Terms. 1.2 Standard Terms Application. Wireless Provider shall comply with all of the Standard Terms. Without limitation, the Standard Terms shall apply to the Use Areas as follows: 1.2.1 Wireless Provider's Boundary Plan Responsibility. It is Wireless Provider's responsibility before signing this Agreement to ensure that the Boundary Plan is prepared as follows: Page 2of5 Marana Study Session Council Meeting 10/10/2017 Page 45 of 144 EXHIBIT A-1 1.2.1.1 Wireless Provider shall insure that the Boundary Plan clearly depicts all portions of the Street Parcel that Wireless Provider desires to use and that each such area is clearly shown on the Boundary Plan and labeled to clearly indicate which of the categories of Exclusive Areas or Shared Areas set out in the Standard Terms applies to the area. 1.2.1.2 If the Boundary Plan does not clearly show any portion of the Street Parcel as one of the categories of Exclusive Areas or Shared Areas set out in the Standard Terms, then such portion of the Street Parcel is not part of the Use Areas and Wireless Provider may not use such portion of the Street Parcel, even if the use is discussed in the Standard Terms. 1.2.1.3 Any Exclusive Area or Shared Area described or named in the Standard Terms that is not clearly depicted and correctly labeled on the Boundary Plan is excluded from this Agreement and unavailable for Wireless Provider's use. 1.2.1.4 Any portion of the Boundary Plan or the Site Plan that indicates a Wireless Provider use of the Street Parcel that is not one of the Exclusive Areas or Shared Areas specifically enumerated in the Standard Terms is excluded from this Agreement and not available for Wireless Provider's use. 1.2.1.5 All work, improvements and equipment within an Exclusive Area or Shared Area is limited to the purposes enumerated in the Standard Terms for that particular Exclusive Area or Shared Area. 1.2.1.6 This Agreement does not allow use of any land other than the specified portions of the Street Parcel that are Exclusive Areas or Shared Areas. 1.2.1.7 Any change to the Boundary Plan after City executes this Agreement is void unless it is memorialized in a formal amendment to this Agreement. 1.2.2 Site Plan. It is Wireless Provider's responsibility before signing this Agreement to ensure that the Site Plan correctly shows the work that Wireless Provider intends to perform, that the Site Plan correctly shows all improvements and equipment that Wireless Provider intends be located on the Use Areas, that the Site Plan shows no work, improvements or equipment outside the Exclusive Areas and Shared Areas properly depicted and labeled on the Boundary Plan, and that all work, improvements and equipment is encompassed within the purposes enumerated in the Standard Terms for that particular Exclusive Area or Shared Area. Any work, improvements or equipment not conforming to all the foregoing is prohibited, even if it is clearly shown on the Site Plan or discussed in the Standard Terms. Any refinement or other change to the Site Plan after City executes this Agreement is void unless Wireless Provider obtains Wireless Provider's approval of the change pursuant to the plans approval processes set out in the Standard Terms and pursuant to all applicable regulatory requirements. 1.2.3 Term of Agreement. The term of this Agreement is as stated in the Standard Terms. 1.2.4 Wireless Provider's Payments. Wireless Provider shall pay to City the amounts described in the Standard Terms. Page 3 of 5 Marana Study Session Council Meeting 10/10/2017 Page 46 of 144 EXHIBIT A-1 1.2.5 Use Restrictions. Wireless Provider shall comply with the use restrictions set out in the Standard Terms. 1.2.6 Encroachment Permits. This Agreement constitutes a Class 8 "Encroachment Permit" under Chapter 46 of the Chandler City Code to the extent of granting permission for the Communications Equipment to exist on the Street Parcel but not to allow any construction or other work of any description in the Right-of-way or to allow obstruction of traffic or alteration of City's improvements. Before performing any work on the Right-of-way, Wireless Provider shall obtain the following additional encroachment permits, as applicable: 1.2.6.1 Permission to Work in the Right-of-way. 1.2.6.2 Traffic Control Plan. 1.2.6.3 Any other applicable permits regarding work in the Right-of-way. 1.2.7 Compliance with Law. Wireless Provider acknowledges that this Agreement does not constitute, and City has not promised or offered, any type of waiver of, or agreement to waive (or show any type of forbearance, priority or favoritism to Wireless Provider with regard to) any law, ordinance, power, regulation, tax, assessment or other legal requirement now or hereafter imposed by the City of Chandler or any other governmental body upon or affecting Wireless Provider's use of the Street Parcel. For example, Wireless Provider shall comply with all zoning, building and Right-of-way codes, ordinances and policies. 2. City's Initial Information. Unless and until City gives notice otherwise, City's contract administrator shall be the City's Regulatory Affairs Manager. 3. Wireless Provider's Initial Information. Unless and until Wireless Provider gives notice otherwise: 3.1. Wireless Provider's network operations center phone number as required by paragraph 7.1.3 of the Standard Terms is ( ) - 1. 3.2 Wireless Provider's address for notices as required by paragraph 17.8 of the Standard Terms shall be: Page 4 of 5 Marana Study Session Council Meeting 10/10/2017 Page 47 of 144 EXHIBIT A-1 3.3 Wireless Provider's billing address for routine billing invoices as required by paragraph 4.2 of the Standard Terms shall be: EXECUTED as of the date first given above. CITY: CITY OF CHANDLER, an Arizona municipal corporation By: Regulatory Affairs Manager WIRELESS PROVIDER: a By: Its: Page 5 of 5 Marana Study Session Council Meeting 10/10/2017 Page 48 of 144 EXHIBIT A-1 TABLE OF EXHIBITS FOR SITE LICENSE Exhibit Paragraph Description A D Boundary Plan B E Site Plan Marana Study Session Council Meeting 10/10/2017 Page 49 of 144 EXHIBI T A-2 (THIRD PARTY-OWNED POLE) COC License# Wireless Provider's Name: Wireless Provider's Internal Site Name: ANTENNA SITE RIGHT-OF-WAY LICENSE AGREEMENT THIS ANTENNA SITE RIGHT-OF-WAY LICENSE AGREEMENT (the "Agreement") is made and entered into this day of , 20_) by and between the City of Chandler, an Arizona municipal corporation ("City"), and a ("Wireless Provider"). RECITALS A. The City of Chandler "Wireless Facilities Standard Terms and Conditions" sets out various recitals (collectively the "Standard Recitals") and provisions (collectively the "Standard Terms"). B. City holds an interest in a parcel of land (the "Street Parcel") comprising street Right-of-way for . The Street Parcel is located approximately feet of the center of the intersection of and 1. C. This Agreement allows Wireless Provider to use certain limited portions of the Street Parcel. D. The portions of the Street Parcel that this Agreement allows Wireless Provider to use (the "Use Areas") are defined in the package of maps and related materials (the "Boundary Plan") attached hereto as Exhibit"A". E. Wireless Provider desires to install and operate on the Use Areas the wireless telecommunications receiving, processing and transmitting devices and related electronic equipment that is specified on the Site Plan (the "Communications Equipment") subject to the requirements of this Agreement. The Communications Equipment is limited to the actual electronic equipment, portable cabinets for such equipment, the enclosure, the antennas ("Antennas") used to communicate with cell phones and similar devices, all as shown on the drawing (the "Site Plan") attached hereto as Exhibit "B". Notwithstanding anything in this Agreement to the contrary, the Communications Equipment excludes any item not shown on the Site Plan. F. The volume of the Enclosure and the above ground portion of its pad as shown in the Site Plan is cubic feet. G. The Street Parcel is currently improved with an approximately foot tall [electrical] [street light] [antenna support] pole (the "Pole"). Page 1 of 5 Marana Study Session Council Meeting 10/10/2017 Page 50 of 144 EXHIBI T A-2 H. Wireless Provider has entered into a certain (the "Pole Antenna Agreement") with Pole Owner dated 20 whereby Wireless Provider has obtained permission from Pole Owner to use the existing Pole in the manner described in this Agreement, or Wireless Provider proposes to replace the existing Pole with a new Pole that Pole Owner will own. I. In order to install the Communications Equipment, Wireless Provider desires to construct supporting improvements and perform all other work shown on the Site Plan (collectively the "Project"). J. Wireless Provider shall complete the entire Project and put the Communications Equipment in full operation no later than one hundred eighty (180) days after the date of the issurance of the Encroachment Permit (the "Completion Deadline"). K. City desires to grant to Wireless Provider a license to install, maintain, operate and repair the Communications Equipment (the "Permitted Uses") subject to the requirements of this Agreement. L. The Standard Recitals are all incorporated here by reference as if set out in full. NOW, THEREFORE, for and in consideration of the foregoing, the amounts hereinafter to be paid by Wireless Provider, and the covenants and agreements contained herein to be kept and performed by Wireless Provider, and other good and valuable consideration, City and Wireless Provider agree as follows: I. LICENSE TERMS 1. License Terms. City hereby grants to Wireless Provider a license to use the Use Areas as follows: 1.1 Standard Terms Incorporated. The Standard Terms are all incorporated here by reference as if set out in full. WIRELESS PROVIDER WARRANTS AND REPRESENTS THAT WIRELESS PROVIDER HAS READ AND AGREES TO THE STANDARD RECITALS AND THE STANDARD TERMS. Capitalized terms used but not defined in this Agreement shall have the meanings assigned by the Standard Recitals and the Standard Terms. 1.2 Standard Terms Application. Wireless Provider shall comply with all of the Standard Terms. Without limitation, the Standard Terms shall apply to the Use Areas as follows: 1.2.1 Wireless Provider's Boundary Plan Responsibility. It is Wireless Provider's responsibility before signing this Agreement to ensure that the Boundary Plan is prepared as follows: 1.2.1.1 Wireless Provider shall insure that the Boundary Plan clearly depicts all portions of the Street Parcel that Wireless Provider desires to use and that each such area is clearly shown on the Boundary Plan and labeled to clearly indicate which of the categories of Exclusive Areas or Shared Areas set out in the Standard Terms applies to the area. 1.2.1.2 If the Boundary Plan does not clearly show any portion of the Street Parcel as one of the categories of Exclusive Areas or Shared Areas set out in the Standard Page 2of5 Marana Study Session Council Meeting 10/10/2017 Page 51 of 144 EXHIBI T A-2 Terms, then such portion of the Street Parcel is not part of the Use Areas and Wireless Provider may not use such portion of the Street Parcel, even if the use is discussed in the Standard Terms. 1.2.1.3 Any Exclusive Area or Shared Area described or named in the Standard Terms that is not clearly depicted and correctly labeled on the Boundary Plan is excluded from this Agreement and unavailable for Wireless Provider's use. 1.2.1.4 Any portion of the Boundary Plan or the Site Plan that indicates a Wireless Provider use of the Street Parcel that is not one of the Exclusive Areas or Shared Areas specifically enumerated in the Standard Terms is excluded from this Agreement and not available for Wireless Provider's use. 1.2.1.5 All work, improvements and equipment within an Exclusive Area or Shared Area is limited to the purposes enumerated in the Standard Terms for that particular Exclusive Area or Shared Area. 1.2.1.6 This Agreement does not allow use of any land other than the specified portions of the Street Parcel that are Exclusive Areas or Shared Areas. 1.2.1.7 Any change to the Boundary Plan after City executes this Agreement is void unless it is memorialized in a formal amendment to this Agreement. 1.2.2 Site Plan. It is Wireless Provider's responsibility before signing this Agreement to ensure that the Site Plan correctly shows the work that Wireless Provider intends to perform, that the Site Plan correctly shows all improvements and equipment that Wireless Provider intends be located on the Use Areas, that the Site Plan shows no work, improvements or equipment outside the Exclusive Areas and Shared Areas properly depicted and labeled on the Boundary Plan, and that all work, improvements and equipment is encompassed within the purposes enumerated in the Standard Terms for that particular Exclusive Area or Shared Area. Any work, improvements or equipment not conforming to all the foregoing is prohibited, even if it is clearly shown on the Site Plan or discussed in the Standard Terms. Any refinement or other change to the Site Plan after City executes this Agreement is void unless Wireless Provider obtains Wireless Provider's approval of the change pursuant to the plans approval processes set out in the Standard Terms and pursuant to all applicable regulatory requirements. 1.2.3 Term of Agreement. The term of this Agreement is as stated in the Standard Terms. 1.2.4 Wireless Provider's Payments. Wireless Provider shall pay to City the amounts described in the Standard Terms. 1.2.5 Use Restrictions. Wireless Provider shall comply with the use restrictions set out in the Standard Terms. 1.2.6 Encroachment Permits. This Agreement constitutes a Class 8 "Encroachment Permit" under Chapter 46 of the Chandler City Code to the extent of granting permission for the Communications Equipment to exist on the Street Parcel but not to allow any construction or other work of any description in the Right-of-way or to allow obstruction of traffic or alteration of City's improvements. Before performing any work on the Right-of-way, Wireless Provider shall obtain the following additional encroachment permits, as applicable: Page 3 of 5 Marana Study Session Council Meeting 10/10/2017 Page 52 of 144 EXHIBI T A-2 1.2.6.1 Permission to Work in the Right-of-way. 1.2.6.2 Traffic Control Plan. 1.2.6.3 Any other applicable permits regarding work in the Right-of-way. 1.2.7 Compliance with Law. Wireless Provider acknowledges that this Agreement does not constitute, and City has not promised or offered, any type of waiver of, or agreement to waive (or show any type of forbearance, priority or favoritism to Wireless Provider with regard to) any law, ordinance, power, regulation, tax, assessment or other legal requirement now or hereafter imposed by the City of Chandler or any other governmental body upon or affecting Wireless Provider's use of the Street Parcel. For example, Wireless Provider shall comply with all zoning, building and Right-of-way codes, ordinances and policies. 2. City's Initial Information. Unless and until City gives notice otherwise, City's contract administrator shall be the City's Regulatory Affairs Manager. 3. Wireless Provider's Initial Information. Unless and until Wireless Provider gives notice otherwise: 3.1 Wireless Provider's network operations center phone number as required by paragraph 7.1.3 of the Standard Terms is ( ) - 1. 3.2 Wireless Provider's address for notices as required by paragraph 17.8 of the Standard Terms shall be: 3.3 Wireless Provider's billing address for routine billing invoices as required by paragraph 4.2 of the Standard Terms shall be: EXECUTED as of the date first given above. CITY: CITY OF CHANDLER, an Arizona municipal corporation By: Regulatory Affairs Manager Page 4 of 5 Marana Study Session Council Meeting 10/10/2017 Page 53 of 144 EXHIBI T A-2 WIRELESS PROVIDER: a By: Its: Page 5 of 5 Marana Study Session Council Meeting 10/10/2017 Page 54 of 144 EXHIBI T A-2 TABLE OF EXHIBITS FOR SITE LICENSE Exhibit Paragraph Description A D Boundary Plan B E Site Plan 6084178v9 (TELECOM PROVIDER OWNED NEW POLE) i Marana Study Session Council Meeting 10/10/2017 Page 55 of 144 EXHIBI T A-3 (WIRELESS PROVIDER-OWNED NEW POLE) COC License# Wireless Provider's Name: Wireless Provider's Internal Site Name: ANTENNA SITE RIGHT-OF-WAY LICENSE AGREEMENT THIS ANTENNA SITE RIGHT-OF-WAY LICENSE AGREEMENT (the "Agreement") is made and entered into this day of , 20 , by and between the City of Chandler, an Arizona municipal corporation ("City"), and a ("Wireless Provider"). RECITALS A. The City of Chandler "Wireless Facilities Standard Terms and Conditions" sets out various recitals (collectively the "Standard Recitals") and provisions (collectively the "Standard Terms"). B. City holds an interest in a parcel of land (the "Street Parcel") comprising street Right-of-way for . The Street Parcel is located approximately feet of the center of the intersection of and C. This Agreement allows Wireless Provider to use certain limited portions of the Street Parcel. D. The portions of the Street Parcel that this Agreement allows Wireless Provider to use (the "Use Areas") are defined in the package of maps and related materials (the "Boundary Plan") attached hereto as Exhibit"A". E. Wireless Provider desires to install and operate on the Use Areas the wireless telecommunications receiving, processing and transmitting devices and related electronic equipment that is specified on the Site Plan (the "Communications Equipment") subject to the requirements of this Agreement. The Communications Equipment is limited to the actual electronic equipment, portable cabinets for such equipment, the enclosure, the antennas ("Antennas") used to communicate with cell phones and similar devices, all as shown on the drawing (the "Site Plan") attached hereto as Exhibit "B". Notwithstanding anything in this Agreement to the contrary, the Communications Equipment excludes any item not shown on the Site Plan. F. The volume of the Enclosure and the above ground portion of its pad as shown in the Site Plan is cubic feet. G. Wireless Provider proposes to install an approximately foot tall wireless support structure (the "Pole") owned by Wireless Provider ("Pole Owner"). Page 1 of 4 Marana Study Session Council Meeting 10/10/2017 Page 56 of 144 EXHIBI T A-3 H. In order to install the Communications Equipment, Wireless Provider desires to construct supporting improvements and perform all other work shown on the Site Plan (collectively the "Project"). I. Wireless Provider shall complete the entire Project and put the Communications Equipment in full operation no later than one hundred eighty (180) days after the date of issuance of the Encroachment Permit (the "Completion Deadline"). J. City desires to grant to Wireless Provider a license to install, maintain, operate and repair the Communications Equipment (the "Permitted Uses") subject to the requirements of this Agreement. K. The Standard Recitals are all incorporated here by reference as if set out in full. NOW, THEREFORE, for and in consideration of the foregoing, the amounts hereinafter to be paid by Wireless Provider, and the covenants and agreements contained herein to be kept and performed by Wireless Provider, and other good and valuable consideration, City and Wireless Provider agree as follows: I. LICENSE TERMS 1. License Terms. City hereby grants to Wireless Provider a license to use the Use Areas as follows: 1.1 Standard Terms Incorporated. The Standard Terms are all incorporated here by reference as if set out in full. WIRELESS PROVIDER WARRANTS AND REPRESENTS THAT WIRELESS PROVIDER HAS READ AND AGREES TO THE STANDARD RECITALS AND THE STANDARD TERMS. Capitalized terms used but not defined in this Agreement shall have the meanings assigned by the Standard Recitals and the Standard Terms. 1.2 Standard Terms Application. Wireless Provider shall comply with all of the Standard Terms. Without limitation, the Standard Terms shall apply to the Use Areas as follows: 1.2.1 Wireless Provider's Boundary Plan Responsibility. It is Wireless Provider's responsibility before signing this Agreement to ensure that the Boundary Plan is prepared as follows: 1.2.1.1 Wireless Provider shall insure that the Boundary Plan clearly depicts all portions of the Street Parcel that Wireless Provider desires to use and that each such area is clearly shown on the Boundary Plan and labeled to clearly indicate which of the categories of Exclusive Areas or Shared Areas set out in the Standard Terms applies to the area. 1.2.1.2 If the Boundary Plan does not clearly show any portion of the Street Parcel as one of the categories of Exclusive Areas or Shared Areas set out in the Standard Terms, then such portion of the Street Parcel is not part of the Use Areas and Wireless Provider may not use such portion of the Street Parcel, even if the use is discussed in the Standard Terms. 1.2.1.3 Any Exclusive Area or Shared Area described or named in the Standard Terms that is not clearly depicted and correctly labeled on the Boundary Plan is excluded from this Agreement and unavailable for Wireless Provider's use. 1.2.1.4 Any portion of the Boundary Plan or the Site Plan that indicates a Wireless Provider use of the Street Parcel that is not one of the Exclusive Areas or Shared Areas Marana Study Session Council Meeting 10/10/2017 Page 2 of 4 Page 57 of 144 EXHIBI T A-3 specifically enumerated in the Standard Terms is excluded from this Agreement and not available for Wireless Provider's use. 1.2.1.5 All work, improvements and equipment within an Exclusive Area or Shared Area is limited to the purposes enumerated in the Standard Terms for that particular Exclusive Area or Shared Area. 1.2.1.6 This Agreement does not allow use of any land other than the specified portions of the Street Parcel that are Exclusive Areas or Shared Areas. 1.2.1.7 Any change to the Boundary Plan after City executes this Agreement is void unless it is memorialized in a formal amendment to this Agreement. 1.2.2 Site Plan. It is Wireless Provider's responsibility before signing this Agreement to ensure that the Site Plan correctly shows the work that Wireless Provider intends to perform, that the Site Plan correctly shows all improvements and equipment that Wireless Provider intends be located on the Use Areas, that the Site Plan shows no work, improvements or equipment outside the Exclusive Areas and Shared Areas properly depicted and labeled on the Boundary Plan, and that all work, improvements and equipment is encompassed within the purposes enumerated in the Standard Terms for that particular Exclusive Area or Shared Area. Any work, improvements or equipment not conforming to all the foregoing is prohibited, even if it is clearly shown on the Site Plan or discussed in the Standard Terms. Any refinement or other change to the Site Plan after City executes this Agreement is void unless Wireless Provider obtains Wireless Provider's approval of the change pursuant to the plans approval processes set out in the Standard Terms and pursuant to all applicable regulatory requirements. 1.2.3 Term of Agreement. The term of this Agreement is as stated in the Standard Terms. 1.2.4 Wireless Provider's Payments. Wireless Provider shall pay to City the amounts described in the Standard Terms. 1.2.5 Use Restrictions. Wireless Provider shall comply with the use restrictions set out in the Standard Terms. 1.2.6 Encroachment Permits. This Agreement constitutes a Class 8 "Encroachment Permit" under Chapter 46 of the Chandler City Code to the extent of granting permission for the Communications Equipment to exist on the Street Parcel but not to allow any construction or other work of any description in the Right-of-way or to allow obstruction of traffic or alteration of City's improvements. Before performing any work on the Right-of-way, Wireless Provider shall obtain the following additional encroachment permits, as applicable: 1.2.6.1 Permission to Work in the Right-of-way. 1.2.6.2 Traffic Control Plan. 1.2.6.3 Any other applicable permits regarding work in the Right-of-way. 1.2.7 Compliance with Law. Wireless Provider acknowledges that this Agreement does not constitute, and City has not promised or offered, any type of waiver of, or agreement to waive (or show any type of forbearance, priority or favoritism to Wireless Provider with regard to) any law, ordinance, power, regulation, tax, assessment or other legal requirement Marana Study Session Council Meeting 10/10/2017 Page 3 of 4 Page 58 of 144 EXHIBI T A-3 now or hereafter imposed by the City of Chandler or any other governmental body upon or affecting Wireless Provider's use of the Street Parcel. For example, Wireless Provider shall comply with all zoning, building and Right-of-way codes, ordinances and policies. 2. City's Initial Information. Unless and until City gives notice otherwise, City's contract administrator shall be the City's Regulatory Affairs Manager. 3. Wireless Provider's Initial Information. Unless and until Wireless Provider gives notice otherwise: 3.1 Wireless Provider's network operations center phone number as required by paragraph 7.1.3 of the Standard Terms is ( ) - 1. 3.2 Wireless Provider's address for notices as required by paragraph 17.8 of the Standard Terms shall be: 3.3 Wireless Provider's billing address for routine billing invoices as required by paragraph 4.2 of the Standard Terms shall be: EXECUTED as of the date first given above. CITY: CITY OF CHANDLER, an Arizona municipal corporation By: Regulatory Affairs Manager WIRELESS PROVIDER: a By: Its: Marana Study Session Council Meeting 10/10/2017 Page 4 of 4 Page 59 of 144 EXHIBI T A-3 TABLE OF EXHIBITS FOR SITE LICENSE Exhibit Paragraph Description A D Boundary Plan B E Site Plan Marana Study Session Council Meeting 10/10/2017 Page 60 of 144 Exhibit B WIRELESS FACILITIES STANDARD TERMS AND CONDITIONS The Wireless Facilities Standard Terms and Conditions ("Standard Terms") are made and entered in this day of 2017) by the City of Chandler, an Arizona municipal corporation ("City"). STANDARD RECITALS A. Various laws (the "Telecommunications Laws") authorize City to regulate its streets, alleys and public utility easements, and to grant, renew, deny, amend and terminate licenses for and otherwise regulate the installation, operation and maintenance of telecommunications systems. The Telecommunications Laws include, without limitation, the following: 1) Chapter 46 of the Chandler City Code entitled "Encroachments and Other Uses in the Public Right-of-Way" (the "Street Code"). Chandler City Code, Sec. 46-10, applies to a Wireless Provider, as defined in A.R.S. §9-591(26) ("Wireless Provider"). 2) The Chandler City Charter. 3) A.R.S. §§ 9-581 through 9-583, §§ 9-591 through 9-599 and other state and federal statutes. 4) The Constitution of the State of Arizona. 5) Other applicable federal, state and local laws, codes, rules and regulations. 6) City's police powers, its authority over public Right-of-way, and its other governmental powers and authority. B. City owns public street and alley rights-of-way and public utility easements within the boundaries of the City of Chandler that are designated for use by utility companies for installation, operation and repair of water, electrical and other utilities pursuant to franchises, licenses or other agreements between utility companies and City (collectively the "Right-of- way„). C. City anticipates that one or more Wireless Providers may desire to locate antennas and immediately related equipment at various ("the Sites") within the Right-of-way. D. The Standard Terms become effective as to each site as they are incorporated in the Site License Agreement by reference. Except as otherwise stated, each Site License Agreement stands on its own. E. The purpose of these Standard Terms is to: 1) Promote uniformity in the Site License Agreements. 1 of 39 Marana Study Session Council Meeting 10/10/2017 Page 61 of 144 2) Streamline the preparation and administration of the Site License Agreement. F. Because City's existing streetlight poles and traffic signed poles are not designed to safely support the additional weight and stress of Wireless Facilities, Wireless Providers shall be required to provide poles designed to support these facilities to replace existing poles prior to attaching Wireless Facilities. STANDARD TERMS I. DEFINITIONS 1. Definitions. For the purposes of the Standard Terms: "Antenna" means communications equipment that transmits or receives electromagnetic radio frequency signals and that is used in providing wireless services. "Base Use Fee" means the amount that the Company shall pay to City for each year of this license for use of City Right-of-way and City-owned Pole, as set out in the current fee schedule. "Communications Equipment" means any and all electronic equipment at the Small Wireless Facility location that processes and transports information from the antennas to the Wireless Provider's network. "Competing Users" means entities that own the water pipes, cables and wires, pavement, and other facilities which may be located within the Right-of-way. The Competing Users include without limitation, the City, the State of Arizona and its political subdivisions, the public, and all manner of utility companies and other existing or future users of the Use Areas. "Encroachment Permit" means a permit issued pursuant to Chapter 46 of the Chandler City Code that allows the Wireless Provider to perform work in the Right-of-way and to install and operate improvements in the Right-of-way. "FCC" means the Federal Communications Commission. "FCC Rules" means all applicable radio frequency emissions laws and regulations. "FCC OET Bulletin 65" means the FCC's Office of Engineering & Technology Bulletin 65 that includes the FCC Radio Frequency Exposure Guidelines. "Ordinary Permit Use Fee" means the City's encroachment permit application, review and other fees related to the issuance of the permit. "RF" means radio frequency. "RF Letter" means a letter attesting to the Wireless Provider's compliance with FCC RF exposure guidelines from the Wireless Provider's senior internal engineer. "Right-of-way" as defined for wireless sites in A.R.S. §9-591(18) means the area on, below or above a public roadway, highway, street, sidewalk, alley, or utility easement. Right-of-way does not include a Federal Interstate Highway, a state highway or state route under the jurisdiction of the Department of Transportation, a private easement, property that is owned by a special taxing 2of39 Marana Study Session Council Meeting 10/10/2017 Page 62 of 144 district, or a utility easement that does not authorize the deployment sought by the wireless provider. "Site Documents" means the depiction of the use area, schematic plans and map showing location of the installation of the Wireless Facility in the Right-of-way, including but not limited to the title report of the use area, vicinity map, site plan, elevations, technical specifications and the cubic feet of the non-antenna wireless equipment. "Site License Agreement" means the site specific license that incorporates the Standard Recitals and the Standard Terms for Wireless Providers to install and operate Wireless Facilities in the City's Right-of-way. "Small Wireless Facility" as defined in A.R.S. §9-591(19), means a Wireless Facility that meets both of the following qualifications: (a) All antennas are located inside an enclosure of not more than six (6) cubic feet in volume or, in the case of an antenna that has exposed elements, the antenna and all of the antenna's exposed elements could fit within an imaginary enclosure of not more than six (6) cubic feet in volume. (b) All other wireless equipment associated with the facility is cumulatively not more than twenty-eight (28) cubic feet in volume, or fifty (50) cubic feet in volume if the equipment was ground mounted before the effective date of this section. The following types of associated ancillary equipment are not included in the calculation of equipment volume pursuant to this subdivision: (i) An electric meter. (ii) Concealment elements. (iii) A telecommunications demarcation box. (iv) Grounding equipment. (v) A power transfer switch. (vi) A cutoff switch. (vii) Vertical cable runs for the connection of power and other services. "Third Party Areas" means the portions of the Right-of-way, such as canal crossings or other areas that for any reason have limited Right-of-way dedications or that have regulatory use restrictions imposed by a third party. "Violation Use Fee" means the types of fees that the City has available to remedy certain breaches of the Site License Agreement by a Wireless Provider. "Wireless Facility" as defined in A.R.S. §9-591(22): (a) Means equipment at a fixed location that enables wireless communications between user equipment and a communications network, including both of the following: (i) Equipment associated with wireless communications. (ii) Radio transceivers, antennas, coaxial or fiber-optic cables, regular and backup power supplies and comparable equipment, regardless of technological configuration. 3of39 Marana Study Session Council Meeting 10/10/2017 Page 63 of 144 (b) Includes small wireless facilities. (c) Does not include the structure or improvements on, under or within which the equipment is collocated, wireline backhaul facilities, coaxial or fiber-optic that is between wireless support structures or utility poles or coaxial or fiber-optic cable that is otherwise not immediately adjacent to, or directly associated with, an antenna. (d) Does not include Wi-Fi radio equipment described in Section 9-506, Subsection I or microcell equipment described in Section 9-584, Subsection E. "Wireless Infrastructure Provider" as defined in A.R.S. §9-591(23) means any person that is authorized to provide telecommunications service in this state and that builds or installs wireless communications transmission equipment, wireless facilities, utility poles or monopoles but that is not a wireless service provider. Wireless Infrastructure Provider does not include a special taxing district. "Wireless Provider" as defined in A.R.S. §9-591(24) means a Cable Operator, Wireless Infrastructure Provider or Wireless Services Provider. "Wireless Provider's Improvements" means all improvements installed by the Wireless Provider, including, but not limited to: all elements of the Wireless Facility, all screening elements, any landscaping plants or materials, and any other elements provided by the Wireless Provider in the approved Site License Agreement. "Wireless Services" as defined in A.R.S. §9-591(25) means any services that are provided to the public and that use licensed or unlicensed spectrum, whether at a fixed location or mobile, using wireless facilities. "Wireless Services Provider" as defined in A.R.S. §9-591(26) means a person that provides wireless services. Wireless Services Provider does not include a special taxing district. "Wireless Support Structure" as defined in A.R.S. §9-591(27): (a) Means: (i) A freestanding structure, such as a monopole. (ii) A tower, either guyed or self-supporting. (iii) A sign or billboard. (iv) Any other existing or proposed structure designed to support or capable of supporting small wireless facilities. (b) Does not include a utility pole. II. USE AREAS 2. Use Areas. Upon approval of an Antenna Site Right-of-way License Agreement ("Site License Agreement"), City grants to Wireless Provider a license to use the Use Areas as follows: 2.1 Limitations. Notwithstanding anything herein to the contrary, the Use Areas include and are limited to only certain areas that Wireless Provider is permitted to exclusively use and occupy (the "Exclusive Areas") and certain areas that Wireless Provider is permitted to use on a shared basis (the "Shared Areas"). The Use Areas are defined by the Boundary Plan. 4of39 Marana Study Session Council Meeting 10/10/2017 Page 64 of 144 2.2 Use Areas Boundary. The Use Areas is the smallest geometric shape that includes the Exclusive Areas and the Shared Areas. The Use Areas excludes other parts of the Street Parcel and all other land. Wireless Provider shall not occupy or use any other portion of the Street Parcel or adjoining lands. This Agreement does not allow any use of Wireless Provider's land outside the Street Parcel. If any portion of Wireless Provider's work, improvement or equipment is to be located on other land, then such work, improvements and equipment are prohibited unless Wireless Provider first obtains from the owner of said land (including City, if applicable) an agreement allowing such work, improvements and equipment (a "Supplemental Parcel Agreement"). 2.3 Exclusive Areas. The Exclusive Areas are limited to the following, if and as defined by the Boundary Plan: 2.3.1 The land area defined as "Enclosure" on the Boundary Plan to be used by Wireless Provider solely for the enclosure housing the electronic ground equipment shown on the Site Plan (the "Enclosure"). Such area is confined to the actual area occupied by the exterior structure and the interior of the enclosure. If the Boundary Plan does not show a clearly defined and correctly labeled "Enclosure" area, then no enclosure area is available for Wireless Provider's use under an approved Site License Agreement and any enclosure for Wireless Provider's use must be located outside the Street Parcel and authorized by a Supplemental Parcel Agreement. 2.3.2 The area on the Pole defined as "Antennas" on the Boundary Plan to be used by Wireless Provider solely for mounting the Antennas. Such area is confined to the City approved elevations and locations actually occupied by the Antennas and their supporting brackets. If the Boundary Plan does not show a clearly defined and correctly labeled "Antennas" area, then no main antennas area is available for Wireless Provider's use under this Agreement and any main antennas for Wireless Provider's use must be located outside the Street Parcel and authorized by a Supplemental Parcel Agreement. 2.4 Shared Areas. Shared Areas are limited to the following areas, if and as defined by the Boundary Plan: 2.4.1 A motor vehicle Parking space (the "Parking Space") at the "Parking Space" location described on the Boundary Plan to be used by Wireless Provider solely for parking a service vehicle to service the Communications Equipment and for ingress and egress to that Parking Space. 2.4.2 No temporary construction area is provided by these Standard Terms or an approved Site License Agreement. Wireless Provider must obtain from City a separate written document giving Wireless Provider permission to work in the Right-of-way, as described elsewhere herein. 2.4.3 An underground cable route (the "Signal Route") labeled as the "Signal Route" described on the Boundary Plan from the Enclosure to the Antenna to be used by Wireless Provider solely for underground radio frequency lines between the Enclosure and the Antenna. Notwithstanding the preceding sentence, the portion of the Signal Route upon the Pole shall not be underground but shall be within the Pole. If the Boundary Plan does not show a clearly defined and correctly labeled "Signal Route" area, then no signal route area is available for Wireless Provider's use under these Standard Terms or an approved Site License Agreement and any signal route for Wireless Provider's use must be located outside the Street Parcel and authorized by a Supplemental Parcel Agreement. 5of39 Marana Study Session Council Meeting 10/10/2017 Page 65 of 144 2.5 Power and Telephone Service. Nothing herein grants permission for any portion of the power, telephone or other service routes, if any. (Use of the public street Right-of-way or public utility easements for these purposes, if any, is governed by normal City Right-of-way rules and policies and by the franchise between the City and the electrical and telephone service providers.) 2.6 Rights in Adjacent Land. Wireless Provider's rights are expressly limited to the real property defined as the "Use Areas" in this Agreement. Without limitation, in the event any public Right-of-way or other public or private property at or adjacent to the Use Areas is owned, dedicated, abandoned or otherwise acquired, used, improved or disposed of by City, such property shall not accrue to Wireless Provider but shall be City's only. 2.7 Variation in Area. In the event the Use Areas consist of more or less than any stated area, Wireless Provider's obligations hereunder shall not be increased or diminished. 2.8 Condition of Title. Wireless Provider shall not have power to amend, modify, terminate or otherwise change the Site Documents or create new Site Documents. 2.8.1 City does not warrant its own or any other person's title to or rights to use the Use Areas or any other property. 2.8.2 Wireless Provider shall pay, indemnify, defend and hold harmless City and its agents and representatives of, from and against any and all claims, demands, damages, expenses, interest or penalties of any kind or nature whatsoever, including attorneys', arbitrators' and experts' fees and court costs that arise from or relate to Wireless Provider's non-compliance with the Site Documents. 2.9 Condition of Use Areas. The Use Areas are being made available in an "as is condition without any express or implied warranties of any kind, including without limitation any warranties or representations as to their condition or fitness for any use. 2.10 No Real Property Interest. Notwithstanding any provision hereof to the contrary, and notwithstanding any negotiation, correspondence, course of performance or dealing, or other statements or acts by or between the parties, Wireless Provider's rights herein are limited to use and occupation of the Use Areas for the Permitted Uses. Wireless Provider's rights in the Use Areas are limited to the specific rights created herein as an approved Site License Agreement. 2.11 Limited Rights in Use Areas. An approved Site License Agreement grants Wireless Provider no rights to or use of the Use Areas other than those expressly granted herein. 2.12 Reserved Right and Competing Users and Activities. Notwithstanding anything herein to the contrary, City specifically reserves to itself and excludes from an approved Site License Agreement a non-exclusive delegable right (the "Reserved Right") over the entire Use Areas for all manner of real and personal improvements and for streets, sidewalks, trails, landscaping, utilities and every other land use of every description. Without limitation: 2.12.1 Competing Users. Wireless Provider accepts the risk that City and others (the "Competing Users") may now or in the future install their facilities in the Use Areas in locations that make parts of the Right-of-way unavailable for Wireless Provider's use. 6of39 Marana Study Session Council Meeting 10/10/2017 Page 66 of 144 2.12.2 Competing Activities. Wireless Provider accepts the risk that there may now or in the future exist upon the Use Areas all manner of work and improvements upon the Use Areas (the "Competing Activities"). The Competing Activities include without limitation any and all laying construction, erection, installation, use, operation, repair, replacement, removal, relocation, raising, lowering, widening, realigning or other dealing with any or all of the following, whether above, upon or below the surface of the Use Areas and whether occasioned by existing or proposed uses of the Right-of-way or existing or proposed uses of adjoining or nearby land: 2.12.2.1 All manner of streets, alleys, sidewalks, trails, ways, traffic control devices, subways, tunnels, trains and gates of every description, and all manner of other transportation facilities and their appurtenances. 2.12.2.2 All manner of pipes, wires, cables, conduits, sewers, pumps, valves, switches, conductors, connectors, poles, supports, access points and guy wires of every description, and all manner of other utility facilities and their appurtenances. 2.12.2.3 All manner of canals, drains, bridges, viaducts, overpasses, underpasses, culverts, markings, balconies, porches, overhangs and other encroachments of every description and all manner of other facilities and their appurtenances. 2.12.2.4 All other uses of the Right-of-way that City may permit from time to time. 2.12.3 City's Rights Cumulative. All of City's Reserved Rights under various provisions of this Site License herein shall be cumulative to each other. 2.12.4 Use Priorities. These Standard Terms do not grant to Wireless Provider or establish for Wireless Provider any exclusive rights or priority in favor of Wireless Provider to use the Use Areas. Wireless Provider shall not obstruct or interfere with or prevent any Competing User from using the Use Areas. 2.12.5 Regulation. City shall have full authority to regulate use of the Use Areas and to resolve competing demands and preferences regarding use of the Use Areas and to require Wireless Provider to cooperate and participate in implementing such resolutions. Without limitation, City may take any or all of the following into account in regulating use of the Use Areas: 2.12.5.1 All timing, public, operational, financial and other factors affecting existing and future proposals, needs and plans for Competing Activities. 2.12.5.2 All other factors City may consider relevant, whether or not mentioned in this Agreement. 2.12.5.3 Differing regulatory regimes or laws applicable to claimed rights, public benefits, community needs and all other factors relating to Competing Users and Competing Activities. 2.12.6 Communications Equipment Relocation. Upon one hundred eighty (180) days' notice from City, Wireless Provider shall temporarily or permanently relocate or otherwise modify the Communications Equipment Relocation (the "Relocation Work") as follows: 7of39 Marana Study Session Council Meeting 10/10/2017 Page 67 of 144 2.12.6.1 Wireless Provider shall perform the Relocation Work at its own expense when required by City's city manager or designee. 2.12.6.2 The Relocation Work includes all work determined by City to be necessary to accommodate Competing Activities, including without limitation temporarily or permanently removing, protecting, supporting, disconnecting or relocating any portion of the Communications Equipment. 2.12.6.3 City may perform any part of the Relocation Work that has not been performed within the allotted time. Wireless Provider shall reimburse City for its actual costs in performing any Relocation Work. City has no obligation to move Wireless Provider's, City's or others' facilities. 2.12.6.4 City and not Wireless Provider shall be entitled to use any of Wireless Provider's facilities that are abandoned in place or that are not relocated on City's request. 2.12.6.5 All Relocation Work shall be subject to and comply with all other provisions of this Agreement. 2.12.7 Disruption by Competing Users. Neither City nor any agent, contractor or employee of City shall be liable to Wireless Provider, its customers or third parties for any service disruption or for any other harm caused them or the Communications Equipment due to Competing Users or Competing Activities. 2.12.8 Emergency Disruption by City. City may remove, alter, tear out, relocate or damage portions of the Communications Equipment in the case of fire, disaster, or other emergencies if City's city manager or designee deems such action to be reasonably necessary under the circumstances. In such event, neither City nor any agent, contractor or employee of City shall be liable to Wireless Provider or its customers or third parties for any harm so caused to them or the Communications Equipment. When practical, City shall consult with Wireless Provider in advance to assess the necessity of such actions and to minimize to the extent practical under the circumstances damage to and disruption of operation of the Communications Equipment. In any event, City shall inform Wireless Provider after such actions. Wireless Provider's work to repair or restore the Communications Equipment shall be Relocation Work. 2.12.9 Public Safety. If the Communications Equipment or any other Wireless Provider equipment, improvements or activities present any immediate hazard or impediment to the public, to City, to City's equipment or facilities, to other improvements or activities within or without the Use Areas, or to City's ability to safely and conveniently operate the Right-of-way or perform City's utility, public safety or other public health, safety and welfare functions, then Wireless Provider shall immediately remedy the hazard, comply with City's requests to secure the Street Parcel, and otherwise cooperate with City at no expense to City to remove any such hazard or impediment. Wireless Provider's work crews shall report the Use Areas within four (4) hours of any request by City under this paragraph (the "Safety Paragraph"). 2.13 Third Party Permission. There may be portions of the Right-of-way, such as canal crossings or other areas that for any reason have limited Right-of-way dedications or that have regulatory use restrictions imposed by a third party ("Third Party"). Areas subject to such restrictions or regulations by Third Parties are referred to as "Third Party Areas" and communications equipment may not be built without permission from the Third Party or Third 8of39 Marana Study Session Council Meeting 10/10/2017 Page 68 of 144 Parties that have property rights or regulatory authority over a specific Third Party Area. Wireless Provider's right to use any Use Areas shall be suspended, but not its obligations with respect thereto, during any period that a Third Party Permission is not in effect. III. TERM OF SITE LICENSE AGREEMENTS 3. Term of Agreement. The term of each Site License Agreement shall be as follows: 3.1 Original Term. The original term of each Site License Agreement shall be for a period of ten (10)years commencing on the effective date stated herein. 3.2 Extensions. The term of each Site License Agreement may be extended as follows: 3.2.1 The term of each Site License Agreement may be extended for one (1) additional ten (10) year period subject to consent by City and Wireless Provider, which either may withhold in its sole and absolute discretion. 3.2.2 Both City and Wireless Provider shall be deemed to have elected to extend unless City or Wireless Provider, respectively, gives notice to the contrary to the other at least ninety (90) days prior to the end of the original term or the current extension. 3.2.3 The second term shall begin ten (10) years plus one (1) day after the initial effective date. 3.3 Holdin Over. In any circumstance whereby Wireless Provider would remain in possession or occupancy of the Use Areas after the expiration of this Site License Agreement, (as extended, if applicable),such holding over shall not be deemed to operate as a renewal or extension of this Site License Agreement, but shall only create a use right from month to month that may be terminated at any time by City upon thirty (30) days' notice to Wireless Provider, or by Wireless Provider upon sixty (60) days' notice to City. 3.4 City's Right to Cancel. Notwithstanding anything contained herein to the contrary, City shall have the unconditional right, with or without cause, to terminate any Site License Agreement for any reason whatsoever or for no reason upon one hundred eighty (180) days' notice given at any time after the first one hundred eighty days (180) days. 3.5 Wireless Provider's Right to Cancel. Wireless Provider shall have the unilateral right to terminate any Site License Agreement without cause upon thirty (30) days' written notice. Wireless Provider has no right to terminate any time after an event of default by Wireless Provider has occurred (or an event has occurred that would become a default after passage of time or giving of notice). IV. WIRELESS PROVIDER'S PAYMENTS 4. Wireless Provider's Payments. Wireless Provider shall make payments to City as follows: 4.1 Use Fee Items. Wireless Provider shall pay to City each of the following separate and cumulative amounts (collectively the "Use Fee"): 4.1.1 An annual amount (the "Base Use Fee"). 9of39 Marana Study Session Council Meeting 10/10/2017 Page 69 of 144 4.1.2 An amount (the "Ordinary Permit Use Fee") based on Wireless Provider's permit review and other costs as set out below. 4.1.3 An amount (the "Violation Use Fee") based on certain breaches by Wireless Provider of this Agreement as set out below. 4.1.4 All other amounts required by this Agreement. 4.2 Base Use Fee Amount. The amount of Base Use Fee Wireless Provider shall pay to City for each year of this Agreement shall be the total of all applicable fee line items for wireless communications facilities (including without limitation "antenna base fee" and "ground equipment fee", as applicable) as set out in the then current fee schedule as it may be amended from time to time by City's city council. 4.3 Ordinary Permit Use Fee Amount. The amount of the Ordinary Permit Use Fee shall be the total amount of all applicable ordinary fees payable to City for City's review of plans, issuance of permits, and inspection of Wireless Provider's work upon the Use Areas (including, without limitation, encroachment permits) as set out in the then current fee schedule as it may be amended from time to time by City's city council. The Permit Use Fee for Small Wireless Facilities as defined in A.R.S. § 9-591(19) shall be Seven Hundred Fifty Dollars ($750) and the Permit Use Fee for wireless sites under A.R.S. § 9-594 shall be One Thousand Dollars ($1,000). 4.4 Adjustments. Violation Use Fee (Fee) and other fixed dollar amounts stated herein shall be automatically adjusted upward on each annual anniversary of this Agreement. The adjustment shall be made on the basis of changes in the United States Consumer Price Index for all Urban Consumers (CPI-U), U.S. City Average, all items, published by the United States Bureau of Labor Statistics (the "Cost of Living Index"). Any delayed adjustment shall be effective retroactively. Insurance coverages shall be adjusted only once every five (5) years and shall be rounded up to the nearest million dollars. 4.5 Use Fee Cumulative. All items of Use Fee shall be cumulative and separate from each other. 4.6 Use Fee Schedule. Except as specifically provided elsewhere for Violation Use Fee, Wireless Provider shall pay all Use Fee on the following schedule: 4.6.1 Wireless Provider shall pay Base Use Fee and Ordinary Permit Use Fee at the times and in the amounts specified by City's normal processes for Base Use Fee and Ordinary Permit Use Fee. 4.6.2 All other Use Fee shall be payable quarterly in arrears on the last day of the first month of the next calendar quarter. For example, the Violation Use Fee for the first calendar quarter of a year, if any, shall be payable on or before April 30. 4.7 Letter of Credit. The Initial Letter of Credit amount shall be based upon the Wireless Provider's good faith projection of the number of sites to be constructed within the City of Chandler during the current calendar year. The Initial Letter of Credit shall be received by the City before any construction and encroachment permits are issued as follows: 10 of 39 Marana Study Session Council Meeting 10/10/2017 Page 70 of 144 4.7.1 The amount of the letter of credit shall be as follows: Thirty Thousand Dollars ($30,000.00) for up to ten (10) wireless sites; Sixty Thousand Dollars ($60,000) for eleven (11) to twenty (20) wireless sites; One Hundred Five Thousand Dollars ($105,000) for twenty one (21) to thirty five (35) wireless sites; One Hundred Eighty Thousand Dollars ($180,000) for thirty six (36) to sixty (60) wireless sites; Three Hundred Thousand Dollars ($300,000) for sixty one (61) to one hundred (100) wireless sites; Four Hundred Fifty Thousand Dollars ($450,000) for one hundred one (101) to one hundred fifty (150) wireless sites; Six Hundred Seventy Five Thousand Dollars ($675,000) for one hundred fifty one (151) to two hundred twenty five (225) wireless sites; One Million Fifty Thousand Dollars ($1,050,000) for two hundred twenty six (226) to three hundred fifty (350) wireless sites; One Million Five Hundred Thousand Dollars ($1,500,000) for three hundred fifty one (351) to five hundred (500) wireless sites; Two Million Two Hundred Fifty Thousand Dollars ($2,250,000) for five hundred one (501) to seven hundred fifty (750) wireless sites; and Three Million Dollars ($3,000,000) for seven hundred fifty one (751) to one thousand (1,000) wireless sites. If the number of Wireless Provider's wireless sites is more than one thousand (1,000), the Three Million Dollar ($3,000,000) letter of credit shall remain in effect and the letter of credit for the wireless sites in excess of one thousand sites shall be calculated using the schedule provided in this subsection. 4.7.1.1 The City will determine at least once annually if the number of Wireless Provider's wireless sites that are licensed require that the letter of credit be upgraded to a higher amount. If City requires a new letter of credit, it shall provide formal notice in writing to the Wireless Provider. The Wireless Provider must provide the new letter of credit within 45 days of receiving written notice. 4.7.1 The letter of credit is a security deposit for Wireless Provider's performance of all of its obligations under these Standard Terms within the City of Chandler. 4.7.2 The letter of credit shall meet the requirements listed on Attachment "C" attached hereto. 4.7.3 Wireless Provider shall provide and maintain the letter of credit during the entire term of each Site License Agreement as follows: 4.7.3.1 Wireless Provider shall cause the original letter of credit to be delivered to City's regulatory affairs manager. 4.7.3.2 Wireless Provider shall pay all costs associated with the letter of credit, regardless of the reason or manner such costs are required. 4.7.3.3 Within ten (10) business days after City gives Wireless Provider notice that City has drawn on the letter of credit, Wireless Provider shall cause the letter of credit to be replenished to its prior amount. 4.7.4 City may draw on the letter of credit upon any Event of Default, and in the following circumstances whether or not they are an Event of Default: 4.7.4.1 Wireless Provider fails to cause the letter of credit to be renewed, extended, increased in amount or otherwise maintained as required by these Standard Terms. 11 of 39 Marana Study Session Council Meeting 10/10/2017 Page 71 of 144 4.7.4.2 Wireless Provider fails to make monetary payments as required by these Standard Terms. 4.7.4.3 The issuer of the letter of credit fails to immediately honor a draft on the letter of credit or otherwise repudiates or fails to honor the letter of credit. 4.7.5 City shall also have such additional rights regarding the letter of credit as may be provided elsewhere in this Agreement. 4.8 Late Fees. Use Fee is deemed paid only when City actually receives good cash payment. Should any Use Fee not be paid on or before the date due, a late fee shall be added to the amount due in the amount of the greater of ten percent (10%) of the amount due, or One Hundred Dollars ($100). Furthermore, any Use Fee that is not timely paid shall accrue simple interest at the rate of one and one-half percent (1 1/2 %) per month from the date the amount first came due until paid. Wireless Provider expressly agrees that the foregoing represent fair and reasonable estimates by City and Wireless Provider of City's costs (such as accounting, administrative, legal and processing costs, etc.) in the event of a delay in payment of Use Fee. City shall have the right to allocate payments received from Wireless Provider among Wireless Provider's obligations. 4.9 Use Fee Amounts Cumulative. All amounts payable by Wireless Provider hereunder or under any tax, assessment or other existing or future ordinance, law or other contract or obligations to the City of Chandler or the State of Arizona shall be cumulative and payable in addition to each other payment required hereunder, and such amounts shall not be credited toward, substituted for, or setoff against each other in any manner. V. USE RESTRICTIONS 5. Use Restrictions. Wireless Provider's use and occupation of the Use Areas shall in all respects conform to all and each of the following cumulative provisions: 5.1 Permitted Uses. Wireless Provider shall use the Use Areas solely for the Permitted Uses and shall conduct no other activity at or from the Use Areas. 5.2 Enclosure Use. Wireless Provider shall use the Enclosure solely for locating utility cabinets and housing the Communications Equipment used for the Antennas. 5.3 Small Wireless Facility. Wireless Provider may install a Small Wireless Facility, as defined in A.R.S. 9-591(19), to be limited to: 5.3.1 All antennas, including the antenna's exposed elements, are located inside an enclosure of not more than six (6) cubic feet in volume, and 5.3.2 All other wireless equipment associated with the facility is cumulatively not more than twenty-eight (28) cubic feet in volume. 5.3.3. The following ancillary equipment is not included in the equipment volume: electric meter, concealment elements, telecom demarcation box, grounding equipment, power transfer switch, cutoff switch, and vertical cable runs. 12 of 39 Marana Study Session Council Meeting 10/10/2017 Page 72 of 144 5.4 Communications Operations Restriction. Wireless Provider shall not install, operate, or allow the use of equipment, methodology or technology that interferes or is likely to interfere with the optimum effective use or operation of City's existing or future fire, emergency or other communications equipment, methodology or technology (i.e., voice or other data carrying, receiving or transmitting equipment). If such interference should occur, Wireless Provider shall immediately discontinue using the equipment, methodology or technology that causes the interference until Wireless Provider takes corrective measures to alter the Communications Equipment to eliminate such interference. Any such corrective measures shall be made at no cost to City. Wireless Provider shall give to City notice containing a list of the radio frequencies Wireless Provider is using at the Use Areas and shall give notice to City of any change in frequencies. 5.5 Other Equipment. Wireless Provider shall not disturb or otherwise interfere with any other antennas or other equipment City may have already installed or may yet install upon the Street Parcel. 5.6 Signs. All signage is prohibited except in compliance with the following requirements: 5.6.1 Wireless Provider shall install and thereafter maintain the following signs and other markings as reasonably determined by City from time to time: 5.6.1.1 All signs and markings required for safe use of the Use Areas by City, Wireless Provider and other persons who may be at the Use Areas at any time for any reason. 5.6.1.2 Any signage City may request directing parking, deliveries and other vehicles and other users to comply with this Agreement. 5.6.1.3 Warning signs listing only Wireless Provider's name, permanent business address, telephone number, emergency telephone number, and any information required by law. 5.6.2 All signage not expressly allowed by these Standard Terms is prohibited. 5.6.3 The location, size, content and style of each sign shall be subject to the provisions of the applicable sign ordinance and shall comply with City's sign programs as the same may change from time to time. Wireless Provider shall update signs as required to comply with changes in the applicable sign ordinance and City's sign programs. 5.6.4 Wireless Provider shall design, make, install and maintain all signage in a first class, professional manner without broken panels, faded or peeling paint or other damage. 5.6.5 Wireless Provider shall bear all costs pertaining to the erection, installation, operation, maintenance, replacement and removal of all signs including, but not limited to, the application for and obtaining of any required building or other permits regardless of the reason for any such activity, even if such activity is required by City pursuant to these Standard Terms. 5.6.6 The requirements of this paragraph apply to all signs, designs, monuments, decals, graphics, posters, banners, markings, and other manner of signage. 13 of 39 Marana Study Session Council Meeting 10/10/2017 Page 73 of 144 5.7 Wireless Provider's Lighting. Except for security lighting operated with City's approval from time to time, Wireless Provider shall not operate outdoor lights at the Use Areas. 5.8 Noise. Except during construction permitted under this Agreement and for burglar alarms and other safety devices, outdoor loud speakers, sirens or other devices for making noise are prohibited. All equipment shall be operated so that sound coming therefrom does not exceed the ambient noise level at the boundary of the Street Parcel and cannot be heard at the closer of i) the exterior boundary of the Street Parcel or ii) two hundred feet (200') outside the boundary of the Street Parcel. The preceding sentence does not apply to use of normal, properly maintained construction equipment used as permitted by an approved Site License Agreement, to infrequent use of equipment that is as quiet or quieter than a typical well maintained gasoline powered passenger automobile, to use of an air conditioning unit that is no noisier than a typical well maintained residential air conditioning unit. 5.9 Limited Access. It is Wireless Provider's and not City's responsibility to keep unauthorized persons from accessing the Communications Equipment and the Exclusive Areas. 5.10 Standards of Service. Wireless Provider shall operate the Use Areas in a first-class manner, and shall keep the Use Areas attractively maintained, orderly, clean, neat and tidy at all times. Wireless Provider shall not allow any person or persons in or about the Use Areas related to Wireless Provider's operations who shall fail to be clean, courteous, efficient and neat in appearance. 5.11 Wireless Provider's Agent. Wireless Provider shall at all times retain on call available to City by telephone an active, qualified, competent and experienced person to supervise all activities upon the Use Areas and operation of the Communications Equipment and who shall be authorized to represent and act for Wireless Provider in matters pertaining to all emergencies and the day-to-day operation of the Right-of-way and all other matters affecting approved Site License Agreement. Wireless Provider shall also provide notice to City of the name, street address, electronic mail address, and regular and after hours telephone number of a person to handle Wireless Provider's affairs and emergencies at the Right-of-way. Any change shall be given in writing to City's Regulatory Affairs Manager in the manner stated for notices required herein. 5.12 Coordination Meetings. Wireless Provider shall meet with City and other Right-of- way users from time to time as requested by City to coordinate and plan construction on the Use Areas and all matters affected by these Standard Terms. Without limitation, Wireless Provider shall attend City's scheduled utility planning meetings. 5.13 Toxic Substances. Wireless Provider's activities upon or about the Use Areas shall be subject to the following regarding any hazardous or toxic substances, waste or materials or any substance now or hereafter subject to regulation under the Comprehensive Environmental Response Compensation and Liability Act, 42 U.S.C. §§ 9601, et seg., the Arizona Hazardous Waste Management Act, A.R.S. §§49-901, et seg., the Resource Conservation and Recovery Act, 42 U.S.C. §§ 6901, et seg., the Toxic Substances Control Act, 15 U.S.C. §§ 2601, et seq., or any other federal, state, county, or local law pertaining to hazardous substances, waste or toxic substances and their reporting requirements (collectively"Toxic Substances"): 5.13.1 Wireless Provider understands the hazards presented to persons, property and the environment by dealing with Toxic Substances. City has made no warranties as to whether the Use Areas contain actual or presumed asbestos or other Toxic Substances. 14 of 39 Marana Study Session Council Meeting 10/10/2017 Page 74 of 144 5.13.2 Within twenty-four (24) hours after discovery by Wireless Provider of any Toxic Substances, Wireless Provider shall report such Toxic Substances to City in writing. Within fourteen (14) days thereafter, Wireless Provider shall provide City with a written report of the nature and extent of such toxic substances found by Wireless Provider. 5.13.3 Disturbance of Toxic Substances. Prior to undertaking any construction or other significant work, Wireless Provider shall cause the Use Areas to be inspected to prevent disturbance of potential asbestos or other Toxic Substances. Prior to any work of any description that bears a material risk of disturbing potential asbestos or other Toxic Substances, Wireless Provider shall cause the contractor or other person performing such work to give to City notice by the method described in these Standard Terms to the effect that the person will inspect for Toxic Substances, will not disturb Toxic Substances, and will indemnify, defend and hold City harmless against any disturbance in Toxic Substances in the course of the contractor's or other person's work. Wireless Provider shall cause any on-site or off-site storage, inspection, treatment, transportation, disposal, handling, or other work involving Toxic Substances by Wireless Provider in connection with the Use Areas to be performed by persons, equipment, facilities and other resources who are at all times properly and lawfully trained, authorized, licensed, permitted and otherwise qualified to perform such services. Wireless Provider shall promptly deliver to City copies of all reports or other information regarding Toxic Substances. 5.14 Required Operation. During the entire term of each Site License Agreement and any renewals or extensions, Wireless Provider shall actively and continuously operate the Communications Equipment twenty-four (24) hours a day, seven (7) days a week, for the Permitted Uses. Notwithstanding anything contained in this paragraph to the contrary, the operation requirements of this paragraph shall be effective commencing on the earlier of completion of the Project or the Completion Deadline and shall continue through the date the Site License Agreement terminates or expires for any reason. In the event of relocation of the Communications Equipment or damage to the Use Areas severe enough that the Communications Equipment cannot reasonably be operated during repairs, the operation requirements of this paragraph shall be suspended during the time specified by these Standard Terms for accomplishing repair of such damage to relocation of the Communications Equipment. Wireless Provider may temporarily cease operating the Communications Equipment for short periods necessary to test, repair, service or upgrade the Communications Equipment. 5.15 Actions by Others. Wireless Provider shall be responsible to ensure compliance with these Standard Terms by all persons using the Right-of-way through or under Wireless Provider or these Standard Terms. VI. WIRELESS PROVIDER'S IMPROVEMENTS GENERALLY 6. Wireless Provider's Improvements Generally. All of Wireless Provider's improvements and other construction work whether or not specifically described herein upon or related to the Use Areas (collectively"Wireless Provider's Improvements") shall comply with the following: 6.1 Wireless Provider's Improvements. Wireless Provider's Improvements include without limitation, all modification, replacement, repairs, installation, construction, grading, structural, utility, lighting, plumbing, sewer or other alterations, parking or traffic alterations, removal, demolition or other cumulatively significant construction or similar work of any description and all installation or alteration of the Communications Equipment. 15 of 39 Marana Study Session Council Meeting 10/10/2017 Page 75 of 144 6.2 Zoning and Similar Approval Process. The zoning processes, building permit processes, Right-of-way management policies and similar regulatory requirements that apply to Wireless Provider's Improvements are completely separate from the plans approval processes set forth in these Standard Terms. Wireless Provider's satisfaction of any requirement set forth these Standard Terms does not substitute for compliance with any regulatory requirement. Wireless Provider's satisfaction of any regulatory requirement does not substitute for compliance with any requirement of these standard terms. Wireless Provider must make all submittals and communications regarding the requirements of these Standard Terms through City's Regulatory Affairs Manager and not through planning, zoning, building safety or other staff. Wireless Provider shall be responsible to directly obtain all necessary permits and approvals from any and all governmental or other entities having standing or jurisdiction over the Use Areas. Wireless Provider bears sole responsibility to comply with all stipulations and conditions that are required in order to secure such rezoning and other approvals. Notwithstanding anything in this paragraph, to the extent regulatory requirements and requirements of these Standard Terms are identical, compliance with regulatory requirements shall constitute compliance with these Standard Terms and vice versa. 6.2.1 Batching Sites for Approval. Only sites that do not have a new or a replacement pole required for the antennas, and do not have any underground cables, conduit, and foundations, are eligible for batch processing of the applications. 6.3 Relationship of Plans Approval to Regulatory Processes. Wireless Provider's submission of plans under these Standard Terms, City's approval of plans for purposes of these Standard Terms, and the plans approval process herein shall be separate and independent of all development, zoning, design review and other regulatory or similar plans submittal and approval processes, all of which shall continue to apply as provided under state law, in addition to the requirements of these Standard Terms and its approvals. BUILDING PERMITS, ZONING CLEARANCES, OR ANY OTHER GOVERNMENTAL REVIEWS OR ACTIONS DO NOT CONSTITUTE APPROVAL OF ANY PLANS FOR PURPOSES OF THIS AGREEMENT. 6.4 City's Fixtures and Personalty. Wireless Provider shall not remove, alter or damage in any way any improvements or any personal property of City upon the Use Areas without City's prior written approval. In all cases, Wireless Provider will repair any damage or other alteration to City's property caused by Wireless Provider or its contractors, employees or agents to as good or better condition than existed before the damage or alteration. 6.5 Design Requirements. All Wireless Provider's Improvements shall comply with the following design requirements: 6.5.1 All Wireless Provider's Improvements shall be contained entirely within the Use Areas and without any encroachment or dependence upon any other property, except for permitted utility service. 6.5.2 Any changes to utility facilities shall be strictly limited to the Use Areas, shall not affect utilities used by City, and shall be undertaken by Wireless Provider at its sole cost and expense. 6.5.3 The Antennas and other Communications Equipment shall be properly designed, installed and maintained so as not to create a risk of damage to the Pole, to persons or property upon or using the Street Parcel or City's other property. 16 of 39 Marana Study Session Council Meeting 10/10/2017 Page 76 of 144 6.5.4 To the extent requested by City, Wireless Provider's plans shall include a description of construction methods employed to address environmental issues affecting or affected by the Use Areas and protect other facilities at the Street Parcel and surrounding properties. 6.5.5 All specifications set forth in the City of Chandler Design Standards for Small Wireless Facilities in the Right-of-Way, (Attachment A). 6.6 Approval Required. Wireless Provider shall not construct any Wireless Provider's Improvements (including work on adjacent public lands, if applicable) without having first received written plans approval from City. Such consent requirement shall apply to all improvements, furnishings, equipment, fixtures, paint, wall treatments, utilities of every description, communications cabling and other construction work of any description as described in all plans heretofore or hereafter delivered by Wireless Provider to City. Such consent requirement does not apply to work to the Communications Equipment confined completely inside the Enclosure and not visible, audible, or otherwise discernible outside the Enclosure. 6.7 Effect of Plans Approval. Wireless Provider shall submit engineering and construction plans to the City for review and approval. City's approval of plans submitted shall be for purposes of these Standard Terms only and shall constitute irrevocable approval (but only at the level of detail of the applicable stage of the review process) of the matters plainly shown on the plans approved. City shall not reject subsequent plans to the extent the matter to which City objects was plainly shown on plans previously approved by City. However, City is not precluded from objecting to matters not previously approved, changes to plans, matters not previously clearly disclosed on approved plans, or refinements or implementation of matters previously approved. 6.8 Plans Required. Wireless Provider's design of all Wireless Provider's Improvements shall occur in three stages culminating in final working construction documents for the Wireless Provider's Improvements (the "Final Plans"). The three stages are, in order of submission and in increasing order of detail, as follows: 6.8.1 Conceptual plans showing the general layout, locations, elevations, configuration, and capacities of all significant improvements, topographical features, pedestrian and vehicular ways, buildings, utilities, and other features significantly affecting the appearance, design, function or operation of each element of Wireless Provider's Improvements. 6.8.2 Preliminary plans showing all surface finishes and treatments, finished elevations, general internal and external design (including without limitation colors, textures and materials), mechanical, communications, electrical, plumbing and other utility systems, building materials, landscaping and all other elements necessary prior to preparation of final working construction documents and showing compliance with all requirements of these Standard Terms. The preliminary plans shall show all detail necessary prior to preparation of Final Plans. 6.8.3 Final Plans. In addition to the information that City required for Preliminary plans, the Final Plans shall include a title report for the Use Area and the Shared Use Area, engineering design documents for the pole foundation, pole structural design, and other generally required engineering specifications for construction drawings or"CD" plans for permits. 6.9 Approval Process. The following procedure shall govern Wireless Provider's submission to City of all plans for Wireless Provider's Improvements, including any proposed changes by Wireless Provider to previously approved plans: 17 of 39 Marana Study Session Council Meeting 10/10/2017 Page 77 of 144 6.9.1 All plans Wireless Provider submits under these Standard Terms shall show design, appearance, capacity, views, and other information reasonably deemed necessary by City for a complete understanding of the work proposed, all in detail reasonably deemed appropriate by City for the level of plans required herein. 6.9.2 Wireless Provider shall deliver all plans submissions for non-regulatory approvals required herein directly to City's Regulatory Affairs Manager and shall clearly label the submissions to indicate that they are submitted pursuant to the Standard Terms and not for building permits, zoning or other approvals. Each submittal of plans by Wireless Provider for City's review shall include five (5) complete sets of the plans on paper and, if requested, two (2) copies of the plans in electronic form. 6.9.3 All construction plans shall be prepared by qualified registered professional engineers. 6.9.4 City and Wireless Provider shall endeavor to resolve design and construction issues to their mutual satisfaction but, in the event of an impasse for any reason or however arising, in light of City's ownership and other uses of the Use Areas, and as a condition of City's entering into a Site License Agreement, final decision authority regarding all design and construction issues shall rest with City. 6.9.5 All Wireless Provider's Improvements shall comply with all requirements of law, any applicable insurance contracts and these Standard Terms. 6.10 Cost of Wireless Provider Improvements. All Wireless Provider's Improvements shall be designed and constructed by Wireless Provider at Wireless Provider's sole cost and expense, including without limitation any alteration or other change to City's equipment or other improvements or personalty that may occur. In no event shall City be obligated to compensate Wireless Provider in any manner for any of Wireless Provider's Improvements or other work provided by Wireless Provider during or related to the term of any approved Site License Agreement. Wireless Provider shall timely pay for all labor, materials, work, and all professional and other services related thereto and shall pay, protect, indemnify, defend and hold harmless City and City's employees, officers, contractors and agents against all claims related to such items. Wireless Provider shall bear the cost of all work required from time to time to cause the Use Areas and City's adjoining property (if directly affected by Wireless Provider's work) to comply with local zoning rules, the Americans with Disabilities Act, building codes and all similar rules, regulations and other laws if such work is required because of work performed by Wireless Provider, by Wireless Provider's use of the Use Areas, or by any exercise of the rights granted to Wireless Provider under this Site License Agreement. 6.11 Improvement Quality. Any and all work performed on the Use Areas by Wireless Provider shall be performed in a workman-like manner meeting or exceeding the best practices of similar facilities in Maricopa County, Arizona, and shall be diligently pursued to completion and in conformance with all building codes and similar rules. All of Wireless Provider's Improvements shall be high quality, safe, fire resistant, modern in design, and attractive in appearance, all as approved by City through the plans approval processes described in these Standard Terms in addition to any zoning, building code or other regulatory processes that may apply. 6.12 Ownership of Wireless Provider's Improvements. All Wireless Provider's Improvements (including without limitation poles and lights) except the Communications Equipment shall be and become part of the real property of City "brick by brick" as constructed or installed. 18 of 39 Marana Study Session Council Meeting 10/10/2017 Page 78 of 144 6.13 Damage During Work. Upon performing any work upon the Right-of-way, Wireless Provider shall simultaneously restore the Right-of-way to its prior condition, as directed by City and repair any holes, mounting surfaces or other damage whatsoever to the Right-of-way. Such work shall include revegetation and appropriate irrigation systems for revegetated areas. 6.14 Replacement Pole. If City approves a Wireless Provider proposal to install Antennas on a City owned pole, then in addition to the other requirements, the following shall apply: 6.14.1 Wireless Provider shall provide and deliver to City a replacement pole, including mast arm, so that a replacement is immediately available to City in case the original pole is damaged. 6.14.2 If City uses a replacement pole, then Wireless Provider shall provide another replacement pole. 6.14.3 Upon installation of a replacement pole, the City will determine if the original pole, mast arm(s), signal head(s), and light fixture(s) shall be delivered by Wireless Provider to the City's Streets &Transportation Yard or if the Wireless Provider shall dispose of the original pole, mast arm, signal head and light fixture. 6.14.4 All performance under this paragraph shall be at Wireless Provider's expense. City owns the original pole and all replacement poles. 6.15 Coordination with Encroachment Permit. The Street Parcel is located in City's public street Right-of-way. An approved Site License Agreement serves as an encroachment permit under Chapter 46 of the Chandler City Code to the extent of allowing Wireless Provider's Improvements to exist upon the Street Parcel. Wireless Provider shall obtain additional encroachment permits at Wireless Provider's expense as follows: 6.15.1 Wireless Provider shall perform no construction work in the Right-of-way without obtaining from City a permit giving permission to work in the Right-of-way. 6.15.2 Wireless Provider shall not alter or modify its antennas, wireless equipment or any improvements without submitting plans or drawings of the proposed alteration or modification to City and obtaining approval from City's Regulatory Affairs Manager. 6.15.3 Wireless Provider shall not perform any work on its own antennas or wireless equipment without first obtaining from City an encroachment permit giving it permission to work in the Right-of-way. 6.15.4 Wireless Provider shall not in any way obstruct pedestrian or vehicular traffic within the Right-of-way without first obtaining from City a permit giving permission to obstruct traffic. 6.16 Time for Completion. Wireless Provider shall diligently and expeditiously pursue to completion the construction of all approved Wireless Provider's Improvements. Wireless Provider shall complete initial construction of the Project no later than the Completion Deadline. Wireless Provider shall complete construction of all of other Wireless Provider's Improvements no later than one hundred eighty days (180) of permit issuance unless City and Wireless Provider agree to extend this period or a delay is caused by a lack of commercial power at the site. If City, in its sole 19 of 39 Marana Study Session Council Meeting 10/10/2017 Page 79 of 144 examination of the construction activity at a site, determines that Wireless Provider has not substantially performed construction at a site within one hundred eighty days (180) of the permit issuance date, City may require the Wireless Provider to cease construction and resubmit the site for approval. 6.17 Construction Notification. City may establish requirements for notification of nearby residents and property owners prior to construction. 6.18 Work Time and Manner Restrictions. All installation, construction, maintenance, inspection, repair and other work of any kind shall be done in a manner that does not disrupt traffic (except in compliance with appropriate permits) or nearby land uses. Without limitation, such work shall be done in compliance with applicable City policies and directions from time to time, taking into account the various sensitivities of traffic, tourism, events, adjoining land uses, other Right-of- way uses, and all other needs and concerns that are likely to be affected by Wireless Provider's work. VI 1. RF SAFETY FOR CITY'S EMPLOYEES 7. As City's employees, agents, and representatives must have uninterrupted and safe access to the ROW and all structures located thereon, Wireless Provider must comply with at least one of the following safety protocols: 7.1 Participate in a City RF Safety Program (the "City's Safety Program"), enrollment in which shall include: 7.1.1 A one-time contribution to the City of two (2) RF Personal Monitors, as specified below, for monitoring radio frequency emissions from Wireless Provider Facilities during the repair and maintenance of City's Facilities and ROW. The RF Personal Monitors shall be delivered to the City's Regulatory Affairs Manager within 60 days of the issuance date of the first permit for a Small Wireless Facility issued to the Wireless Provider. 7.1.1.1 The RF Personal Monitor shall be a new manufactured with full original manufacturer's warranty NARDA (2271/101) — Nardalert S3 Personal & Area Monitor or equivalent device that is approved by the City. 7.1.1.2 The Wireless Provider shall provide for each Nardalert S3 Personal & Area Monitor, a protective silicon or rubberized cover, and a case to store and carry the device. 7.1.2 An annual contribution of two thousand five hundred dollars ($2,500.00) for third-party training of City employees who will work on poles that have a Wireless Facility and for the ongoing operation — including the annual recertification training of City employees, test set calibration, and test set maintenance and repair— of the City's Safety Program ("Annual Contribution"). 7.1.2.1 The first annual contribution, payable to the City of Chandler, shall be delivered or transferred as directed by the City's Regulatory Affairs Manager within 60 days of the issuance date of the first permit for a Small Wireless Facility issued to the Wireless Provider. 20 of 39 Marana Study Session Council Meeting 10/10/2017 Page 80 of 144 7.1.2.2 Each annual contribution thereafter shall be made payable to the City of Chandler as directed by the City's Regulatory Affairs Manager on or before the anniversary date of the issuance date of the first permit for a Small Wireless Facility issued to the Wireless Provider. 7.1.3 On each five (5) year interval of the issuance date of the first permit to install a Small Wireless Facility in the City, the Wireless Provider shall provide the City with one (1) additional RF Personal Monitor that meets or exceeds the requirement in Sections 7.1.1.1 and 7.1.1.2 that the City must approve prior to purchase. 7.1.4 Prior to performing any work on a wireless site in the ROW, the City's employee will contact the Network Operations Center (the NOC") whose information shall be located on the ground equipment or on the pole. The City's employee shall identify himself or herself as an employee of City and needs the RF to be turned off at the site for a specified period to perform maintenance or repair work at the site. Upon completion of the work, the City's employee shall contact the NOC and inform them that the site may activate the RF signals. 7.2 Provide access to a "kill switch" for each wireless site that the City's employees, agents, or representatives can use to turn off all power to the Wireless Provider's Facilities while City's work is performed at the location. 7.3 Within 24 hours of a request, agree to send a technician with an RF monitor to confirm that all RF emitting equipment has, in fact, been deactivated, and to install all appropriate lockout tags and devices. VIII. MAINTENANCE AND UTILITIES 8. Maintenance and Utilities. Except as expressly provided below, Wireless Provider shall be solely responsible for all maintenance, repair and utilities for the Use Areas during the term of an approved Site License Agreement. Without limitation, Wireless Provider shall perform the following: 8.1 Maintenance by City. City has no maintenance or repair obligations for the Communications Equipment or other Wireless Provider's Improvements. 8.2 Maintenance by Wireless Provider. Wireless Provider shall at all times repair and maintain the Use Areas at Wireless Provider's sole expense in a first-class, sound, clean, safe and attractive manner, meeting or exceeding the manner of maintenance at first class comparable facilities in Maricopa County, Arizona, as determined in City's reasonable discretion. The preceding sentence does not require Wireless Provider to repair or maintain City's facilities at the License Area unless such work is attributable in whole or in part to Wireless Provider's use of the Use Areas. 8.3 Utility Service. Wireless Provider shall contract for and pay all charges, fees, deposits and other amounts for electricity and telephone and other data communication service to the Use Areas at the rates applicable thereto. Wireless Provider shall use no other utilities at the Use Areas. 8.4 Utility Interruptions. City is not responsible for any interruption of utilities to or upon the Use Areas or other difficulties related to utilities at the Use Areas. 21 of 39 Marana Study Session Council Meeting 10/10/2017 Page 81 of 144 8.5 Right of Inspection. City shall be entitled to inspect all construction, reconstruction or installation work and to make such tests as it deems necessary to ensure compliance with the terms herein, the Street Code, or other Telecommunications Laws. All City plans reviews, inspections, standards and other rights and actions with relation to Wireless Provider's Improvements are for City's sole and exclusive benefit and neither Wireless Provider nor any other person shall rely thereon or have any rights related thereto. The preceding sentence does not prevent Wireless Provider from relying on consents, permits or approvals City may grant based on City's plans, reviews, and inspections. This right of access is in addition to access rights for City inspectors or other employees and officers acting within their legal authority. 8.6 Construction Notification. City may establish requirements for Wireless Provider to notify nearby residents prior to construction. 8.7 Blue Stake. Wireless Provider shall register with and comply with the local Blue Stake program. IX. BREACH BY WIRELESS PROVIDER 9. Breach by Wireless Provider. Wireless Provider shall comply with, perform and do each obligation required of Wireless Provider herein and shall cause all persons using the Use Areas through or under Wireless Provider or these Standard Terms to do the same. Wireless Provider's failure to do so shall be a material breach by Wireless Provider of these Standard Terms. 9.1 Events of Default. All Site Licenses are approved upon the condition that each and every one of the following events herein shall be deemed an "Event of Default" by Wireless Provider of Wireless Provider's material obligations under these Standard Terms: 9.1.1 If Wireless Provider shall be in arrears in the payment of Use Fee and shall not cure such arrearage within ten (10) days after City has notified Wireless Provider of such arrearage. 9.1.2 If Wireless Provider shall fail to operate the Communications Equipment (except during specific periods expressly excused herein)for a period of three (3) consecutive days or a total of five (5) days within any twelve (12) month period. 9.1.3 If Wireless Provider shall fail to maintain any insurance required under these Standard Terms. Notwithstanding the preceding sentence, such failure shall not be a default if within five (5) business days after notice from City, Wireless Provider provides to City the required insurance and the required evidence thereof. Such insurance must cover the past for a period adequate that there is no gap in the insurance coverage required by these Standard Terms. 9.1.4 If a Pole Right-of-way Agreement, Pole Antenna Agreement or Supplemental Parcel Agreement shall expire or be terminated for any reason. 9.1.5 If Wireless Provider does not commence and diligently pursue to completion each required stage of construction of the site within the times required herein. The times specified for concluding each stage of required construction have been established far enough in advance, and have taken into account the likelihood of construction delays, so that no cure period is provided. 22 of 39 Marana Study Session Council Meeting 10/10/2017 Page 82 of 144 9.1.6 If Wireless Provider shall be the subject of a voluntary or involuntary bankruptcy, receivership, insolvency or similar proceeding or if any assignment of any of Wireless Provider's or such other person's property shall be made for the benefit of creditors or if Wireless Provider or such other person dies or is not regularly paying its debts as they come due (collectively a "Wireless Provider Insolvency"). 9.1.7 If the issuer of any letter of credit shall fail for any reason to timely and fully honor any request by City for funds or other performance under the instrument and Wireless Provider fails to cause the issuer to or some other person to honor the request within ten (10) days after City notifies Wireless Provider that such request has not been honored. 9.1.8 If Wireless Provider shall fail to obtain or maintain any licenses, permits, or other governmental approvals pertaining to the Right-of-way or timely pay any taxes pertaining to the Right-of-way and shall not cure such failure within thirty (30) days. 9.1.9 If City shall be exposed to any liability, obligation, damage, cost, expense, or other claim of any description, whether or not asserted, unless Wireless Provider gives immediate notice to City of Wireless Provider's commitment to indemnify, defend and hold City harmless against such claim Wireless Provider does in fact promptly commence and continue to indemnify, defend and hold City harmless against such claim and, Wireless Provider delivers to City with said notice bonds or other financial security in City's reasonable discretion adequate to assure that Wireless Provider will indemnify, defend and hold City harmless against such claim and adequate to protect City and the Use Areas from adverse consequences of such claim. 9.1.10 If Wireless Provider shall fail to meet its obligations under the RF Safety Paragraph. 9.1.11 If Wireless Provider shall engage in a pattern of repeated failure (or neglect) to timely do or perform or observe any provision contained herein. After City has once given notice of any failure by Wireless Provider to comply with its obligations set forth in these Standard Terms, the following shall constitute a repeated failure by Wireless Provider to comply with such provision: 9.1.11.1 Another failure to comply with any provision of these Standard Terms during the following thirty (30) day period. 9.1.11.2 Three (3) or more failures to comply with any provision of these Standard Terms during any ninety (90) day period. 9.1.11.3 Six (6) or more failures to comply with any provision of these Standard Terms during any twelve (12) month period. 9.1.12 If Wireless Provider shall fail to or neglect to timely and completely do or perform or observe any other provisions herein and such failure or neglect shall continue for a period of thirty (30) days after City has notified Wireless Provider in writing of such failure or neglect. 9.2 City's Remedies. Upon the occurrence of any Event of Default or at any time thereafter, City may, at its option and from time to time, exercise at Wireless Provider's expense any or all or any combination of the following cumulative remedies in any order and repetitively at City's option: 23 of 39 Marana Study Session Council Meeting 10/10/2017 Page 83 of 144 9.2.1 Terminate any or all Site Licenses due to Wireless Provider's breach or for any other reason does not terminate Wireless Provider's obligations arising during the time simultaneous with or prior to or the termination, and in no way terminates any of Wireless Provider's liability related to any breach of these Standard Terms. 9.2.2 Pay or perform, for Wireless Provider's account, in Wireless Provider's name, and at Wireless Provider's expense, any or all payments or performances required hereunder to be paid or performed by Wireless Provider. 9.2.3 Abate at Wireless Provider's expense any violation of these Standard Terms. 9.2.4 Notwithstanding anything under these Standard Terms to the contrary, unilaterally and without Wireless Provider's or any other person's consent or approval, draw upon, withdraw or otherwise realize upon or obtain the value of any letter of credit, escrowed funds, insurance policies, or other deposits, sureties, bonds or other funds or security held by City or pledged or otherwise obligated to City by Wireless Provider or by any third party (whether or not specifically mentioned herein) and use the proceeds for any remedy permitted by these Standard Terms. 9.2.5 Require an additional security deposit adequate in City's sole discretion to protect City and the Right-of-way. 9.2.6 Assert, exercise or otherwise pursue at Wireless Provider's expense any and all other rights or remedies, legal or equitable, to which City may be entitled, subject only to the limitation set out below on City's ability to collect money damages in light of the Violation Use Fee. 9.3 Violation Use Fee. In lieu of certain money damages (the "Inconvenience Costs") set out below, the following shall apply to Wireless Provider's violation of certain limited requirements of these Standard Terms (the "Violation Fee Provisions"): 9.3.1 The Inconvenience Costs are the money damages that City suffers in the form of administrative cost and inconvenience, disharmony among Competing Users, and general inconvenience in Right-of-way use by City, Competing Users and the public when Wireless Provider fails to comply with the Violation Fee Provisions. 9.3.2 Wireless Provider's failure to comply with Violation Fee Provisions will result in Inconvenience Costs in an amount that is and will be impracticable to determine. Therefore, the parties have agreed that, in lieu of Wireless Provider paying to City as damages the actual amount of the Inconvenience Costs for violating the Violation Fee Provisions, Wireless Provider shall pay Violation Use Fee. 9.3.3 Violation Use Fee is only intended to remedy Inconvenience Costs that City suffers because of Wireless Provider's breach of the Violation Fee Provisions. Wireless Provider's payment of Violation Use Fee does not in any way excuse any breach by Wireless Provider of these Standard Terms or limit in any way Wireless Provider's obtaining any other legal or equitable remedy provided by these Standard Terms or otherwise or such breach. For example, Wireless Provider's obligation to pay Violation Use Fee does not in any way detract from Wireless Provider's indemnity and insurance obligations under these Standard Terms, which shall apply according to their terms in addition to Wireless Provider's obligation to pay Violation Use Fee. 24 of 39 Marana Study Session Council Meeting 10/10/2017 Page 84 of 144 9.3.4 Wireless Provider may elect to draw upon the letter of credit to collect the Violation Use Fee. 9.3.5 The Violation Fee Provisions and the amount of the Violation Use Fee per day or part thereof are as follows: 9.3.5.1 The amount of Six Hundred Dollars ($600.00) per day for Wireless Provider's failure to properly restore the public Right-of-way or to correct related violations of specifications, code, ordinance or standards within ten (10) business days after City's notice to correct such defects. Such Violation Use Fee shall be in addition to any cost the City may incur to restore the Right-of-way or correct the violation. 9.3.5.2 The amount of Two Hundred Fifty ($250.00) per day for each failure to make Wireless Provider's books and records available as required by this Agreement. 9.3.5.3 The amount of Five Hundred Dollars ($500.00) per instance of any other action or non-action by the Wireless Provider contrary to these Standard Terms herein, that causes Inconvenience Costs and that is not cured after three (3) business days' notice. 9.3.6 Violation Use Fees shall be assessed as follows: 9.3.6.1 If City determines that Wireless Provider is liable for Violation Use Fee, then City shall issue to Wireless Provider a notice of City's assessing a Violation Use Fee. The notice shall set forth the nature of the violation and the amount of the assessment. 9.3.6.2 Wireless Provider shall pay the Violation Use Fee within ten (10) days after City's notice. However, if the Violation Use Fee amount exceeds Five Thousand Dollars ($5,000), then the following shall apply: 9.3.6.2.1 Wireless Provider shall have thirty (30) days after the notice to pay the Violation Use Fee or give City notice contesting the assertion of noncompliance. 9.3.6.2.2 If Wireless Provider fails to respond to the notice, Wireless Provider shall pay the Violation Use Fee. Otherwise, City shall schedule a public hearing to investigate whether the Violation Use Fee is properly assessed. City shall provide Wireless Provider at least ten (10) days' notice of such hearing, which shall specify the time, place and purpose of the hearing. At the hearing, Wireless Provider shall be provided an opportunity to be heard and present evidence. If the result of the hearing is that Wireless Provider is liable for Violation Use Fee, then the Violation Use Fee is due ten (10) days after the hearing decision is announced. 9.4 Non-waiver. Wireless Provider acknowledges Wireless Provider's unconditional obligation to comply with these Standard Terms herein. No failure by City to demand any performance required of Wireless Provider under these Standard Terms herein, and no acceptance by City of any imperfect or partial performances under these Standard Terms herein, shall excuse such performance or impair in any way City's ability to insist, prospectively and retroactively, upon full compliance with these Standard Terms herein. No acceptance by City of Use Fee payments or other performances hereunder shall be deemed a compromise or settlement of any right City may have for additional, different or further payments or performances as provided for in these Standard Terms. Any waiver by City of any breach of condition or covenant herein contained to be kept and performed by Wireless Provider shall not be deemed or considered as a 25 of 39 Marana Study Session Council Meeting 10/10/2017 Page 85 of 144 continuing waiver and shall not operate to bar or otherwise prevent City from declaring a default for any breach or succeeding or continuing breach either of the same condition or covenant or otherwise. No statement, bill or notice by City or Wireless Provider concerning payments or other performances due hereunder, or failure by City to demand any performance hereunder, shall excuse Wireless Provider from compliance with its obligations nor estop City (or otherwise impair City's ability)to at any time correct such notice and/or insist prospectively and retroactively upon full compliance with this Agreement. No waiver of any description (INCLUDING ANY WAIVER OF THIS SENTENCE OR PARAGRAPH) shall be effective against City unless made in writing by a duly authorized representative of City specifically identifying the particular provision being waived and specifically stating the scope of the waiver. WIRELESS PROVIDER EXPRESSLY DISCLAIMS AND SHALL NOT HAVE THE RIGHT TO RELY ON ANY SUPPOSED WAIVER OR OTHER CHANGE OR MODIFICATION, WHETHER BY WORD OR CONDUCT OR OTHERWISE, NOT CONFORMING TO THIS PARAGRAPH. 9.5 Reimbursement of City's Expenses. Wireless Provider shall pay to City within thirty (30) days after City's demand any and all amounts expended or incurred by City in performing Wireless Provider's obligations (upon Wireless Provider's failure to perform the same after notice from City) together with interest thereon at the rate of twelve percent (12%) per annum from the date expended or incurred by City. 9.6 Breach by City. Notwithstanding anything in these Standard Terms to the contrary, if City at any time is required to pay to Wireless Provider any amount or render any performance, such amount or performance is not due until thirty (30) days after notice by Wireless Provider to City that the amount has become payable or that the performance is due. In the event a cure cannot be effected during that period, City shall not be in default so long as City commences cure during the period and diligently prosecutes the cure to completion provided such cure must be completed within sixty (60) days after the notice. 9.7 Right to Setoff and Credit. In addition to its other rights and remedies City shall have the right to setoff and credit from time to time and at any time, any and all amounts due from Wireless Provider to City, whether pursuant to these Standard Terms herein or otherwise, against any sum which may be due from City to Wireless Provider. X. TERMINATION 10. Rights at Termination. The following provisions shall apply at the expiration of the term of each Site License: 10.1 Surviving Obligations. Expiration or termination of a Site License does not terminate Wireless Provider's obligations existing or arising prior to or simultaneous with, or attributable to, the termination or events leading to or occurring before termination. 10.2 Delivery of Possession. Wireless Provider shall cease using the Use Areas of the expired or terminated Site License. Wireless Provider shall without demand, peaceably and quietly quit and deliver up the Use Areas to City thoroughly cleaned, in good repair with the Use Areas maintained and repaired and in as good order and condition, reasonable use and wear excepted, as the Use Areas now are or in such better condition as the Use Areas may hereafter be placed. 10.3 Confirmation of Termination. Upon expiration or termination of a Site License Agreement for any reason, Wireless Provider shall provide to City upon demand recordable disclaimers covering the Use Areas executed and acknowledged by Wireless Provider and by all 26 of 39 Marana Study Session Council Meeting 10/10/2017 Page 86 of 144 persons claiming through this Site License Agreement or Wireless Provider any interest in or right to use the Use Areas. 10.4 Removal of Improvements. Wireless Provider shall remove all Communications Equipment and restore the Use Areas including pole, mast arms, luminaires, or wireless support structure to its prior condition, or to a condition matching City's surrounding land and improvements, as directed by City, at Wireless Provider's expense prior to normal expiration of the term of a Site License or within thirty (30) days; after termination of a Site License Agreement for any other reason whatsoever. Without limitation, such work shall include revegetation and appropriate irrigation systems for revegetated areas. Notwithstanding anything in these Standard Terms to the contrary, City may elect to require Wireless Provider to leave any or all construction or other items (except the Communications Equipment) in place, and all such items shall be owned by City. Unless City directs otherwise, all wiring, pipes and conduits shall be left in good and safe condition, in working order, with each end properly labeled and enclosed in proper junction boxes. 10.5 Prior Improvements. This article also applies to any improvements that Wireless Provider may have made to the Use Areas. XI. INDEMNITY AND INSURANCE 11. Insurance Responsibility. During the entire term of any Site License, Wireless Provider shall insure its property and activities at and about the Use Areas and shall provide insurance and indemnification as follows: 11.1 Insurance Required. Not later than the date of this Agreement, and at all times thereafter when Wireless Provider is occupying or using the Use Areas in any way, Wireless Provider shall obtain and cause to be in force and effect the following insurance: 11.1.1 Commercial General Liability. Commercial general liability insurance with a limit of Ten Million and No/100 Dollars ($10,000,000.00) for each occurrence, a limit of Ten Million and No/100 Dollars ($10,000,000.00) for products and completed operations annual aggregate, and a limit of Ten Million and No/100 Dollars ($10,000,000.00) general aggregate limit per policy year. The policy shall cover liability arising from premises, operations, independent contractors, products, completed operations, personal injury, bodily injury, advertising injury, and liability assumed under an "insured contract" including this Agreement. The policy will cover Wireless Provider's liability under the indemnity provisions set forth in these Standard Terms. The policy shall contain a "separation of insured's11 clause. 11.1.2 Automobile Liability. Automobile liability insurance with a limit of One Million Dollars ($1,000,000) for each occurrence covering any and all owned, hired, and non- owned vehicles assigned to or used in any way in connection with Wireless Provider's use of the Right-of-way. Without limitation, such insurance shall cover hazards of motor vehicle use for loading and off loading. 11.1.3 Workers' Compensation. Such workers' compensation and similar insurance as is required by law and employer's liability insurance with a minimum limit of One Hundred Thousand Dollars ($100,000) for each accident, One Hundred Thousand Dollars ($100,000) disease for each employee, Five Hundred Thousand Dollars ($500,000) policy limit for disease. All contractors and subcontractors must provide like insurance. 27 of 39 Marana Study Session Council Meeting 10/10/2017 Page 87 of 144 11.1.4 Special Risk Property. Unless waived by City in writing, all risk property insurance covering damage to or destruction of all real and personal improvements to the Right-of- way, including without limitation, all improvements existing upon the Right-of-way prior to this Site License Agreement or hereafter constructed in an amount equal to full replacement cost of all such improvements. Such insurance shall be special causes of loss policy form (minimally including perils of fire, lightning, explosion, windstorm, hail, smoke, aircraft, vehicles, riot, civil commotion, theft, vandalism, malicious mischief, collapse and flood). Coverage shall include pollutant clean up and removal with minimum limits coverage of Fifty-Thousand Dollars ($50,000.00). 11.1.5 Other Insurance. Any other insurance City may reasonably require for the protection of City and City's employees, officials, representatives, officers and agents (all of whom, including City, are collectively "Additional Insureds"), the Right-of-way, surrounding property, Wireless Provider, or the activities carried on or about the Right-of-way. Such insurance shall be limited to insurance a reasonable person owning, leasing, designing, constructing, occupying, or operating similar facilities might reasonably purchase. 11.2 Policy Limit Escalation. City may elect by notice to Wireless Provider to increase the amount or type of any insurance to account for inflation, changes in risk, or any other factor that City reasonably determines to affect the prudent amount of insurance to be provided. 11.3 Form of All Insurance. All insurance provided by Wireless Provider with respect to the Right-of-way, whether required in these Standard Terms or not, shall meet the following requirements: 11.3.1 "Occurrence" coverage is required. 11.3.2 If Wireless Provider uses any excess insurance then such excess insurance shall be "follow form" equal to or broader in coverage than the underlying insurance. 11.3.3 Policies must also cover and insure Wireless Provider's activities relating to the business operations and activities conducted away from the Right-of-way. 11.3.4 Within five (5) business days of receiving a written request from the City, Wireless Provider shall provide copies of insurance certificates, insurance policies, formal endorsements or other documentation acceptable to City that all insurance coverage required herein is provided. 11.3.5 Wireless Provider's insurance shall be primary insurance with respect to claims arising out of Wireless Provider's operations, activities and obligations set forth in these Standard Terms. 11.3.6 All policies, including workers' compensation, shall waive transfer rights of recovery (subrogation) against City, and the other Additional Insureds. 11.3.7 All deductibles, retentions, or"self-insured" amounts shall be subject to the following: 11.3.7.1 Wireless Provider shall be solely responsible for any self- insurance amount or deductible. 28 of 39 Marana Study Session Council Meeting 10/10/2017 Page 88 of 144 11.3.7.2 Such amounts shall not exceed in total One Hundred Thousand Dollars ($100,000.00) per loss. At such times as Wireless Provider's net worth is more than One Hundred Million Dollars ($100,000,000.00), such limit shall be One Million and No/100 Dollars ($1,000,000.00). 11.3.7.3 Any self-insured exposure shall be deemed to be an insured risk under this Agreement. 11.3.7.4 Wireless Provider shall provide to the beneficiaries of all such amounts no less insurance protection than if such self-insured portion was fully insured by an insurance company of the quality and caliber required hereunder. 11.3.7.5 The right to self-insure is limited and specific to Wireless Provider and does not extend to Wireless Provider's contractors or others. 11.3.8 All policies except workers' compensation must name City and the other Additional Insureds as additional insureds. Wireless Provider shall cause coverage for Additional Insureds to be incorporated into each insurance policy by endorsement with respect to claims arising out of Wireless Provider's operations, activities and obligations under these Standard Terms. 11.3.9 All policies must require the insurer to provide City with at least thirty (30) days' prior notice of any cancellation. The insurer's duty to notify City of changes in coverage shall not include phrases such as "endeavor to" or "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representatives." 11.3.10 All policies shall require that notices be given to City in the manner specified for notices to City set forth in these Standard Terms. 11.4 Insurance Certificates. Wireless Provider shall evidence all insurance by furnishing to City certificates of insurance annually and with each change in insurance coverage. Certificates must evidence that the policy described by the certificate is in full force and effect and that the policy satisfies each requirement of these Standard Terms applicable to the policy. For example, certificates must evidence that City and the other Additional Insureds are additional insureds. Certificates must also be in an industry standard form reasonably acceptable to City. Wireless Provider shall provide updated certificates at City's request. 11.5 Acceptable Insurers. All insurance policies shall be issued by insurers acceptable to City. At a minimum, all insurers shall be duly licensed (or qualified unlicensed non-admitted insurer) by the State of Arizona, Department of Insurance. At a minimum, all insurers shall have and maintain an A.M. Best, Inc. rating of B++ 6. 11.6 No Representation of Coverage Adequacy. By requiring insurance herein, City does not represent that coverage and limits will be adequate to protect Wireless Provider. City reserves the right to review any and all of the insurance policies and/or endorsements cited in these Standard Terms but has no obligation to do so. Failure to demand such evidence of full compliance with the insurance requirements set forth in these Standard Terms or failure to identify any insurance deficiency shall not relieve Wireless Provider from, nor be construed or deemed a waiver of, Wireless Provider's obligation to maintain the required insurance at all times. 29 of 39 Marana Study Session Council Meeting 10/10/2017 Page 89 of 144 11.7 Indemnity. In addition to all other indemnities and other obligations hereunder, to the fullest extent permitted by law, throughout the term of any Site License and until all obligations and performances under or related to these Standard Terms are satisfied and all matters described in this paragraph are completely resolved, Wireless Provider and all other persons using, acting, working or claiming through or for Wireless Provider (if they or their subcontractor, employee or other person or entity hired or directed by them participated in any way in causing the claim in question)) shall jointly and severally indemnify, defend and hold harmless City and all other Additional Insureds for, from and against any and all claims or harm related to Wireless Provider's use of the Right-of-way or the rights granted to Wireless Provider with respect to the Right-of-way or Wireless Provider's exercise of its rights under these Standard Terms (the "Indemnity"). Without limitation, the Indemnity shall include and apply to any and all allegations, demands, judgments, assessments, taxes, impositions, expenses, proceedings, liabilities, obligations, suits, actions, claims (including without limitation claims of personal injury, bodily injury, sickness, disease, death, property damage, destruction, loss of use, financial harm, or other impairment), damages, losses, expenses, penalties, fines or other matters (together with all attorney fees, court costs, and the cost of appellate proceedings and all other costs and expenses of litigation or resolving the claim) that may arise in any manner out of any use of the Right-of-way or other property pursuant to any Site License or any actions, acts, errors, mistakes or omissions relating to work or services in the performance of or related to this Agreement, including without limitation any injury or damages or cause of action claimed or caused by any employees, contractors, subcontractors, tenants, subtenants, agents or other persons upon or using the Right-of-way or surrounding areas related to Wireless Provider's exercise of its rights under this Agreement, including without limitation, claims, liability, harm or damages caused in part by City or any other Additional Insured or anyone for whose mistakes, errors, omissions or negligence Wireless Provider or City may be liable. As a condition to City's approval of any Site License, Wireless Provider specifically agrees that to the extent any provision of this paragraph is not fully enforceable against Wireless Provider for any reason whatsoever, this paragraph shall be deemed automatically reformed to the minimal extent necessary to cause it to be enforceable to the fullest extent permitted by law. The Indemnity shall also include and apply to any environmental injury, personal injury or other liability relating to Wireless Provider's use of real property under this Agreement. Notwithstanding the foregoing, the Indemnity does not apply to: 11.7.1 Claims arising only from the sole gross negligence or intentionally wrongful acts of City. 11.7.2 Claims that the law prohibits from being imposed upon the indemnitor. 11.8 Risk of Loss. Wireless Provider assumes the risk of any and all loss, damage or claims related to Wireless Provider's use of the Right-of-way or other property of City, Wireless Provider or third parties throughout the term hereof. Wireless Provider shall be responsible for any and all damage to its property and equipment related to these Standard Terms. 11.9 Insurance to be Provided by Others. Wireless Provider shall cause its contractors or other persons occupying, working on or about, or using the Right-of-way pursuant to these Standard Terms to be covered by their own or Wireless Provider's insurance as required by these Standard Terms. The required policy limits for commercial general liability insurance provided by such persons shall be One Million Dollars ($1,000,000) for each occurrence, One Million Dollars ($1,000,000) for products and completed operations annual aggregate, and Two Million Dollars ($2,000,000) general aggregate limit per policy year. This paragraph does not apply to persons who do not 30 of 39 Marana Study Session Council Meeting 10/10/2017 Page 90 of 144 actually perform physical labor in the Right-of-way (such as Wireless Provider's consulting design engineers). XII. CONDEMNATION 12. Condemnation. The following shall govern any condemnation of any part of or interest in the Use Areas and any conveyance to City or another condemnor in avoidance or settlement of condemnation or a threat of condemnation: 12.1 Termination for Condemnation. The Site License for the Use Area shall terminate on the date (the "Condemnation Date") that is the earlier of the date title vests in the condemnor, or the date upon which the condemnor is let into possession. Notwithstanding the foregoing, if City reasonably determines that the Use Areas continue to be suitable for Wireless Provider to conduct the Permitted Uses, City may elect to cause the Site License to continue to remain in effect as to the part of the Use Areas not taken and the Use Fee shall not be reduced or abated. Nevertheless, if Wireless Provider reasonably determines that the Use Areas are not suitable for Wireless Provider to conduct the Permitted Uses, then this Site License Agreement shall terminate. 12.2 Condemnation Proceeds. Wireless Provider hereby assigns and transfers to City Wireless Provider's entire interest in all condemnation damages, interest, severance damages, and any other payments or proceeds of any kind relating to the condemnation (collectively the "Condemnation Proceeds"). Wireless Provider shall execute and deliver to City assignments or other instruments requested by City confirming such assignment and transfer. Wireless Provider shall immediately pay to City any Condemnation Proceeds Wireless Provider may receive. The Condemnation Proceeds shall not include relocation benefits, if any, awarded specifically to Wireless Provider to cover expenses of relocating Wireless Provider's business located at the Use Areas at the time of the condemnation, or any compensation specifically awarded to Wireless Provider for any taking of the Communications Equipment itself. Any repair, relocation or similar costs relating to the Communications Equipment shall be borne by Wireless Provider. 12.3 Power to Condemn. Wireless Provider acknowledges that City and others from time-to-time may use the power to condemn the Use Areas or any interest therein or rights thereto. City has not relinquished any right of condemnation or eminent domain over the Use Areas. City does not warrant that City will not condemn the Use Areas during the term of this Agreement, but City does not presently have intentions to condemn the Use Areas. XIII. DAMAGE TO OR DESTRUCTION OF USE AREAS 13. Damage to or Destruction of the Use Areas. The following provisions shall govern damage to or destruction of the Use Areas by fire, flood, explosion, the elements, the public enemy, or other casualty (collectively "Casualty Damage"): 13.1 Damage to Wireless Provider's Improvements. Wireless Provider shall commence restoring the Casualty Damage to Wireless Provider's Improvements within thirty (30) days after any Casualty Damage occurs. Wireless Provider shall complete the restoration work within thirty (30) days after commencement. Such work shall be subject to the plans approval process and all other requirements for Wireless Provider's Improvements. Wireless Provider shall perform all restoration work at Wireless Provider's sole cost and expense. 31 of 39 Marana Study Session Council Meeting 10/10/2017 Page 91 of 144 13.2 Monthly Restoration Work Report. Wireless Provider shall provide to City no later than the tenth day of each month a written narrative report of the progress of the restoration work. XIV. WIRELESS PROVIDER'S RECORDS 14. Wireless Provider's Records. During the entire term of any Site License Agreement, Wireless Provider shall keep records and provide information to City as follows: 14.1 Scope of Information. Unless otherwise specified, all of Wireless Provider's recordkeeping and disclosure obligations under this article are limited to the following (collectively the "Covered Information"): 14.1.1 The status of the construction, repair or restoration of Wireless Provider Improvements. 14.1.2 Information indicating whether City or Wireless Provider is in compliance with the terms herein. 14.2 Records Inspection. At Wireless Provider's expense, Wireless Provider shall: 14.2.1 Permit and assist City and its representatives upon twenty-one (21) days' notice to inspect, audit, and copy Wireless Provider's records of Covered Information. 14.2.2 Make the records of Covered I nformation (and reasonable accommodations for City's audit and inspection) available to City at Wireless Provider's offices in Maricopa County, Arizona. 14.2.3 Cause Wireless Provider's employees and agents and accountants to give their full cooperation and assistance in connection with City's access to the Covered Information. 14.3 Record Retention. Wireless Provider shall preserve records of the Covered Information in a secure place at Wireless Provider's corporate headquarters in the continental United States for a period ending seven (7)years after the time period reported by the records. 14.4 Record Media Included. City's and Wireless Provider's rights and obligations regarding the Covered Information apply regardless of the type of media, materials, or data repositories that may contain the Covered Information. City shall have access to Covered Information contained, without limitation, in records, books, papers, documents, recordings, computer data, contracts, logs, notes, ledgers, correspondence, reports, drawings, and memoranda, and any and all other sources, records and repositories of Covered Information. 14.5 Reports. Wireless Provider shall deliver to City written reports (and, if requested by City, a presentation to City's governing council or designee) covering such Covered Information as City may request from time to time. City shall not request such reports more often than once in any twelve (12) month period. 14.6 Standards for Records. Wireless Provider shall maintain a standard, modern system of recordkeeping for the Covered Information and shall keep and maintain proper and accurate books and other repositories of information relating to the Covered Information. 32 of 39 Marana Study Session Council Meeting 10/10/2017 Page 92 of 144 XV. COMPLIANCE WITH LAW 15. Compliance with Law. Wireless Provider shall perform its obligations under these Standard Terms in accordance with all federal, state, county and local laws, ordinances, regulations or other rules or policies as are now in effect or as may hereafter be adopted or amended. Without limiting in any way the generality of the foregoing, Wireless Provider shall comply with all and each of the following: 15.1 Applicability of Municipal Law. Without limitation, Wireless Provider shall comply with municipal laws as follows: 15.1.1 Wireless Provider acknowledges nothing set forth herein constitutes, and City has not promised or offered, any type of waiver of, or agreement to waive (or show any type of forbearance, priority or favoritism to Wireless Provider with regard to) any law, ordinance, power, regulation, tax, assessment or other legal requirement now or hereafter imposed by the City of Chandler or any other governmental body upon or affecting Wireless Provider, the Use Areas, or the Street Parcel or Wireless Provider's use of the Use Areas, the Street Parcel or the Right-of- way. 15.1.2 All of Wireless Provider's obligations hereunder are in addition to, and cumulative upon (and not to any extent in substitution or satisfaction of), all existing or future laws and regulations applicable to Wireless Provider. 15.1.3 City by this Agreement cannot and has not relinquished or limited any right of condemnation or eminent domain over the Right-of-way or any other property related to these Standard Terms or within the Right-of-way. 15.1.4 This Agreement cannot and does not impair City's, power to enact, apply or enforce any laws or regulations, or exercise any governmental powers affecting in any way Wireless Provider, the Use Areas, the Street Parcel, or the Right-of-way. 15.1.5 City's rights and remedies hereunder for Wireless Provider's failure to comply with all applicable laws supplement and are in addition to and do not replace otherwise existing powers of the City of Chandler or any other governmental body. 15.1.6 Wireless Provider's rights hereunder are further subject to all present and future building restrictions, regulations, zoning laws, and all ordinances, resolutions, rules and orders of all bodies, bureaus, commissions and bodies of any municipal, county, state, or federal authority, now or hereafter having jurisdiction over the Use Areas or Wireless Provider's use thereof. Wireless Provider shall comply with all of the foregoing. 15.2 Radio Frequency Compliance Requirements. Wireless Provider shall document, report and confirm its compliance with Federal Communications Commission ("FCC") Radio Frequency Exposure Guidelines (FCC OET Bulletin 65) and all other applicable radio frequency emissions laws and regulations in effect from time to time (collectively, the "FCC Rules") as follows: 15.2.1 Wireless Provider shall cause its senior internal engineer responsible for compliance with the FCC Rules to deliver to City a written letter(the "RF Letter"), as follows: 15.2.1.1 The RF Letter shall attest that Wireless Provider's operation of the Communications Equipment is in compliance with the FCC Rules. A statement from Wireless 33 of 39 Marana Study Session Council Meeting 10/10/2017 Page 93 of 144 Provider declaring exemption from reporting to FCC is not acceptable to comply with the requirements of this paragraph. 15.2.2 Wireless Provider shall maintain records of radio frequency measurements and Communications Equipment performance in accordance with the FCC Rules. 15.2.3 Wireless Provider shall also evidence and demonstrate its compliance with the FCC Rules in such manner and at such intervals as the Chandler City Code and other applicable laws and regulations may mandate. 15.3 Government Property Lease Excise Tax. Wireless Provider shall be responsible for any and all property taxes and all government property lease excise taxes described in A.R.S. § 42-6201 et seq. or similar laws in force from time to time. Pursuant to A.R.S. § 42-6206, failure by Wireless Provider to pay the taxes after notice and an opportunity to cure is an event of default that could result in divesting Wireless Provider of any interest in or right of occupancy of the Use Areas. 15.4 Use Area Regulations. City reserves the right to adopt, amend and enforce against Wireless Provider rules and regulations governing the operation of the Street Parcel, including the Use Areas, Wireless Provider's activities therein and thereon, and the public areas and facilities used by Wireless Provider in connection therewith. 15.5 Taxes, Liens and Assessments. In addition to all other amounts herein provided and to the extent consistent with applicable law, Wireless Provider shall pay, when the same become due and payable, all taxes and general and special fees, charges and assessments of every description that during the term of any Site License Agreement may be levied upon or assessed upon or with respect to Wireless Provider's use of the Right-of-way, the operations conducted therein, any amounts paid or other performances required by these Standard Terms by either party, and all possessory interest in the Right-of-way and Wireless Provider's improvements and other property thereon. Wireless Provider shall pay, indemnify, defend and hold harmless City from any and all such obligations, including any interest, penalties and other expenses which may be imposed, and from any lien therefor or sale or other proceedings to enforce payment thereof. 15.6 Permits. Nothing in these Standard Terms relieves Wireless Provider of the obligation to obtain permits, licenses and other approvals from City or other units of government that are required for the erection, construction, reconstruction, installation, operation or maintenance of the Communications Equipment or provision of Telecommunications Services; or from compliance with applicable municipal codes, ordinances, laws and policies, such as zoning and land use ordinances and regulations, pavement cut and restoration ordinances and regulations, subdivision and project improvement ordinances, curb cut permits, building permits, Right-of-way permits and the like. XVI. ASSIGNABILITY 16. Assignability. Site License Agreements are not assignable by Wireless Provider (and any assignment shall be void and vest no rights in the purported assignee) unless the assignment is made in strict compliance with the following: 16.1 Assignments Affected. Every assignment of any of Wireless Provider's interest in the Right-of-way or this Agreement or any of Wireless Provider's rights or interests hereunder is prohibited unless Wireless Provider first receives from City notice of City's consent to the assignment. All references in these Standard Terms to assignments by Wireless Provider or to 34 of 39 Marana Study Session Council Meeting 10/10/2017 Page 94 of 144 assignees shall be deemed also to apply to all of the following transactions, circumstances and conditions and to all persons claiming pursuant to such transactions, circumstances and conditions: 16.1.1 Any voluntary or involuntary assignment, conveyance or transfer of Wireless Provider's right to use the Right-of-way under this Agreement or any interest or rights of City under this Agreement, in whole or in part. 16.1.2 Any voluntary or involuntary pledge, lien, mortgage, security interest, judgment, claim or demand, whether arising from any contract, any agreement, any work of construction, repair, restoration, maintenance or removal, or otherwise affecting Wireless Provider's rights to use the Right-of-way (collectively "Liens"). 16.1.3 Any assignment by Wireless Provider of any interest in any Site License Agreement for the benefit of creditors, voluntary or involuntary. 16.1.4 A Wireless Provider Insolvency. 16.1.5 The occurrence of any of the foregoing by operation of law or otherwise. 16.1.6 The occurrence of any of the foregoing with respect to any assignee or other successor to Wireless Provider. 16.2 Pre-approved Assignments. Subject to certain conditions hereafter stated, City hereby consents to certain assignments (the "Pre-approved Assignments"). Only the following assignments are Pre-approved Assignments: 16.2.1 Complete Assignment of Agreement. Wireless Provider's complete assignment of all of Wireless Provider's rights and Interests in the Right-of-way and approved Site License Agreements to a single assignee who meets all of the following requirements, as determined by City in City's reasonable discretion (a "Qualified Operator"): 16.2.1.1 The assignee has experience, management, credit standing and financial capacity and other resources equal to or greater than Wireless Provider's and adequate to successfully perform the obligations set forth herein. 16.2.1.2 The assignee is experienced in the management and operation of similar projects. 16.2.1.3 The assignee assumes all of Wireless Provider's obligations herein. 16.2.1.4 The assignee has a net worth of not less than Fifty Million and No/100 Dollars ($50,000,000.00). 16.2.2 Stock Transfers. The transfer of publicly traded stock, regardless of quantity. 16.2.3 Merger. The merger or consolidation of Wireless Provider with another entity that is a Qualified Operator. 35 of 39 Marana Study Session Council Meeting 10/10/2017 Page 95 of 144 16.2.4 Common Ownership Transfer. Wireless Provider's complete assignment of all of Wireless Provider's rights and interests in the Right-of-way and approved Site License Agreements to single assignee who is and remains a wholly owned subsidiary of Wireless Provider's sole owner as of the date of this agreement (or a wholly owned subsidiary of a wholly owned subsidiary of Wireless Provider's sole owner as of the date of this Agreement). 16.3 Limitations on Assignments. City's consent to any assignment, including without limitation, Pre-approved Assignments, is not effective until the following conditions are satisfied: 16.3.1 Except for the sale of stock, Wireless Provider shall provide to City a complete copy of the document assigning its interests. 16.3.2 Each assignee must execute an assumption of the Site License Agreements in form acceptable to City. 16.3.3 Each Pre-approved Assignment must satisfy all other requirements of these Standard Terms pertaining to assignments. 16.4 Assignment Remedies. Any assignment without City's consent shall be void and shall not result in the assignee obtaining any rights or interests. City may, in its sole discretion and in addition to all other remedies available to City under these Standard Terms or otherwise, and in any combination, terminate any and all Site Licenses, collect Use Fee from the assignee and/or declare the assignment to be void, all without prejudicing any other right or remedy of City under these Standard Terms. No cure or grace periods shall apply to assignments prohibited under these Standard Terms or to enforcement of any provision under these Standard Terms against an assignee who did not receive City's consent. 16.5 Effect of Assignment. Prior to any assignment, each assignee must execute an assumption of each Site License in the form attached hereto as Attachment "D". No action or inaction by City shall be deemed a waiver of the prohibition on assignments or any other provision herein, or the acceptance of the assignee, Wireless Provider or occupant as Wireless Provider, or a release of Wireless Provider from the further performance by Wireless Provider of the provisions of this Agreement. Consent by City to an assignment shall not relieve Wireless Provider from obtaining City's consent to any further assignment. No assignment shall release Wireless Provider from any liability hereunder. 16.6 Enforceability after Assignment. No consent by City shall be deemed to be a novation. City's consent to any assignment does not in any way expand or modify the terms set forth in these Standard Terms or waive, diminish or modify any of City's rights or remedies under this Agreement. The terms set forth in these Standard Terms shall be enforceable against Wireless Provider and each successor, partial or total, and regardless of the method of succession, to Wireless Provider's interest hereunder. Each successor having actual or constructive notice of this Agreement shall be deemed to have agreed to the preceding sentence. 16.7 Grounds for Refusal. Except for the Preapproved Assignments, no assignment of any Site License by Wireless Provider is contemplated or bargained for. Without limitation, City has the right to impose upon any consent to assignment such conditions and requirements as City may deem appropriate. 16.8 Consent to Assignments. Wireless Provider shall attach to each Pre-approved Assignment a copy of Wireless Provider's notice to City of the Pre-approved Assignment and other 36 of 39 Marana Study Session Council Meeting 10/10/2017 Page 96 of 144 required documents, Wireless Provider shall attach to each other assignment, a copy of City's notice to Wireless Provider of City's consent to the assignment. These Standard Terms shall continue to be enforceable according to its terms in spite of any provisions of any documents relating to an assignment. 16.9 Assignment Fee. Wireless Provider shall pay to City in advance the sum of Five Hundred Dollars ($500) as a nonrefundable fee for legal, administrative and other expenses related to every Pre-approved Assignment (other than the sale of publicly traded stock) or to any request for a consent to assignment, whether or not City grants such request. XVII. MISCELLANEOUS 17. Miscellaneous. The following additional provisions apply to these Standard Terms: 17.1 Amendments. These Standard Terms may not be amended except by a formal writing executed by all of the parties. 17.2 Dates. Any reference to a year shall refer to a calendar year unless a fiscal year is specifically stated. Sunday, Saturday and Arizona legal holidays are holidays for purposes of this Agreement. 17.3 Time of Essence. Time is of the essence of each and every provision of this Agreement. 17.4 Severability. If any provision of these Standard Terms shall be ruled by a court or agency of competent jurisdiction to be invalid or unenforceable for any reason, then: 17.4.1 The invalidity or unenforceability of such provision shall not affect the validit of any remaining provisions of these Standard Terms. 17.4.2 These Standard Terms shall be automatically reformed to secure to the parties the benefits of the unenforceable provision, to the maximum extent consistent with law. 17.5 Conflicts of Interest. No officer, representative or employee of City shall have any direct or indirect interest in this Agreement, nor participate in any decision relating to any Site License that is prohibited by law. 17.6 No Partnership. The transactions and performances contemplated hereby shall not create any sort of partnership,joint venture or similar relationship between the parties. 17.7 Nonliability of Officials and Employees. No official, representative or employee of City shall be personally liable to any party, or to any successor in interest to any party, in the event of any default or breach by City or for any amount which may become due to any party or successor, or with respect to any obligation of City or otherwise under the terms of this Agreement or related to this Agreement. 17.8 Notices. Notices hereunder shall be given in writing delivered to the other party or mailed by registered or certified mail, return receipt requested, postage prepaid to the addresses set forth in the Site License Agreements and to the City as follows: 37 of 39 Marana Study Session Council Meeting 10/10/2017 Page 97 of 144 If to City: Regulatory Affairs Manager City of Chandler Mail Stop 403 P.O. Box 4008 Chandler, AZ 85244-4008 Copy to: City Attorney City of Chandler 175 S. Arizona Avenue, Suite 200 Chandler, AZ 85225 By notice from time to time, a person may designate any other street address within Maricopa County, Arizona as its address for giving notice hereunder. Service of any notice by mail shall be deemed to be complete three (3) days (excluding Saturday, Sunday and legal holidays) after the notice is deposited in the United States mail. 17.9 Construction. Whenever the context of these Standard Terms requires herein the singular shall include the plural, and the masculine shall include the feminine. 17.10 Funding. This subparagraph shall control notwithstanding any provision of this Agreement or any exhibit or other agreement or document related hereto. If funds necessary to fulfill City's obligations under this Agreement are not appropriated by the Scottsdale City Council, City may terminate this Agreement, by notice to Wireless Provider. City shall use best efforts to give notice of such a termination to Wireless Provider at least thirty (30) days prior to the end of City's then current fiscal period. Termination in accordance with this provision shall not constitute a breach of this Agreement by City. No person will be entitled to any compensation, damages or other remedy from City if this Agreement is terminated pursuant to the terms of this subsection. 17.11 Paragraph Headings. The paragraph headings contained herein are for convenience in reference and not intended to define or limit the scope of any provision of this Agreement. 17.12 No Third Party Beneficiaries. No person or entity shall be a third party beneficiary to this Agreement or shall have any right or cause of action hereunder. City shall have no liability to third parties for any approval of plans, Wireless Provider's construction of improvements, Wireless Provider's negligence, Wireless Provider's failure to comply with the provisions of these Standard Terms (including any absence or inadequacy of insurance required to be carried by Wireless Provider). 17.13 Exhibits. All Exhibits specifically stated to be attached hereto as specified herein are hereby incorporated into and made an integral part of this Agreement for all purposes. 17.14 Attorneys' Fees. If any action, suit or proceeding is brought by either party hereunder to enforce this Agreement or for failure to observe any of the covenants of this Agreement or to vindicate or exercise any rights or remedies hereunder, the prevailing party in such proceeding shall be entitled to recover from the other party such prevailing party's reasonable attorneys' fees and other reasonable litigation costs (as determined by the court (and not a jury) in such proceeding). 38 of 39 Marana Study Session Council Meeting 10/10/2017 Page 98 of 144 17.15 Approvals and Inspections. All approvals, reviews and inspections by City are for City's sole benefit and not for the benefit of Wireless Provider, its contractors, engineers or other consultants or agents, or any other person. 17.16 Legal Workers. If and to the extent A.R.S. X41-4401 is applicable Wireless Provider shall comply with laws regarding workers as follows: 17.16.1 Wireless Provider warrants to City that Wireless Provider and all its subcontractors will comply with all federal immigration laws and regulations that relate to their employees and that Wireless Provider and all its subcontractors now comply with the E-Verify Program under A.R.S. X23-214(A). 17.16.2 A breach of the foregoing warranty by Wireless Provider shall be deemed a material breach of this Site License Agreement that is subject to penalties up to and including termination of this Site License Agreement. 17.16.3 City retains the legal right to inspect the papers of any employee of Wireless Provider or any subcontractor who works on a Use Area pursuant to Site License Agreement to ensure that they or the subcontractor is complying with the warranty given above. 17.16.4 City may conduct random verification of Wireless Provider's and its subcontractors' employment records to ensure compliance with the warranty given above. 17.16.5 Wireless Provider shall indemnify, defend and hold City harmless for, from and against all losses and liabilities arising from any and all violations of the warranty given above. 39 of 39 Marana Study Session Council Meeting 10/10/2017 Page 99 of 144 City of Chandler Wireless in the ROW Standard Designs and Concepts 585222905 Schedule 1 Attachment "A" Page 1 of 1 Marana Study Session Council Meeting 10/10/2017 Page 100 of 144 Wireless in the ROW Fee Structure 585222905 Schedule 1 Attachment "6" Page 1 of 1 Marana Study Session Council Meeting 10/10/2017 Page 101 of 144 Standards for Letters of Credit In addition to any other requirements imposed upon a letter of credit (the "Letter of Credit") issued pursuant to these Standard Terms, each Letter of Credit shall meet and be governed by the following additional standards and requirements: 1. Letter of Credit Requirements. The Letter of Credit shall be printed on Bank Safety Paper. The following terms and no others shall be stated on the face of the Letter of Credit: 1.1 The Letter of Credit is clean, unconditional, and irrevocable. 1.2 The Letter of Credit is payable to City upon presentation of the City's draft. 1.3 City may make partial draws upon the Letter of Credit. 1.4 The Letter of Credit is conditioned for payment solely upon presentation of a sight draft and a copy of the Letter of Credit. 1.5 Within ten (10) days after City's draft on the Letter of Credit is honored, City must make the original of the Letter of Credit available to the issuer in Maricopa County, Arizona upon which the issuer may endorse its payments. 1.6 The issuer specifies a telefax number, email address, and street address at which City may present drafts on the Letter of Credit. 1.7 The Letter of Credit is valid until a specified date. 1.8 The Letter of Credit will be automatically renewed for successive one (1) year periods, unless at least one hundred twenty (120) days prior to expiration the issuer notifies City in writing, by either registered or certified mail, that issuer elects not to renew the Letter of Credit for the additional period. In the event of such notification, any then unused portion of the Letter of Credit shall be available by draft on or before the then current expiration date. 1.9 The Letter of Credit is otherwise subject to the most recent edition of the Uniform Customs and Practices for Documentary Credits, published by the International Chamber of Commerce. 1.10 The Letter of Credit need not be transferable. 2. Approved Forms. The form of the Letter of Credit and of drafts upon the Letter of Credit shall be as follows: 2.1 Except as approved in writing by City's Regulatory Affairs Manager or designee, the form of the Letter of Credit shall be in the form set out below. 2.2 Except as approved in writing by City's Regulatory Affairs Manager or designee, the form of drafts upon the Letter of Credit shall be in the form set out below. 3. Issuer Requirements. The issuer of the Letter of Credit shall meet all of the following requirements: 3.1 The issuer shall be a federally insured financial institution with offices in Maricopa County, Arizona, at which drafts upon the Letter of Credit may be presented. 3.2 The issuer shall be a member of the New York Clearing House Association or a commercial bank or trust company satisfactory to City. 3.3 The issuer shall have a net worth of not less than $1 billion. 585222905 Schedule 1 Attachment "C" Page 1 of 3 Marana Study Session Council Meeting 10/10/2017 Page 102 of 144 Form Of Letter Of Credit Date , 20 Letter of Credit No.: Regulatory Affairs Manager City of Chandler P.O. Box 4008 Mail Stop 403 Chandler, AZ 85244-4008 Dear Sir or Madam: We hereby establish our clean, unconditional and irrevocable Letter of Credit in your favor at the request and for the account of in the aggregate amount of ($ ), available upon presentation of your draft in the form attached hereto as Schedule 1. We will honor each draft presented to us in compliance with the terms of this Letter of Credit. Partial draws are permitted. Each draft must be accompanied by a copy of this Letter of Credit. Within ten (10) days after we honor your draft, you must make the original of this Letter of Credit available to us in Maricopa County, Arizona upon which we may endorse our payment. Drafts may be presented by any of the following means: 1. By telefax to ) - 2. By email to 3. By hand or overnight courier service delivery to: [This address must be in Maricopa County, Arizona.] 4. By hand or overnight courier service delivery to: [This address need not be in Maricopa County, Arizona] This Letter of Credit is valid until , 20 and shall thereafter be automatically renewed for successive one (1) year periods, unless at least one hundred twenty (120) days prior to expiration we notify you in writing, by either registered or certified mail, that we elect not to renew the Letter of Credit for such additional period. In the event of such notification, any then unused portion of the Letter of Credit shall be available upon your presenting to us your draft on or before the then current expiration date. This Letter of Credit is subject to the UCP600. This Letter of Credit is not assignable. [bank name] , a By [bank officer's signature] [bank officer's name printed] Its [bank officer's title] Phone: [bank officer's phone number] 585222905 Schedule 1 Attachment "C" Page 2 of 3 Marana Study Session Council Meeting 10/10/2017 Page 103 of 144 Form Of Draft On Letter Of Credit To: From: Regulatory Affairs Manager City of Chandler P.O. Box 4008 Mail Stop 403 Chandler, AZ 85244-4008 Date: , 20 Ladies and Gentlemen: Pursuant to your Credit No. , the City of Chandler hereby demands cash payment in the amount of Please make your payment to the City of Chandler in the form of a wire deposit to: If such deposit cannot be accomplished immediately for any reason, please make your payment in the form of a cashier's check issued by your institution and delivered to me at the address listed above. I certify that I am the Regulatory Affairs Manager of the City of Chandler. If there is any imperfection or defect in this draft or its presentation, please inform me immediately at (480) 782-3410 so that I can correct it. Also, please immediately notify the City Attorney at (480) 782-4656. Thank you. City of Chandler, Regulatory Affairs Manager 585222905 Schedule 1 Attachment "C" Page 3 of 3 Marana Study Session Council Meeting 10/10/2017 Page 104 of 144 Assumption Of Antenna Site Right-Of-Way License Agreement Regarding This assumption is made pursuant to paragraph 16.5 of that certain Antenna Site Right-of-way License Agreement (the "Site License Agreement") between City of Chandler, an Arizona municipal corporation ("City") and , a ("Wireless Provider") dated , 20 1. a ("Assignee"), having acquired the rights of the Wireless Provider under the Site License Agreement, hereby assumes the Site License Agreement, agrees to be bound thereby, and obligates itself to perform the terms and conditions of the Site License Agreement, all in favor of City. The person signing this document on behalf of Assignee warrants to City his authority to do so. Dated: , 20 ASSIGNEE: , a By: Its: STATE OF ) ) ss. COUNTY OF ) The foregoing instrument was acknowledged before me this day of , 20 , by of , a Notary Public My Commission Expires: Date Schedule 1 Attachment "D" Page 1 of 1 Marana Study Session Council Meeting 10/10/2017 Page 105 of 144 FINAL 8-31-17 FA IW4 Chandler ArIzona Where Values Make The Difference 2017 City of Chandler Design Standards, Concepts Requ 'irements for Small Wireless Facilities in the Right-of-Way Manna Study Session Council Meeting 10/10/2017 Page 106 of 144 FINAL 8-31-17 City of Chandler Design Standards, Concepts and Requirements Small Wireless Facilities in the Right-of- Table of Contents Page i Definitions Page 1-2 Standard Design Requirements for Small Wireless Facility on Existing Streetlights Page 3-4 Standard Design Requirements for Small Wireless Facility on Existing Traffic Signal Pole Page 5-7 Standard Design Requirements for Small Wireless Facility on Existing Utility Pole Page 8-9 Standard Design Requirements for Wireless Facility on New Wireless Support Structure Page 10-11 Common Standard Design Concepts, Requirements, and Details Page 12-16 City of Chandler Contact Information Page 17 Exhibit Al Calculating Height of Existing Streetlight Page 18 Exhibit A2 Calculating the Height of Existing Streetlight with Integrated Mast Arm Page 19 Exhibit 6 Calculating the Height of Existing Traffic Signal Pole Page 20 Exhibit C "Dog House" and External Cable Chase Page 21 Exhibit D1 Panel Antenna Shroud —45 Degrees Page 22 Exhibit D2 Panel Antenna Shroud —90 Degrees Page 23 Exhibit D Example of Electrical Meter Pedestal Page 24 i Marana Study Session Council Meeting 10/10/2017 Page 107 of 144 FINAL 8-31-17 City of Chandler Definitions Standard Design Requirements for Small Wireless Facility "Antenna" means communications equipment that transmits or receives electromagnetic radio frequency signals and that is used in providing wireless services. "Antenna Mounting Bracket" means the hardware required to secure the antenna to the pole. "Antenna Mounting Post" means the vertical post or pipe that the antenna mounting bracket is mounted to in order for the antenna to be attached to the pole. "Antenna Shroud" means the three-sided cover that is mounted at the base of the antenna to conceal the appearance of the cables and wires from the hand-hole port on the pole to the bottom-fed antenna. "Canister Antenna" means the canister or cylinder style housing used to conceal the antenna(s), amplifier(s), radio(s), cables, and wires at the top of a pole. "Communications Equipment" means any and all electronic equipment at the Small Wireless Facility location that processes and transports information from the antennas to the Wireless Provider's network. "Dog House" means the plastic or metal attachment to the base of a pole that covers the transition point of underground cables and wires to the vertical section of the pole. "Ground Mounted Equipment" means any communications equipment that is mounted to a separate post or to a foundation on the ground. "Light Emitting Diode" also referred to as "LED" is a type of lighting fixture installed on city streetlight and traffic signal poles. "Light Fixture" means the lighting unit or luminaire that provides lighting during the evening hours or during the hours of darkness. "Luminaire Mast Arm" means the horizontal post that attaches the light fixture to the streetlight pole or traffic signal pole. "Outside Diameter" also referred to as "OD" means the points of measurement, using the outer edges of a pole, pipe or cylinder. "Panel Antenna" means the style of antenna that is rectangular in shape and with dimensions that are generally four (4) feet to eight (8) feet in height, by eight (8) inches to twelve (12) inches wide, and four (4) inches to nine (9) inches deep. "Remote Radio Heads (RRH) / Remote Radio Units (RRU)11 means the electronic devices that are used to amplify radio signals so that there is increased performance (farther distance) of the outgoing radio signal from the antenna. "Right-of-way" as defined for wireless sites in A.R.S. §9-591(18) means the area on, below or above a public roadway, highway, street, sidewalk, alley, or utility easement. Right-of-way does not include a Federal Interstate Highway, a state highway or state route under the jurisdiction of the Department of Transportation, a private easement, property that is owned by a special taxing district, or a utility easement that does not authorize the deployment sought by the wireless provider. 1 Marana Study Session Council Meeting 10/10/2017 Page 108 of 144 FINAL 5-31-17 "Sight Distance Easements" means the area of land adjacent to an intersection, driveway or roadway that has restrictive uses in order to preserve the view of oncoming or crossing vehicular and pedestrian traffic by drivers in vehicles attempting to merge with traffic or enter a roadway. "Sight Visibility Triangles" means the traffic engineering and safety concept that requires clear view by the driver of a vehicle to crossing traffic at a stop sign, driveway or intersection. In order to achieve clear visibility of the cross traffic, the land areas in the sight visibility triangle has specific maximum heights on landscaping, cabinets, and other potential view obstructions. "Signal Head" means the "Red, Yellow and Green" light signals at a signal-controlled intersection. "Signal Head Mast Arm" means the horizontal pole that has the signal heads mounted to it and attaches to the traffic signal pole. "Small Wireless Facility" as defined in A.R.S. 9-591(19), means a Wireless Facility that meets both of the following qualifications: (a) All antennas are located inside an enclosure of not more than six (6) cubic feet in volume or, in the case of an antenna, that has exposed elements, the antenna and all of the antenna's exposed elements could fit within an imaginary enclosure of not more than six (6) cubic feet in volume. (b) All other wireless equipment associated with the facility is cumulatively not more than twenty-eight (28) cubic feet in volume, or fifty (50) cubic feet in volume if the equipment was ground mounted before the effective date of this section. The following types of associated ancillary equipment are not included in the calculation of equipment volume pursuant to this subdivision: (i) An electric meter. (ii) Concealment elements. (iii) A telecommunications demarcation box. (iv) Grounding equipment. (v) A power transfer switch. (vi) A cutoff switch. (vii) Vertical cable runs for the connection of power and other services. "Stealth and Concealment Elements" means the use of shrouds, decorative elements, design concepts and faux elements so that a small wireless facility can be designed to blend in with the surrounding streetscape with minimal to any visual impact. "Utility Pole" as defined in A.R.S. §9-591(21) means a pole or similar structure that is used in whole or in part for communications services, electric distribution, lighting or traffic signals. Utility pole does not include a monopole. 2 Marana Study Session Council Meeting 10/10/2017 Page 109 of 144 FINAL 8-31-17 City of Chandler Standard Design Requirements Small Wireless Facility on Existing Streetlight The following design standards shall apply, in addition to the Common Standards Design Concepts, Requirements and Details that is included in this document, to a Small Wireless Facility (SWF) proposed for a location with an existing City-owned or third party-owned streetlight in the City of Chandler Right-of-way (ROW). These design standards are not exhaustive and the City, as the owner, keeper and manager of the ROW retains the right to modify or adjust the requirements on a case-by-case basis. A. Pole Criteria: 1. Purpose of Streetlight Pole: The primary purpose of the pole shall remain as a pole structure supporting a streetlight luminaire and related streetlight fixtures used to provide lighting to the City ROW. The attachment of wireless equipment to an existing streetlight pole or to a replacement pole that impedes this primary purpose will not be approved. 2. General Requirement: a) An SWF shall be designed to blend in with the surrounding streetscape with minimal to any visual impact. b) A replacement pole shall match the City of Chandler standard streetlight pole, as closely as possible, subject to more specific criteria below. c) For each individual pole type or style used to support the wireless equipment, one spare replacement pole shall be provided by the wireless provider to City in advance so the pole can be replaced promptly in case of a knockdown. d) All plans shall be signed and sealed by a Professional Engineer. e) All other details in the City of Chandler Street Light Design (Technical Design Manual #6) shall apply. 3. Specific Criteria: a) New or Replacement Pole Height A new or replacement pole may be installed without zoning review if one of the two height requirements is met: 1) Up to a ten (10) foot increase, not to exceed fifty (50) feet total (whichever is less), per A.R.S. §9-592(1); or 2) Up to forty (40) feet above ground level, per A.R.S.§9-592(J). b) Overall Height of Replacement Pole 1) The "base" height of an existing streetlight pole shall be the height of the vertical pole section from the existing grade. The height of the luminaire mast arm, if higher than the vertical pole section, shall not be used to determine the new overall height of the replacement pole. 2) If the antennas are the highest vertical element of the site, then the new overall height of the replacement pole is measured from the existing grade to the top of the canister or the top of the panel antenna. c) Increase in Outside Diameter (OD) of Pole The non-tapered replacement pole outside diameter (OD) of the base section shall be equal to the top section, and the OD shall not exceed eight and five-eights (8-5/8) inches (the pole manufacturing industry standard OD for an 8 inch diameter pole) or a 100% increase in diameter of the original pole, whichever is less. Marana Study Session Council Meeting 10/10/2017 3 Page 110 of 144 FINAL 8-31-17 d) Luminaire Mast Arms 1) All luminaire mast arms shall be the same length as the original luminaire arm, unless the City requires the mast arm to be different (longer or shorter) based upon the location of the replacement pole. 2) Unless otherwise approved, all luminaire mast arms shall match the arc (if applicable) and style of the original luminaire arm. 3) The replacement luminaire mast arm shall be at the same height above the ground as the existing luminaire. e) Luminaire Fixtures 1) All replacement poles shall have the City standard light-emitting diode (LED) light fixture installed. 2) All replacement light fixtures shall have a new City standard photo-cell or sensor. f) Pole Foundation 1) All pole foundations shall conform to the City's adopted standards and specifications on streetlight design and shall be modified for wireless communications equipment and cables. 2) The City, in its sole discretion, may allow the pole foundation design to be "worst case" for all soil conditions. 3) A separate, one-inch diameter conduit shall be installed in the pole foundation for the City's luminaire wire and any additional City wires or cables. The City's conduit shall be trimmed to three (3) inches above the top of the pole foundation. 4) The height of the pole foundation shall be two (2) inches above finished grade. If the pole foundation encroaches into any portion of the sidewalk, then the pole foundation shall be flush with the sidewalk. 5) Shrouds for the streetlight pole mounting bolts may be required for the replacement pole. g) Painting of Replacement Pole 1) If the replacement pole is an unpainted galvanized pole, the pole shall not be painted or have a finish unless otherwise specified by the City. 2) For powder coated bronze/silver SL-6, SL-8 or SL-16 type poles, the wireless provider shall replace with same powder coated color and/or color combination per Chandler Street Light Design Manual (Technical Design Manual #6). 3) For Park Green SL-10 style poles (no longer being installed), the wireless provider shall replace with powder-coated bronze/silver SL-8 type pole. h) Painting Antennas and Mounting Equipment 1) All antenna mounting brackets and hardware, antenna mounting posts, cables, shrouds and other equipment mounted on a new or replacement unpainted galvanized pole shall be painted Sherwin Williams "Web Grey" (SW7075) color or equivalent, unless specified otherwise by the City. 2) All antenna mounting brackets and hardware, antenna mounting posts, cables, shrouds and all other equipment mounted on a painted new or replacement pole shall be painted a color specified by the City. i) Wireless provider shall install pole numbers on each replacement pole (to match the number on the existing streetlight pole being replaced) per Chandler Street Light Design Manual (Technical Design Manual #6). Marana Study Session Council Meeting 10/10/2017 4 Page 111 of 144 FINAL 8-31-17 City of Chandler Standard Design Requirements Small Wireless Facility on Traffic Signal Pole The following design standards shall apply, in addition to the Common Standards Design Concepts, Requirements and Details included in this document, to a Small Wireless Facility (SWF) proposed for a location with an existing City-owned traffic signal in the City of Chandler Right-of- way (ROW). These design standards are not exhaustive and the City, as the owner and manager of the ROW retains the right to modify or adjust the requirements on a case-by-case basis. A. Pole Criteria: 1. Purpose of Traffic Signal Pole: The primary purpose of the traffic signal pole shall remain as a pole structure supporting a traffic signal and related streetlight fixtures used to provide traffic control and lighting to the City ROW. The attachment of wireless equipment to a new or replacement traffic signal pole that impedes this primary purpose will not be approved. 2. General Requirement: a) An SWF shall be designed to blend in with the surrounding streetscape with minimal to any visual impact. b) A replacement pole shall match the City of Chandler standard traffic signal pole, as closely as possible, subject to more specific criteria below. c) For each individual pole type or style used to support the wireless equipment, one spare replacement pole shall be provided by Company to City in advance so the pole can be replaced promptly in case of a knockdown. d) All plans shall be signed and sealed by a Professional Engineer. e) All other details in the City of Chandler Traffic Signal Design (Technical Design Manual #5) shall apply. 3. Specific Criteria: a) New or Replacement Pole Height A new or replacement pole may be installed without zoning review if one of the two height requirements is met: 1) Up to a ten (10) foot increase, not to exceed fifty (50) feet total (whichever is less), per A.R.S. §9-592(1); or 2) Up to forty (40) feet above ground level, per A.R.S. §9-592(J). b) Overall Height of Replacement Pole The height of the replacement pole is measured from grade to the top of the antenna canister or the top of the panel antennas if the antennas are the highest elements. c) Increase in Outside Diameter (OD) of Pole 1) If the replacement pole is a taper design, the diameter of the base section of the replacement pole OD shall not exceed twelve (12) inches or a 100% increase in the OD of the base section, whichever is less. 2) If the replacement pole is non-tapered, then the diameter of the base section shall be equal to the top section and the OD shall not exceed twelve (12) inches or a 100% increase, whichever is less. d) Signal Head Mast Arms 1) The traffic signal head mast arms shall be the same length as the original signal head mast arm unless the City requires the mast arm to be different (longer or shorter) based upon the location of the replacement pole. Marana Study Session Council Meeting 10/10/2017 5 Page 112 of 144 FINAL 8-31-17 2) All signal head mast arms shall match the arc (if applicable) and style of the original signal head mast arm. e) Luminaire Mast Arms 1) All luminaire mast arms shall be the same length as the original luminaire arm unless the City requires the mast arm to be different (longer or shorter) based upon the location of the replacement pole. 2) All luminaire mast arms shall match the arc (if applicable) and style of the original luminaire arm. f) Signal Heads 1) All existing signal heads shall be replaced, at no cost to City, with new light-emitting diode (LED) signal heads, per City of Chandler Traffic Signal Design (Technical Design Manual #5). 2) All signal heads shall be procured from a City approved signal heads supplier or manufacturer. g) Luminaire Fixtures 1) All replacement poles shall have the City standard LED light fixture installed. 2) All replacement light fixture shall have a new photo-cell or sensor installed to City standard. h) Other City Elements on Signal Mast Arm or Pole All existing emergency signal detection units, video detection cameras, video cameras, cross walk service buttons, cross walk signals, and any other pedestrian or traffic devices shall be replaced with new units by wireless provider and installed at no cost to the City. All equipment shall be procured from a list of City approved suppliers. i) Signs and Other Misc. All street name plates or signs, directional signs and any other City approved signs shall be replaced with new signs at no cost to the City. All signs and attachments shall be procured from a list of City approved suppliers. j) Traffic Signal Pole Foundation 1) All pole foundations shall conform to the City's standards an specifications on traffic signal pole design and shall be modified for wireless communications equipment, hand holes and cables. 2) The wireless provider shall install a three (3) inch diameter (OD) conduit in the pole foundation for the City's cables and wires for the signal heads, luminaire and devices on the signal mast arm and luminaire mast arm. The City's conduit shall be trimmed to three (3) inches above the top of the pole foundation. 3) In addition to the conduits for the City's use inside the pole, the wireless provider shall install one of the two options for its cables and wires: a) One, six (6) inch diameter (OD) conduit in the pole foundation; or b) Two, four (4) inch diameter (OD) conduits in the pole foundation. The length of the conduit shall extend from the pole foundation to six (6) inches above the signal head mast arm. 6 Marana Study Session Council Meeting 10/10/2017 Page 113 of 144 FINAL 8-31-17 4) Pole Foundation — Height Above Ground Level a) If the pole foundation is in a landscaped or unimproved area, the height of the caisson shall be two (2) inches above finished grade. However, if the pole foundation is adjacent to or within a sidewalk or ramp, the height of the pole foundation shall be flush with the surface of the immediate area. b) Shrouds for the traffic signal pole mounting bolts may be required for the replacement pole. k) Painting of Pole, Antennas and Mounting Equipment 1) Specifications on paint color and painting process are provided in the City of Chandler Traffic Signal Design (Technical Design Manual #5). 2) For powder-coated traffic signal poles, the wireless provider shall replace with same powder-coated color and/or color combination. 1) Construction of Traffic Signal The installation work of the replacement traffic signal pole, including mast arms, signal heads and devices, must be performed by a Arizona licensed Traffic Signal Contractor with a minimum of five (5) years of experience installing traffic signals. 7 Marana Study Session Council Meeting 10/10/2017 Page 114 of 144 FINAL 8-31-17 City of Chandler Standard Design Requirements Small Wireless Facility on Existing Utility Pole The following design standards shall apply, in addition to the Common Standards Design Concepts, Requirements and Details that is included in this document, to a Small Wireless Facility (SWF) proposed for a location with an existing third party-owned utility pole in the City of Chandler Right-of-way (ROW). These design standards are not exhaustive and the City, as the owner, keeper and manager of the ROW retains the right to modify or adjust the requirements on a case- by-case basis. A. Pole Criteria: 1. Purpose of Utility Pole: The primary purpose of the pole shall remain as a pole structure supporting a cables and wires used to provide communications services and electric distribution in the City ROW. The attachment of wireless equipment to an existing third party-owned utility pole that impedes this primary purpose will not be approved. 2. General Requirement: a) An SWF shall be designed to blend in with the surrounding streetscape with minimal to any visual impact. b) A SWF mounted on an existing third party-owned utility pole is subject to more specific criteria below. c) Each existing pole used to support the wireless equipment, the pole shall be inspected, tested and approved by a licensed structural engineer to be able to have the additional weight and wind-loading placed upon it within industry accepted safety margins. d) All plans shall be signed and sealed by a Professional Engineer. 3. Specific Criteria: a) Replacement Pole Height A replacement pole may be installed without zoning review if one of the two height requirements is met: 1) Up to a ten (10) foot increase, not to exceed fifty (50) feet total (whichever is less), per A.R.S. §9-592(1); or 2) Up to forty (40) feet above ground level, per A.R.S.§9-592(J). b) Overall Height of Replacement Utility Pole 1) The "base" height of an existing utility pole shall be the height of the vertical pole section from the existing grade. 2) If the antennas are the highest vertical element of the site, then the new overall height of the replacement pole is measured from the existing grade to the top of the canister or the top of the panel antenna. c) Use of Existing Pole —Wood 1) An existing wood pole used for a SWF shall have the antennas contained within an eighteen (18) inch (OD) canister mounted at the top of the pole. 2) Unless otherwise approved, the cables and wires from the base of the pole to the antennas shall be installed in a conduit or cable chase outside of the pole, facing away from the street or away from on-coming traffic. 3) If a "dog house" (see Exhibit C) is required as a transition point connecting the underground cables and wires from the ground mounted equipment to the pole, the City shall provide the maximum size, dimension and shape of the dog house on a case-by-case basis. Marana Study Session Council Meeting 10/10/2017 8 Page 115 of 144 FINAL 8-31-17 d) Use of Existing Pole — Metal 1) An existing metal pole used for a SWF shall have the antennas contained within an eighteen (18) inch (OD) canister mounted at the top of the pole. 2) Panel antennas on a metal pole shall have the same "RAD center" (center of radiation) so the antennas will be at the same height on the pole. 3) The cables and wires from the base of the pole to the antennas shall be installed in a conduit or cable chase on the outside of the pole, facing away from the street or away from on-coming traffic. 4) If a "dog house" (see Exhibit C) is required as a transition point connecting the underground cables and wires from the ground mounted equipment to the pole, the City shall provide the maximum size, dimension and shape of the dog house on a case-by-case basis. e) Painting of Pole and Dog House 1) If the replacement pole is an unpainted galvanized pole, the pole shall not be painted or have a finish unless otherwise specified by the City. 2) If the existing or replacement pole includes a dog house for the transition of the cables and wires to the pole, the dog house shall be painted the same color as the pole or a color specified by the City. f) Painting Antennas and Mounting Equipment 1) All antenna mounting brackets and hardware, antenna mounting posts, cables, shrouds and other equipment mounted on a new or replacement unpainted galvanized pole shall be painted Sherwin Williams "Web Grey" (SW7075) color or equivalent, unless specified otherwise by the City. 2) All antenna mounting brackets and hardware, antenna mounting posts, cables, shrouds and all other equipment mounted on a painted new or replacement pole shall be painted a color specified by the City. 3) If the antenna is mounted on a wood pole, the color of the antenna, antenna canister, mounting brackets and posts, shrouds and cable chases shall be painted a color specified by the City that will closely match the color of the wood. g) Ground Mounted Equipment The City may require the ground-mounted wireless equipment to be screened or concealed to reduce the visual impact to the surrounding area. The screening or concealment shall take into account the location of the site, the use of the immediate area, and the existing aesthetic elements surrounding the site. Marana Study Session Council Meeting 10/10/2017 9 Page 116 of 144 FINAL 8-31-17 City of Chandler Standard Design Requirements Small Wireless Facility on New Poles in ROW The following design standards, in addition to the Common Standards Design Concepts, Requirements and Details that are included in this document, shall apply to a Small Wireless Facility (SWF) that a wireless provider may install in the ROW that is not either: 1) a replacement pole for an existing streetlight, or 2) a replacement pole for an existing traffic signal. A new wireless support structure, including a monopole that is up to forty (40) inches in outside diameter (OD), shall incorporate the highest level of stealth and concealment of the antennas and wireless equipment in order to minimize the visual impact of the site to the public. A. Pole Criteria: 1. Purpose of Wireless Support Structure: The sole purpose of a new vertical element or wireless support structure is to attach antennas for the provision of wireless services by a wireless provider in the City's ROW. 2. General Requirement: a) A new wireless support structure shall be designed to minimize the visual and aesthetic impact of the new vertical element and associated equipment upon the look, feel, theme, and use of the surrounding area. b) An SWF shall be designed to blend in with the surrounding streetscape with minimal to any visual impact. c) The new wireless support structure shall be architecturally integrated and compatible with the use of the surrounding area. d) The height of the new wireless support structure cannot exceed the maximum allowed height of the zoning district that the site is proposed. e) All plans shall be signed and sealed by a Professional Engineer. 3. Specific Criteria: a) New Pole Height A new wireless support structure may be installed without zoning review if one of the two height requirements are met, see A.R.S. §9-592(1) and A.R.S. §9-592(J): 1) Up to a ten (10) foot increase, not to exceed fifty (50) feet total (whichever is less), per A.R.S. §9-592(1); or 2) Up to forty (40) feet above ground level, per A.R.S. §9-592(J). b) Overall Height of New Pole The height of the new wireless support structure is measured from grade to top of the antenna canister, or the top of the panel antenna if the antennas are the highest elements of the site. Otherwise, the measured height shall be from existing grade to the highest point of the wireless support structure. c) Outside Diameter of Monopole The maximum outside diameter of a monopole, as defined in A.R.S. §9-591(13), shall not exceed forty (40) inches. d) Stealth and Concealment Elements As part of the stealth and concealment elements of the wireless support structure, the City may require the wireless provider to install street name plates, directional signs, and other decorative signs or artistic elements on the structure. 10 Marana Study Session Council Meeting 10/10/2017 Page 117 of 144 FINAL 8-31-17 1) The wireless provider is solely responsible for the cost of all stealth and concealment elements and the installation of other elements required by the City. 2) The wireless provider is responsible for the performance of and any costs incurred for regular upkeep, maintenance and replacement (if necessary) of these stealth and concealment elements. e) Architectural Integration with Surrounding Area 3) The new wireless support structure shall be designed in consultation with various internal City stakeholders and may include external stakeholders. 4) No new wireless support structure shall be constructed without the consent and simple majority approval of the key stakeholders. 5) The City may require the new wireless support structure to be constructed of a specific material that will enhance the stealth and concealment of the site. f) Pole Foundation 1) The pole foundation for the wireless support structure, if required, shall conform to civil and structural engineering standards acceptable to the City, with design modifications for wireless communications equipment and cables. 2) The height of the pole foundation shall be two (2) inches above finished grade. However, if the pole foundation is adjacent to or within a sidewalk or ramp, the height of the pole foundation shall be flush with the surface of the immediate area. 3) Shrouds for the pole mounting bolts may be required. g) Painting of Wireless Support Structure, Antennas and Mounting Equipment 1) The City shall identify the paint colors, location of paint and any decorative work that may be painted onto the new wireless support structure. 2) The City shall identify the paint colors for the antennas, antenna mounting brackets and posts, antenna shrouds, and cables. 3) The City may require the new wireless support structure to be painted using a powder-coat process. h) Ground Mounted Equipment The City may require the ground-mounted wireless equipment to be screened or concealed to reduce the visual impact to the surrounding area. The screening or concealment shall take into account the location of the site, the use of the immediate area, and the existing aesthetic elements surrounding the site. Marana Study Session Council Meeting 10/10/2017 11 Page 118 of 144 FINAL 8-31-17 City of Chandler Small Wireless in the ROW Common Standard Design Concepts, Requirements and Details The following standard design requirements shall be applied to all new small wireless facilities in the City's ROW, whether for a small wireless facility to be installed on an existing or replacement streetlight pole, an existing or replacement traffic signal pole, an existing or replacement utility pole, or on an existing or new wireless support structure. A. Pole Design & Installation 1. Replacement Pole Clearances — Underground Utilities All ground-mounted electrical equipment shall maintain minimum horizontal clearance from underground utilities. • Clearance from water lines shall be at least six (6) feet. • Clearance from sewer lines shall be at least six (6) feet. • Clearance from telecommunications shall be at least one (1) foot. • Clearance from cable television lines shall be at least one (1) foot. • Clearance from all other underground infrastructure shall be at least six (6) feet. a) The City, in its sole discretion, may grant a variance, upon approval by the City Engineer, from these horizontal separation distances on a case-by-case basis. The approval of a variance is dependent factors specific to the site. b) In the case where there is an issue with horizontal separation from other underground utilities, the wireless provider may elect to work with the impacted utility to have lines, pipes or property moved so that minimum clearance is achieved. All relocation of City- owned or a privately-owned utility shall be at the sole expense of the wireless provider. 2. Calculating the Base Height of an Existing Pole The base height, from which the calculation of the "increase in pole height" is referenced for determining the overall pole height, shall be calculated as follows: a) Streetlight Pole (see Exhibit Aland A2) 1) A streetlight with a separate luminaire mast arm mounted to the vertical pole shall use the top of the vertical pole as the base height. 2) A streetlight, with the luminaire mast arm integrated (e.g. telescopic style pole) into the top vertical section of the pole, shall use the point on the pole where the mast arm is connected plus twenty-four (24) inches as the base height. b) Traffic Signal Pole (see Exhibit B) A traffic signal pole with a luminaire mast arm that is mounted above the signal head mast arm to the pole shall use the top of the vertical portion of the pole as the base height. 3. Replacement Pole Clearance — Original Streetlight Pole or Traffic Signal Pole The minimum distance of the replacement pole from the original pole location shall be sixty (60) inches or more so that construction can occur safely. The City may change this minimum distance on a case-by-case basis. 4. Replacement Pole Clearances — Sidewalks The new or replacement pole shall maintain twelve (12) inch minimum clearance distance from sidewalks. The City, in its sole discretion, may increase that minimum clearance on a case-by-case basis to ensure the safe use of the sidewalk and adjacent area. 12 Marana Study Session Council Meeting 10/10/2017 Page 119 of 144 FINAL 8-31-17 5. Sight Distance Easements (SDE) and Sight Visibility Triangles (SVT) All new and replacement poles shall be installed in a location that does not impair or interfere with SDE or SVT safety requirements. 6. Cables, Wires and Jumpers a) All cables for the wireless equipment and antennas — except where such cables or wires attach to the ports in the antenna— shall be located inside a conduit, inside the caisson and pole. There shall not be any "dog house" or externally visible conduit or entry point of the cables. b) All electrical wires for the streetlight luminaire, traffic signal heads, and any City device on the pole shall be new and connected to the existing power source. 7. Hand-holes a) All hand-hole locations shall be called out on the plans. b) All hand-holes near antennas shall have the top of the hand-hole no lower than the bottom height of the antennas. c) The bottom of the hand-hole should not exceed six (6) inches below the bottom of the antenna. 8. Wireless Facility Identification Information a) A four (4) inch by six (6) inch Radio Frequency Safety notice may be mounted no less than twenty-four (24) inches from the bottom of the antenna, facing away from traffic. b) The wireless provider may place a discreet site identification or number. The size, color and location of this identifier shall be determined by the City. c) No wireless provider signs may be placed on a streetlight, traffic signal pole, wireless support structure, or a new or replacement pole except to the extent required by local, state or federal law or regulations. 9. Interference with City Wireless Network The City has certain wireless devices in a network that connects traffic signals, community centers, water sites, and other locations for the City's proprietary use. The selection of a location for a wireless site shall consider the potential interference of the City's wireless network with RF from a wireless provider's proposed site. a) The City, in its sole discretion, after researching the proposed site, radio frequencies, line of sight to other wireless locations in the City's network, and other technical factors may allow a wireless provider to install a site in the ROW. 10. Cable Chase and Dog Houses The City, in its sole discretion, shall determine if an exterior cable chase and dog house are aesthetically compatible with the pole and immediate area. The materials and paint color of the cable chase and dog house shall be determined on a case-by-case basis. B. Removal of Original Pole, Equipment and Pole Foundation 1. Removal of Original Signal Pole, Mast Arm, Signal Heads and Luminaire a) The City shall determine what original components, (e.g., original pole, mast arm, signal heads and luminaire, etc.) shall be delivered at no cost to the City, to the City's Street Transportation Operations Yard by the wireless provider. b) If the City accepts some of the original components, then only those components shall be delivered by the wireless provider to the City' Street Transportation Operations Yard and the remaining components shall be discarded by the wireless provider. Marana Study Session Council Meeting 10/10/2017 13 Page 120 of 144 FINAL 8-31-17 2. Removal of Original Streetlight or Traffic Signal Pole Foundation The concrete pole foundation for the original streetlight or traffic signal pole shall be removed by the wireless provider as instructed by the City: a) Partial Removal The original pole foundation shall be taken back to a level that is twelve (12) inches below existing grade and covered with four(4) inches of one-half(1/2") inch to three (3/4") quarter inch rock materials. The remaining eight (8) inches shall be native soil. b) Complete Removal If the entire original pole foundation must be removed, then all materials (concrete, rebar, metals, bolts, etc.) shall be removed. The City's Inspector shall determine, on a case-by-case basis, the type of backfill material and compaction required — ranging from native soil that is compacted to a half(1/2) sack slurry for the entire depth, or a combination of native soil and slurry. C. Antennas, RRH/RRU, Cables and Mounting on Pole: 1. General Requirement: All antennas shall be installed in a manner that minimizes the visual impact to the general public. All work shall be performed in a professional manner that is consistent with the highest standards of workmanship. 2. Specific Criteria: a) Antenna Mounting Posts and Brackets 1) All panel antennas shall be mounted directly to the pole or onto a mounting pole so that the distance from the "face" of the streetlight pole to the back of the antenna does not exceed nine (9) inches. 2) All mounting posts shall be trimmed so that the poles do not extend higher than the top of the antenna or protrude lower than the antenna unless necessary to install the shroud. 3) All pole attached wireless equipment must be a minimum ten (10) feet from the sidewalk elevation. b) Panel Antennas 1) All panel antennas for a small cell site shall fit within an imaginary enclosure of not more than six (6) cubic feet in volume in accordance with A.R.S. §9-591(19)(a). (NOTE: This volume does not include antenna cable shrouds when required.) 2) All panel antennas with exposed cables from the bottom of the antenna shall have a shroud installed on the antenna or antenna mounting posts to conceal the cables. (see Exhibits D 1 and D2) a. The type of shroud may be a forty-five (45) degree angle (away from the bottom of the antenna; toward the pole) or a ninety (90) degree angle (parallel to the bottom of the antenna) depending on the location of the site. b. The shroud shall extend from the bottom of the antenna to two (2) inches below the bottom of the nearest hand-hole. c) Canister Antennas 1) All canister antennas shall fit within an imaginary enclosure of not more than six (6) cubic feet in volume. (Note: This volume does not include the canister as it is a stealth device and not the antenna.) 2) The canister shall be no larger than eighteen (18) inches in diameter(OD). 3) All canister antennas shall be located in a canister that is mounted to a base plate at the top of the vertical section of the replacement pole. Marana Study Session Council Meeting 10/10/2017 14 Page 121 of 144 FINAL 8-31-17 4) All cables protruding from the canister shall be concealed within the canister or by a shroud at the point where the canister is mounted to the base plate. d) Remote Radio Heads (RRH) / Remote Radio Units (RRU) Under State Law §9-591(19)(a), the RRH/RRU is not considered part of the antenna. If allowed, the RRH/RRU shall be calculated as part of"All other wireless equipment associated with this facility..." in A.R.S. §9-591(19)(b)that is subject to the twenty-eight (28) cubic feet maximum size for small cell sites. 1) On a case-by-case basis, the City in its sole discretion and – upon reviewing the landscape in the immediate surrounding area, the location of the pole, and stealth options, may allow a site to have an RRH/RRU installed on the pole. D. Ground-mounted Equipment: 1. General requirement: All ground-mounted equipment shall be installed in a manner that minimizes the visual and ingress/egress impact to the general public. All work shall be performed in a professional manner that is consistent with the highest standards of workmanship. 2. Specific criteria: a) Sight Distance Easements (SDE) and Sight Visibility Triangles (SVT) All ground-based wireless equipment shall be installed in a location that does not impair or interfere with SDE or SVT safety requirements. To ensure proper sight distance, all City of Chandler Standard Details (C-246, C-247 and C-248) shall apply. b) Ground Equipment Location –Generally All ground-based wireless equipment, including but not limited to equipment cabinets or power pedestals, shall be placed as far as practical to the back of the ROW while maintaining at least three (3) feet of ingress/egress in the ROW or public utility easement (PUE) around the equipment. c) Ground Equipment Clearances—Underground Utilities 1) All ground-mounted electrical equipment shall maintain minimum horizontal clearance from below-ground utilities: • Clearance from water lines shall be at least six (6) feet. • Clearance from sewer lines shall be at least six (6) feet. • Clearance from telecommunications shall be at least one (1) foot. • Clearance from cable television lines shall be at least one (1) foot. • Clearance from all other underground infrastructure shall be at least six (6) feet. 2) The City, in its sole discretion, may grant a variance upon approval from the City Engineer, from these horizontal separation distances on a case-by-case basis. The approval of a variance is dependent on factors specific to the site. 3) In the case where there is an issue with horizontal separation from other underground utilities, the wireless provider may elect to work with the impacted utility to have its lines, pipes or property moved so that minimum clearance is achieved. All relocation work of City-owned or a privately-owned utility shall be at the sole expense of the wireless provider. Marana Study Session Council Meeting 10/10/2017 15 Page 122 of 144 FINAL 8-31-17 d) Ground Equipment Clearance — Sidewalks The ground equipment shall maintain a minimum twelve (12) inch clearance distance from sidewalks. The City, in its sole discretion, may increase the minimum clearance on a case-by-case basis to ensure the safe use of the sidewalk and adjacent area. e) Compliance with Height Requirements Evidence or documentation that, where the above-ground structure is over thirty-six (36) inches in height, given its proposed location, the structure will comply or be in compliance with applicable City of Chandler planning and zoning ordinances. The Zoning ordinance can be found at https:Hlibrary.municode.com/az/chandler/codes/code—of ordinances?nodeId=PTVIPL f) Screening of Ground Equipment The City, in its sole discretion, may require the ground-mounted equipment to be screened; the type of screening materials and design will be addressed on a case-by- case basis. 1) In cases when screening is not required, the City may specify the paint color of the ground-mounted equipment. g) Decals and Labels 1) All equipment manufacturers' decals, logos and other identification information shall be removed unless required for warranty purposes. 2) The wireless provider of the site may place an "Emergency Contact" decal or emblem to the ground equipment. 3) The ground-mounted equipment shall not have any flashing lights, sirens or regular noise other than a cooling fan that may run intermittently. h) Equipment Cabinets on Residential Property 1) Residential Single-Family Lot The Wireless Equipment and Ancillary Equipment listed in A.R.S. §9-591(19)(b) shall not exceed thirty-six (36) inches in height in the front yard of a residential single-family zoned property. 2) Air-conditioning Units Unless otherwise specified by City, a wireless equipment cabinet with air- conditioning (not a fan only) shall be enclosed by walls and setback a minimum of fifteen (15) feet from lots where the existing or planned primary use is a residential single-family dwelling. i) Electric Company Meter 1) All electric company meters shall be installed in the ROW or PUE. The location of the meter equipment shall have minimum ingress and egress clearance from private property lines and driveways. 2) All electric company meters shall maintain minimum clearance from above-ground utility cabinets and below-ground utilities. 3) All electric company meters shall be installed in a location that does not impair or interfere with the SDE or SVT safety requirements of the City. 4) The electric company meters shall be screened or contained within a "Myers-type" or "Milbank-type" pedestal cabinet that is painted to match the ground equipment or as specified by the City. (see Exhibit E) 5) In the case where screening is not required, the City may specify the paint color of the electric company meter cabinet on a case-by-case basis. Marana Study Session Council Meeting 10/10/2017 16 Page 123 of 144 FINAL 8-31-17 City of Chandler Contacts For questions regarding the 2017 City of Chandler Design Standards, Concepts & Requirements for Wireless Facilities in the Right-of-Way, contact: Regulatory Affairs Manager (480) 782-3410 Utility Development Administrator (480) 782-3315 17 Marana Study Session Council Meeting 10/10/2017 Page 124 of 144 FINAL 8-31-17 Exhibit Al Calculation Points for Height of an Existing Streetlight with Separate Luminaire Mast Arm i �r t rn n e^a The purple line next to the streetlight r depicts the section of the existing streetlight pole that shall be used to calculate the height of the existing pole. The lines are not to scale and are solely used for illustrative purposes. /000 � a i C W 18 Marana Study Session Council Meeting 10/10/2017 Page 125 of 144 FINAL 8-31-17 Exhibit A2 Calculation Points for Height of an Existing Streetlight with Integrated Luminaire Mast Arm wim III i"%� « �j���rrrrrr�iG lllllllllllli44 The "Connection Point" on an Existing Telescopic Style .u4«'«< , I lulu rlll II Flu r Streetlight Pole with an Integrated Luminaire Mast Arm +24 inches The Top and Bottom Points on a Telescopic Streetlight Pole to Calculate the Vertical Height of the Existing Streetlight Pole PLUS to Twenty-four (24) inches 19 Marana Study Session Council Meeting 10/10/2017 Page 126 of 144 FINAL 8-31-17 Exhibit B Calculation Points for Height of Existing Traffic Signal Pole .ter= The Top and Bottom Points on a Traffic Signal Pole to Calculate the Base Vertical Height of the Existing Pole :u 20 Marana Study Session Council Meeting 10/10/2017 Page 127 of 144 FINAL 8-31-17 Exhibit C Dog House — Cable Transition from Underground to Electric Utility Pole y Y a v` External cable chase —the cables and wires are mounted underneath the chase. ,u ■��tn +tea- ss G �u ti� �4�44 yI f Q A r_ "Dog House" with external cable chase installed at the base of a pole to cover the cables and wires when they cannot be installed inside the utility pole. 21 Marana Study Session Council Meeting 10/10/2017 Page 128 of 144 FINAL 8-31-17 Exhibit D1 Antenna Shrouds —45 Degrees 4 t a b n f`��.:m��',•� ... III h., ������ ������ 4 �Y XR pmv 4 s .. a r y t I IIID i f, •g 22 Marana Study Session Council Meeting 10/10/2017 Page 129 of 144 FINAL 8-31-17 Exhibit D2 Antenna Shrouds —90 Degrees \� 45 Aw err z ;s ��.��,, ��d�llllll�Ylllllllllllllllllllllllllll, r - �w f 7 �N r r 1 ti y r 23 Marana Study Session Council Meeting 10/10/2017 Page 130 of 144 FINAL 8-31-17 Exhibit E Examples of Electrical Meter Pedestals — "Myers" or"Milbank" Style H.w. OL z r Y + t * r • r ► n .ws» 9M . 24 Marana Study Session Council Meeting 10/10/2017 Page 131 of 144 Draft 8/31/17 or01, .ddo 7#MV Chandler + Arizona Viiicrc City of Chandler Small Wireless Facility in the ROW Preliminary Site Approval,Application for Permit,and Site License Agreement Process The process for a Small Wireless Facility(SWF) in the Right-of-way(ROW)to be approved involves four steps, including: 1) Preliminary Site Plan Approval, 2)Application to Install a SWF in the ROW, 3) Site License Agreement, and 4)Annual ROW Use Fees. Preliminary Site Plan Approval This first step in the SWF approval process involves the approval of a site plan that will be the basis for the construction drawings submitted for review and approval by the City's building, civil, and utilities plan review staff. 1) Preliminary Site Review with City Staff(Contact City's Regulatory Affairs Manager(480) 782-3410) Involves meeting at City with City staff and Wireless Provider's site development team to review the location of potential SWF in the ROW and proposed SWF design and appearance. City staff may include members from Transportation Engineering, Street Operations, Water& Municipal Utilities, Development Projects& Inspections, and Regulatory Affairs. In the meeting, City staff will review each location with the Wireless Provider and use the City's GIS map layers to identify the opportunities and obstacles for a SWF to be installed at each proposed location. 2) Field Visit of Proposed Site If the City determines that a visit to the proposed site is necessary to identify and verify issues that need to be addressed in the design and engineering of the site, City staff will coordinate a meeting with Wireless Provider's site development and engineering team to discuss and review options. The area around the proposed site shall be Blue Staked and have the ROW line marked prior to the site walk. 3) Submittal for Preliminary Site Approval A request for approval must include: 1) a letter of authorization from the pole owner to utilize the specific pole for this site, and 2)five (5) complete sets of site plans (see below for requirements). The site plan set must be printed in color on 11"x 17" paper and each plan set must include: • Title Sheet. • Site Survey(include on plan,the docket number of the ROW dedication). • Enlarged Site Plan (showing ROW, PUE, and Private Property). • Elevations (minimum of two views), including: a) Height and diameter of the existing pole and the proposed pole. b) Location of the ground equipment and electrical pedestal. c) Antennas with shroud mounted on pole. d) Antenna mounting details. e) Landscape in immediate surrounding area. f) Photosim of site, if requested. 1of3 Marana Study Session Council Meeting 10/10/2017 Page 132 of 144 Draft 8/31/17 4) Approval of Preliminary Site Plan The preliminary site plan will be reviewed by stakeholders in the various City departments and all redlines and comments must be cleared before the plans are approved and ready for the next steps. Once approved,the Wireless Provider shall use the approved plan set as the basis for the construction drawings (CDs) that will be submitted in the Application to Install a Small Wireless Facility in the ROW. The approval of a Preliminary Site Plan does not grant the Wireless Provider any implied or expressed rights or reservations to use the pole and site. The use of a City-owned pole and ROW for a SWF is only reserved upon the execution of the Site License Agreement, or ARLA, by the City. Application to Install a SWF in the ROW At time of submission, the Application to Install a SWF in the ROW shall be accompanied by a non- refundable application fee of seven hundred fifty($750) dollars. In order to be accepted for submittal, each application must have the following documents attached: 1. Preliminary Site Plan Approval The applicant shall submit a copy of the Preliminary Site Plan Approval and all required documents contained in that approval, including a full set of the approved site plan. 2. Antenna Site in ROW License Agreement (ARLA) The ARLA must be signed by the Wireless Provider and include all required documents. (NOTE: A Wireless Provider may submit a second original for their records; the second original will be returned at time of permitting.) 3. Title Report Showing ROW Ownership and Utility Easements. 4. Certificate of Insurance (COI). The COI must be in conformance with the requirements in the Standard Terms and Conditions. 5. Letter of Site Compliance with FCC OET Bulletin 65 (RF Exposure). 6. Five (5) full sets of Construction Drawings for the Site. Upon approval of the preliminary site plan, the Wireless Provider must have the CDs created by a qualified engineering firm and stamped by a Professional Engineer. The submittal of the CD plan set shall be in 11" x 17" format unless otherwise specified by the City's Regulatory Affairs Manager. Generally,the following CD pages are required, at minimum; other pages may be requested on a case-by-case basis: 1) Title Sheet. 2) General Notes. 3) Site Survey(include on plan,the docket number of the ROW dedication). 4) Site Plan. 5) Enlarged Site Plan. 6) Elevations (minimum of two views), including: a. Height and diameter of the existing pole and the proposed pole. b. Location of the ground equipment and electrical pedestal. c. Antennas with shroud mounted on pole. d. Antenna mounting details. e. Landscape in immediate surrounding area. f. Photosim of site, if requested. 2of3 Marana Study Session Council Meeting 10/10/2017 Page 133 of 144 Draft 8/31/17 7) Construction Details a) Antennas. b) Shrouds. c) Mounting brackets and posts. d) Foundation. e) Conduit for cables, wires and electricity. f) Electrical meter and pedestal. g) Ground equipment (need to show dimensions of equipment). 8) Structural and Engineering Documents a. Pole design and load calculations. b. Foundation design and load calculations. 9) Electrical and Grounding Plans, including power meter and pedestal. 10) Landscape and Screening Plan, if required. 11) Drainage and Other Site Issues. 7. Payment of Fee—Application to Install a Small Wireless Facility in the ROW ($ 750.00) The non-refundable application fee includes the cumulative fees for City of Chandler staff time to process the proposed SWF from conceptual proposal to permit, including the Preliminary Site Approval,Application to Install a Small Wireless Facility in the ROW, and the Encroachment Permit to Work in the ROW. Upon approval of the Application to Install a Small Wireless Facility in the ROW, the City will coordinate the approval of the Encroachment Permit to Work in the ROW. Execution of Site License Agreement(ARLA) The City will countersign, date, and execute the ARLA upon approval of the Encroachment Permit. When the Encroachment Permit is ready for pick-up, a City staff member will email the applicant to advise them that the permit is ready to be issued. Initial Payment and Invoice of Annual Use Fees A payment of the annual use fee is required at the time of issuing the Encroachment Permit. Since Small Wireless Facility applications will be submitted every month of the year, the following pro-rated schedule shall apply: Application to Install a Small Wireless Facility in the ROW, Submitted January 1 -June 30: Payment of Annual Use Fee • Fifty($50) dollars for Use of City ROW. • Fifty($50) dollars for Use of City Pole in ROW. Application to Install a Small Wireless Facility in the ROW, Submitted July 1—December 31: Payment of Annual Use Fee @ 50%of Total Annual Fee • Twenty-five ($25) dollars for Use of City ROW. • Twenty-five ($25) dollars for Use of City Pole in ROW. An invoice for each Small Wireless Facility in the ROW will be sent to the Wireless Provider or its payment designee by December 15th of each year,with payment due by January 15th of the following year(payment due in 30 days). 3of3 Marana Study Session Council Meeting 10/10/2017 Page 134 of 144 0 Draft 8/31/17 00, .Ao� IM, City of Chandler Chandler + Arizona Y LSmall Wireless Facility in the ROW ti, " ..a •• �r �ii`i"'iii°,!li`." _pit:i'i er° .•.�ti°ti`i.' Preliminary Site Plan Approval Wireless Provider: SWF Site Name&Number: Name of Applicant: Address of Applicant: Applicant's Email Address: @ Applicant's Phone Number: ( ) CMRS Carrier Customer for this Location: CMRS Carrier's Radio Frequency(MHz/GHz)at Site: Location of the Pole: feet (N,S,E or W)of the intersection of and Distance to the Nearest Single-family Residential Property: feet Pole Owner: Pole ID#: Pole Type: Model Number: Steel/Metal or Wood(circle one) Pole Color: Existing Pole Height(overall): feet/inches Proposed Pole Height(overall): feet/inches Lowest Point of the Antenna above Ground Level: feet inches Cubic Feet of Ground Equipment: Height: Length: Width: Total: cubic feet Checklist of Other Required Documents: Letter of Authorization from Pole Owner to Install the Small Wireless Facility Preliminary Site Plan Sets(see requirements in the attached Instructions) FOR STAFF USE ONLY—APPROVAL SECTION Date Submitted: / / Intake By: Name of Contract Administrator: Signature of Contract Administrator: Date Name of Site Plan Approver: Signature of Approver: Date (NOTE:A copy of this form,letter of authorization,and approved preliminary site plan must be included along with the other documents required for the"Application to Install a Small Wireless Facility in the ROW") Marana Study Session Council Meeting 10/10/2017 Page 135 of 144 Draft 8/31/17 andi r + Ar,Tor �'!sx•,e"rs.s.Fox'..'',Iii..x•a!sx•1 5.'r,•s,•s INSTRUCTIONS Small Wireless Facility in the ROW Preliminary Site Plan Approval Wireless Provider: Name of the company that will operate the Small Wireless Facility(SWF). SWF Site Name& Number: Input the site name. Name of Applicant: The name of the person submitting the application and the company they are employed with;this person may be a wireless provider employee or an agent working on behalf of the operating company. Address of Applicant: Business address of the applicant. Applicant's Email Address: Business email of the applicant. Applicant's Phone Number: Business phone number of the applicant. CMRS Carrier Customer for this Location: The name of the Commercial Mobile Radio Service (CMRS) company (e.g., AT&T, Sprint,T-Mobile or Verizon)that will transmit RF signals at the site. CMRS Carrier's Radio Frequency(MHz/GHz)at Site: This is documenting the specific CMRS radio frequencies that will be transmitted from the antenna(s) at this location. The frequencies may be expressed in ranges, such as 710MHz-716MHz, or 1850MHz—1990MHz, or other similar descriptions of the frequency range along with the designation of megahertz (MHz) or gigahertz (GHz). This information will be useful to have in case there are RF interference issues with municipal RF sites. Location of the Pole: Identify the pole location based on the distance from an existing intersection. Distance to Nearest Single-Family Residential Property: Provide distance from pole to nearest residential property line. Pole Owner: Name of the entity that owns the pole, e.g., APS,SRP, CenturyLink, or City of Chandler. Pole ID#: Most poles have an ID (number or alpha-numeric code) that is on the side of the pole that faces the road or alley; the ID code may be either be in stenciled paint or have vinyl letters and numbers. Pole Type: Select the type of pole (if model number available), then indicate if it is made of steel (galvanized), metal (core-ten), or wood. Pole Color: Provide the color of existing pole. Existing Pole Height(overall): This is height of the pole measured from the ground to the top of the pole. Proposed Pole Height(overall): The proposed height of the replacement pole (from the ground to the top of the pole. Lowest Point of the Antenna above Ground Level: Since the antenna will be mounted on the pole,this information is the measurement from the lowest part of the antenna to the ground. Cubic Feet of Ground Equipment: Provide the dimensions (H x Lx W) of the ground equipment and other non- antenna equipment (e.g., Remote Radio Heads). Marana Study Session Council Meeting 10/10/2017 1 Page 136 of 144 Draft 8/31/17 Checklist of Other Required Documents Letter of Authorization from Pole Owner to Install Small Wireless Facility The applicant must submit a letter of authorization from the pole owner stating that the applicant (or Wireless Provider) has permission to install the small cell antenna and equipment onto the pole. Preliminary Site Plan Set, (five complete sets printed on 11"x 17"paper)shall include, but not limited to: • Title Sheet. • Site Survey(include on plan,the docket number of the ROW dedication). • Enlarged Site Plan (showing ROW, PUE, and Private Property). • Elevations (minimum of two views), including: a) Height and diameter of the existing pole and the proposed pole. b) Location of the ground equipment and electrical pedestal. c) Antennas with shroud mounted on pole. d) Antenna mounting details. e) Landscape in the immediate surrounding area. f) Electrical meter pedestal. g) Photosim of site, if requested. Staff Use Section Date Submitted Input the date that the document was accepted for processing. Intake By Input the name of the City staff that reviewed and accepted the packet of documents for processing. Name of Contract Administrator The Contract Administrator is the Regulatory Affairs Manager or his/her designee. Name of Site Plan Reviewer&Approver The Site Plan Reviewer and Approver of the site plan is the Regulatory Affairs Manager or his/her designee. 2 Marana Study Session Council Meeting 10/10/2017 Page 137 of 144 Draft 8/31/17 or* ChandW . Ar,- n •"!sy,o gym.".m.',r _.m:°.. i:sy. I°. R. .'i City of Chandler Application to Install a Small Wireless Facility in the ROW Wireless Provider: SWF Site Name&Number: Name of Applicant: Address of Applicant: Applicant's Email Address: @ Applicant's Phone Number: ( ) CMRS Carrier Customer for this Location: CMRS Carrier's Radio Frequency(MHz/GHz)at Site: Location of the Pole: feet (N,S,E or W)of the intersection of and Pole Owner: Pole ID#: Cubic Feet of Ground Equipment: c.f. Checklist of Other Required Documents: Preliminary Site Plan Approval Documents Antenna Site in ROW License Agreement(signed by Wireless Provider) Title Report Showing ROW Ownership and Utility Easements Certificate of Insurance Letter of Site Compliance with FCC OET Bulletin 65(RF Exposure) Five(5)full sets of Construction Drawings for the Site(see requirements in Instructions attached) Payment of Fee—Application to Install a Small Wireless Facility in the ROW($ 750.00_) FOR STAFF USE ONLY—APPROVAL SECTION Application Packet Submittal: / / Application Intake By: Name of Contract Administrator: Signature of Contract Administrator: Date Name of Plan Reviewer or Designated Approver: Signature of Approver: Date CoC ARLA License Number(to be assigned upon approval of Application): — — Marana Study Session Council Meeting 10/10/2017 (Year) — (Wireless Provider) — (N Fpe@q"X'IQ Draft 8/31/17 or* ChandW . Anna •"!sy,o gym.".m.',r _.m:°.. i:sy. I°. R. .'i INSTRUCTIONS Application to Install a Small Wireless Facility in the ROW Wireless Provider: Name of the company that will operate the Small Wireless Facility (SWF). SWF Site Name& Number: Input the site name. Name of Applicant: The name of the person submitting the application and the company they are employed with; this person may be a wireless provider employee or an agent working on behalf of the operating company. Address of Applicant: Business address of the applicant. Applicant's Email Address: Business email of the applicant. Applicant's Phone Number: Business phone number of the applicant. CMRS Carrier Customer for this Location: The name of the Commercial Mobile Radio Service (CMRS) company (e.g., AT&T, Sprint,T-Mobile or Verizon)that will transmit RF signals at the site. CMRS Carrier's Radio Frequency(MHz/GHz)at Site: This is documenting the specific CMRS radio frequencies that will be transmitted from the antenna(s) at this location. The frequencies may be expressed in ranges, such as 710M Hz-716M Hz, or 1850M Hz—1990M Hz, or other similar descriptions of the frequency range along with the designation of megahertz (MHz) or gigahertz (GHz). This information will be useful to have in case there are RF interference issues with municipal RF sites. Location of the Pole: Identify the pole location based on the distance from an existing intersection. Pole Owner: Name of the entity that owns the pole, e.g., APS,SRP, CenturyLink, or City of Chandler. Pole ID#: ID (number or alpha-numeric code) that is on the side of the pole; the ID code may be either be in stenciled paint or have vinyl letters and numbers. Cubic Feet of Ground Equipment: Provide the dimensions (H x L x W) of the ground equipment and other non- antenna equipment (e.g., Remote Radio Heads). Checklist of Other Required Documents Preliminary Site Plan Approval Documents The Preliminary Site Plan Approval Documents include a copy of the signed approval form, a copy of the letter of authorization from the pole owner, and a copy of the approved site plan set. Marana Study Session Council Meeting 10/10/2017 1 Page 139 of 144 Draft 8/31/17 Antenna Site in the ROW License Agreement(ARLA) The ARLA must have all information completed and signed by the authorized representative of the Wireless Provider. The ARLA must have all Exhibits attached in order to be complete. (NOTE: If the Wireless Provider would like an original version of the ARLA,they may submit a second original that will be returned with the Encroachment Permit at time of permitting.) Title Report Showing ROW Ownership and Easements The title report is required for the ROW property that the SWF site is located on and the immediately adjacent area surrounding the site that another person or entity may hold an interest. Certificate of Insurance(COI) The certificate of insurance document must be in conformance with the requirements set for in the City of Chandler Wireless Facilities Standard Terms and Conditions. Letter of Compliance with FCC OET Bulletin 65(RF Exposure) A letter from the Director of RF Engineering or an equivalent title attesting that the proposed SWF will be operated in compliance with the radio frequency exposure guidelines set forth in the FCC Office of Engineering& Technology, Bulletin 65 (Evaluating Compliance with FCC Guidelines for Human Exposure to Radio Frequency Electromagnetic Fields). Construction Drawings Plan Set, (five complete sets printed on 11"x 17"paper)shall include, but not limited to: 1) Title Sheet. 2) General Notes. 3) Site Survey(include on plan,the docket number of the ROW dedication). 4) Site Plan. 5) Enlarged Site Plan. 6) Elevations (minimum of two views), including: a) Height and diameter of the existing pole and the proposed pole. b) Location of the ground equipment and electrical pedestal. c) Antennas with shroud mounted on pole. d) Antenna mounting details. e) Landscape in immediate surrounding area. f) Photosim of site, if requested. 7) Construction Details a) Antennas. b) Shrouds. c) Mounting brackets and posts. d) Foundation. e) Conduit for cables, wires and electricity. f) Electrical meter and pedestal. g) Ground equipment (need to show dimensions of equipment). 8) Structural and Engineering Documents a) Pole design and load calculations. b) Foundation design and load calculations. 9) Electrical and Grounding Plans, including power meter and pedestal. 10) Landscape or Screening Plan, if required. 11) Drainage and Other Site Issues. Marana Study Session Council Meeting 10/10/2017 2 Page 140 of 144 Draft 8/31/17 Payment of Fee—Application to Install a Small Wireless Facility in the ROW($750.00) The non-refundable application fee includes the cumulative fees for City of Chandler staff time to process the proposed SWF from conceptual proposal to permit, including the Preliminary Site Approval, Application to Install a Small Wireless Facility in the ROW, and the Encroachment Permit to Work in the ROW. Staff Use Section Application Packet Submittal Input the date that the Application was accepted for review and approval. Application Intake By Input the name of the City staff that reviewed the application for completeness and accepted payment of the Application to Install a Small Wireless Facility in the ROW. Name of Contract Administrator The Contract Administrator is the Regulatory Affairs Manager or his/her designee. Name of Encroachment Permit Approver The Approver of the Encroachment Permit is the Development Project Administrator or his/her designee. The approval signature shall only be provided after all reviews and approvals of the Construction Drawings are completed and the Encroachment Permit is ready for the Wireless Provider. CoC ARLA License Number Input the City's License Number for the ARLA after the site is approved for Encroachment Permit. The format shall be: Year — Wireless Provider Name – Number (XXXXX) with the year in full four(4) digits, the name of the Wireless Provider, and starting with "00001" Examples: 2017 – AT&T/Cingular – 00001 2017 – Sprint – 00089 Marana Study Session Council Meeting 10/10/2017 3 Page 141 of 144 'Ad � MARANA AZ ESTABLISHED 1977 Council-Study Session D3 Meeting Date: 10/10/2017 To: Mayor and Council From: Frank Cassidy, Town Attorney Date: October 10, 2017 Strategic Plan Focus Area: Not Applicable Subject: Relating to Development; discussion of proposed comprehensive revisions to the Land Development Code's sign regulations (Frank Cassidy & Brian Varney) Discussion: In June 2015, the United States Supreme Court issued its opinion in Reed v Town of Gilbert, casting a constitutional cloud over all content-based sign regulations. In simple terms,Reed calls into question any regulation that requires a code enforcement officer to read a sign to know if it's legal. As a result of Reed, sign codes are being amended to replace sign types restricting the message on the sign with sign types focused on the size, location, and construction of the sign. The flag and flagpole revision presented for consideration at the Council's October 3 meeting is an example of a Marana sign code revision eliminating a content-based regulation -- it eliminated a provision favoring a "United States of America" flag. The proposed comprehensive sign code revision being prepared by Town staff attempts to eliminate content-based regulations. The draft has been rewritten in its entirety to remove regulations pertaining to specific content or speakers, and to regulate based on time, place, and manner of the signage. That is, the standards are written to regulate when, where, and how a particular sign may be placed. Although substantially complete, the draft sign code is still subject to additional review by town staff and stakeholders. After receiving Council feedback at this study session and making any resulting modifications to the draft code, staff will solicit feedback from members of the business community who will ultimately be subject to the new regulations. The entire draft sign code will be presented to the Planning Commission and ultimately the Marana Study Session Council Meeting 10/10/2017 Page 142 of 144 Council at future public hearings when the public review process has been completed. Although most of the existing sign code regulations have been revised, staff has selected the following key changes for Council's feedback at this time: 1 The draft creates new definitions for the terms 'sign property' and 'sign premises.' The 'sign property' is the specific lot or parcel where the sign is located. The 'sign premises' consist of the entire development or shopping center where the sign is located. 2. Most of the regulations in the draft allow signage to be located anywhere on the 'sign premises,' and not simply on the 'sign property.' 3. Wall signage in non-residential areas has been modified to reduce the area from 1.5 square feet for each linear foot of building frontage to a ratio 1:1 for buildings within 75 feet of the right-of-way. For buildings further than 75 feet from the right-of-way, the current ratio of 1.5:1 remains. 4. The base allowable area and height for freestanding monument signs in non-residential areas remains unchanged at 40 square feet and eight feet in height, but the draft allows a 25% increase in area and height if the sign design meets certain established criteria typical of exceptional-quality signage. 5. The base allowable area and height for freestanding pylon signs (formerly 'pole signs') has been reduced from a maximum of 150 square feet and 20 feet in height to a maximum of 80 square feet and 14 feet in height, but the draft allows a 25% increase in area and height if the sign design meets certain established criteria typical of exceptional-quality signage. 6. Regulations are in process for interstate pylon signs (called I-10 freeway interchange business signs in the current sign code). The current area and height standards are 300 square feet and 65 feet in height. 7. Electronic message display signs are currently limited to 50% of the total allowable sign area up to 40 square feet, and limit the change rate to once every 30 seconds. Staff proposes to allow the entire sign area to be used for electronic message display, and to reduce the change rate to once every eight seconds (consistent with ADOT standards). 8. Temporary banner-type signs are currently allowed to be displayed for up to two weeks with a three-week break between display periods. Staff proposes a display period of 21 days, up to four times per calendar year. 9. The draft eliminates sign types focused on the content or identity of the sign owner. Examples of eliminated sign types include construction signs, political signs, real estate property signs, service club signs, temporary qualifying event directional signs, and time and temperature signs. 10. The draft code would allow one portable sign, such as an 'A'-frame or 'T'-frame, to be displayed per sign property within 30 feet of the entrance of the building to which the sign applies. The exception would be in the downtown area in which signs may be located anywhere upon the sign property with appropriate clearance for pedestrian access. 11. The draft code would require residential subdivisions under construction to have a subdivision sign program to regulate temporary signs within the boundaries of the development. 12. Enforcement provisions have been revised to follow the civil infraction process, chapter 5-7 of the Town Code. Staff Recommendation: Marana Study Session Council Meeting 10/10/2017 Page 143 of 144 Staff requests Council feedback on the these policy issues: 1 The staff draft eliminates special treatment of non-commercial signs. The practical effect of this in the staff draft is that more temporary signage is now permitted than in the existing Marana sign code. Post-Reed 9th Circuit decisions allow more liberal rules for non-commercial signs. Should the regulations be amended to create special, less-stringent rules for non-commercial signs? 2. The staff draft minimizes regulations focused on "on-site" versus "off-site" commercial signs. Post-Reed 9th Circuit decisions allow less-favorable treatment of"off-site" commercial signs. Should the regulations be amended to more strictly regulate "off-site" signs? I The staff draft completely eliminates "political signs" as a sign type, and simply includes political signs and other non-commercial signs within the more liberally-permitted temporary signage regulations. Post-Reed decisions across the country have identified special regulations for political signs as the most likely to violate the First Amendment. State law already gives political signs special treatment by preempting local government removal of political signs from public rights-of-way during election season. Would Council prefer the state law preemption to be placed into the text of the sign code? 4. The staff draft completely prohibits non-government signs in the right-of-way except in situations where an adjacent property owner holds license to use the right-of-way (treated by staff as an extension of the adjacent premises for sign regulation purposes). But for the state law preempting local government removal of political signs from public right-of-way during election season, this would make political signs in the right-of-way illegal under Marana's sign code in most circumstances. Would Council prefer the state law preemption to be placed into the text of the sign code? 5. Staff requests Council feedback on regulations described in the "Discussion" section above, and in particular those for interstate pylon signs, electronic message displays, temporary banner-type signs, and freestanding signs. Town staff recommends the regulatory approaches toward temporary, on-site/off-site, and political signs in the staff draft as the best way to minimize the Town's legal exposure and to maximize the code's likelihood to be upheld in the face of a constitutional challenge. The specific regulations concerning size, location, and duration are more a matter of Council's preference, and do not raise constitutional concerns. Suggested Motion: Council's pleasure. Attachments No file(s) attached. Marana Study Session Council Meeting 10/10/2017 Page 144 of 144