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HomeMy WebLinkAboutResolution 2004-118 communications site lease agreement with nextel communicationsMARANA RESOLUTION NO. 2004-118 RELATING TO REAL ESTATE; APPROVING AND AUTHORIZING THE EXECUTION OF A COMMUNICATIONS SITE LEASE AGREEMENT WITH NEXTEL COMMUNICATIONS FOR THE NON-EXCLUSIVE USE OF THE MARANA MUNICIPAL COMPLEX COMMU- NICATION TOWER. WHEREAS, the Town's Information Technology Department has been negotiating with Nextel Communications for the lease by Nextel of tower space on the new eighty-five-foot radio tower being constructed to replace the tower immediately adjacent to the current town hall on the Municipal Complex campus; and WHEREAS, the Mayor and Council of the Town of Marana feel it is in the best interests of the public to enter into this lease. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, that the lease between the Town of Marana and Nextel Communications, attached to and incorporated by this reference in this resolution as Exhibit A, is hereby authorized and approved. The Town Manager is hereby authorized to execute said Ex- hibit A for and on behalf of the Town of Marana. PASSED AND ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, this 17th day of August, 2004. ATTEST: d~C. ~ronson, Town Clerk {00000141.DOC/} FJC/cds 8/.5/04 Market: Tucson Exhibit A s ts . Site Name: Marana COMMUNIGA~ONS SITE LEASE A~REEMFNT (TowER) This COMMUNICATIONS 8rrE L~.ASE AGREEMENT (-Agreemenl") is dated as of ~ 2004, by NEXTEL WEST CORP., a Delaware corporation, d/b/a Nextel Communications ("Nexte/" or '"re~ant~ and the Town of Marans, an Arizona municipal corporation ("Owne~ or 'Land/om'). For One Dollar ($1.00) paid to Owner, and other geed and valuable considerefion the receipt and sufficiency of which is hereby acknowledged, the panes hereto agree as follows: 1. Premises. Owner owns a parcel of land ("Land') and a telecommunications tower ("Towel') located in the City of Marana, County of Pima, State of Arizona, commonly known as 3251 N. Lon Adams, Marana, AZ 85653 (APN: 217-36-l)04B). The Tower and the Land are collectively referred to herein as the "Propettj~." The Land is more particularly desc, dbed in Exhibit A annexnd hereto. Subject to the provisions of Paragraph 2 below ('Effective Date/Due Diligence Pednd'), Owner hereby leases to Nextat and Nextel leases from Owner approximately six hundred (600) square feet of Land and space either adjacent to or on the Tower and all a~cass and utility easements necessary or desirable therefor (collectively, "Prem/ses~ as may be described generally in Exhibit B annexed hereto. 2. Effootiv~ Date/Due Dilluenca Period. This Agreement shall be effective on the data of full execution hereof (-~ Date'). Beginning on the Effe~ive Date and continuing until the Term Commencement Date as defined in Paragraph 3 below ~'Due Diligellge Period'), Nextel shall only be permitted to enter the Property for the limited purpose of making appropriate engineering and boundary surveys, inspections, and other reasonably necessary investigations and signal, topographical, geotechnical, structural and environmental tests (collectively, "/nvestfl/adons and Tesls") that Nextel may deem necessary or desirable to determine the physical condition, feasibility and suitability bf lhe Promises. Upon Nextel's request, Owner agrees to provide promptly to Nextel copies of all plans, specifications, sup/eys and Tower maps for the Land and Tower. The Tower map shall include the elevation of all antennas on the ~ower and the frequencies upon which each operates, in the event that Nextel determines, during the Due Diligence Period, that the Premises are not appropriate for Nexfel's intended use, or if for any other reason, or no mason, Nextel decides not tO commence its tenancy of the Premises, then Nextel shall have the right to terminate this Agreement without penalty upon written notice to Owner at any time during the Due Diligence Period and pdor to the Term Commencement Date. Owner and Nextel expressly acknowledge and agree that Nextel's access to the Property during this Due Diligence Pefied shall be solely for the limited purpose of perforating the Investigations and Tests, and that Nextel shall not be considered an owner or operator of any portion of the Property, and shall have no ownership or control of any portion of the Property (except as expressly provided in this Paragraph 2), prior to the Term Commencement Date. 3. Term. The term of Nextel's tenancy hereunder shall commence upon the start of construction of the Tenant Facilities (as defined in Paragraph 6 below) or eighteen (18) months following the Effective Date, whichever first occurs ('Te~n Commencement Dele') and shall terminate on the filth anniversary of the Term Commencement Date ('Term') unless otherwise terminated as provided bemln. Tenant shall have the ~ght to extend the Term for five (5) successive five (5) year periods (-Reg~m~a/Terms-) on the same terms and conditions as set forth herein. This Agreement shall automatically be extended for each successive Renewal Term unless Tenant notifies Landlord of its intention not to renew prior to commencement of the succeeding Renewal Term. 4. Rent. WRhin fifteen (15) business days following the Term Commencement Date and on the first day of ~ch month thereafter, Tenant shall pay to Landlord as rent One Thousand Five Hundred and no/100 Dollars ($1,500.00) per month ('Rent'). Reht shall be increased at the commencement of each Renewal Term by an amount equal to fifteen percent (15%) of the Rent in effect for the previous Term or Renewal Tern1. Rent for any fractional month at the beginning or at the end of the Term or Renewal Tem~ shall be prorated. Rent shall be payable to Landlord at 13251 N. Lon Adams Road, Marana, Adzena 85653,-g72'3; Attention: Roy Cuaron, Finance Director. All of Tenant's monetary obligations set forth in this Agreement are conditioned upon Tenant's receipt of an accurate and executed W-9 Form frm~n Landlord. Original I of 4 AZ-O4OaA ~ L__~_ _ (ExJ~taJ~) - 1 - 7,'23/'2l~(~ 1:44 PM Market: Tucson Site #: AZO403A &ite Name: Marana $. Use. From and after the Term Commencement Date, the Promises may be used by Tenant for any lawful activity in connection with the provision of communicatio~s services, and Tenant shall have the ongoing right to perform such Investigations and Tests as Teflant may deem necessary or desimbts. Landlord agrees to cooperate with Tenant, at Tenants expense, in making application for and oblalnlng all licenses, permits and any and all other necessary ap~orovals that may be required for Tenant's intended use of the Promises. 6. Facilities: Utilities: Acces.,. (al Tenant has the rigN to construct, erect, maintain, test, replace, remove, operate and upgrade on the Premises communications facilities, including without limitation utility lines, transmission lines, an air conditioned equipment shelter(s), electronic equipment, transmitting and receiving antennas, a standby power generator, and SUpporting equipment and structures therefor ~'Tanant Facilit~s'). In connection therewith, Tenant has the dght to do all work necessary to prepare, maintain and alter the Premises for Tenant's businass operations and to install transmission lines connecting the antennas to the transmitters and mnaivers. All of Tenant's construction and installation work shall be performed at Tenant's sole cost and expense and In a good and workmanlike manner. Tenant shall hold title to the Tenant Facilities and all of the Tenant Facilities shall remain Tenant's bemonal pmberty and aro not fixtures. Tenant has the right to remove the Tenant Facilities at Its sola expense on or before the expiration or eedier termination of this Agreement, and Tenant shall repair any damage to the Premises caused by such removal. Upon the expiratk~n or earlier termination of this Agreement, Tenant shall remove the Tenant Facilities from the Property. Co) Tenant shall pay for the electricity it consumes In its operations at the rate charged by the servicing utility company. Tenant shall have the Hght to draw electricity and other utilities from the existing utilities on the Property or obtain separate utility service fi'om any utility company that will provide sewice to the Preperty. Landlord agrees to sign such documents or easements as may be required by said utility companies to provide such service to the Promises, including the grant to Tenant or to the servicing utility company at no cost to the Tenant, of an easement in, over, across or through the Land as required by such servicing utility company to provide utility services as provided herein. Any easement ne~ry for such power or other utilities will be at a location acceptable to Landlord and the servicing utility company. (c) Tenant, Tenant's employees, agents and contractors shall have access to the Premises without notice to Landlord twenty-four (24) hour; a day, seven (7) days a week, at no charge. Landlord grants to Tenant, and Tenant's agents, employees and contractors, a non-exclusive right and easement for pedestrian and vehicular ingress :~c~r~ss across the Land as may be ~le~dpacl generally in Exhibit B. As depict. In Exhibit B, Tenant's vehicular limited to aroas paved with asphalt or concrete only, which Tenant acknowledges and understands do not ~nd directly to the Premises, but Tenant shall have full pedes~an access over the Land from the paved areas to the ?l'ereises. Furthermore, In the event that circumstances so requiro (such as the ndginal construction of the Tenant ~aacl!.itles), Tenant shall have vehicular aocees over the non-paved areas to the Promises only with the prior consent of n~,ord. In such event, Tenant shall be responsible for and will promptly repair any damage caused by such access. (d) Landlord shall maintain all access roadways from the nearest public roadway to the Premises in a manner sufficient to allow pedestrian and vehicular access at all times under normal weather conditions. Landlord shall be responsible for maintaining and repairing such roadways, at its sole expense, except for any damage caused by Tenant's use of such roadways. 7. Interference. (al Tenant shall operate the Tenant Facilities in compliance with all Federal Communications Commission ('FCC') requirements and in a manner that will not cause interference to Landlord or other lessees or licensees of the Property, provided that any such Installations jxedate that of the Tenant Fadlities. (h) Subsequent to the installation of the Tenant Facilities, Landlord will not, and will not permit its lessees or licensees to, install new equipment on or make any alterations to the Prepan'y or property contiguous thereto Owned or controlled by Landlord. if such mndiAcations are likely to cause interference with Tenant's operations. In the event interferonco occurs, Landlord agrees to use best efforts to eliminate such interference in a roasonable time period. ~t~andlorcl's failure to comply with this paragraph shall be a material breach of this Agreement. 8. Taxes. If personal property taxes ara assessed, Tenant shall pay any portion of such taxes directly att~betabla to the Tenant Facilities. Landlord shall pay all rosi propedlt taxes, as~_~__.ements and deferred taxes on the Property. ~ Market: Tucson ~, Site #: AZ0403A ~.. Site Name: Marana 9. Waiver of Landlord's Lien. · (a) Landlord waives any lien rights it may have concerning the Tenant Facilities, all of which are :deemed Tenant's personal property and not fixtures, and Tenant has the right to remove the same at any time without Landlord's consent. (b) Landlord acknowledges thai Tenant has entered into a financing arrangement including promissory notes and financial and security agreements for the financing of the Tenant Facilities ("Collateral') with a third party financing entity (and may in the ~utura enter into additional financing arrangements with other financing entities). In connection therewith, Landlord (i) consents to the installation of the Collateral; (ii) disclaims any interest in the Collateral, as fixtures or otherwise; and (iii) agrees that the Collateral shall be exempt from execution, foreclosure, sale, levy, attachment, or distress for any Rent due or to become due and that such Collateral may be removed at any time without recourse to legal proceedings. 10. Termination. This Agreement may be terminated without further liability on thirty (30) days prior written notice as follows: (i) by either party upon a default of any covenant or term hereof by the other party, which default is not cured within sixty (60) days of receipt of written notice of default, except that this Agreement shall not be terminated if the ~efault cannot reasonably be cured within such sixty (60) day period and the defaulting party has commenced to cure the .default within such sixty (60) day period and diligently pursues the core to completion; provided that the grace period for ~y monetary default is ten (10) days from receipt of written notice; or (ii) by Tenant if it does not obtain or maintain any license, permit or other approval necessary for the construction and operation of the Tenant Facilities; or (iii) by Tenant if Tenant is unable to occupy and utilize the Premises due to an action of the FCC, including without'limitation, a take back of channels or change in frequencies; or (iv) by Tenant if any environmental report for the Property reveals the presence of any Hazardous Material after the Term Commencement Date; or (v) by Tenant if Tenant determines that the Premises are not appropriate for its operations for economic or technological reasons, including, without limitation, signal interference; or (vi) by Tenant if the Landlord fails to deliver to Tenant an executed memorandum of agreement or non-disturbance and attornment agreement pursuant to Paragraphs 19(g) and (h) below. '11. Destruction or Condemnation. If the Premises or Tenant Facilities are damaged, destroyed, condemned or transferred in lieu of condemnation, Tenant may elect to terminate this Agreement as of the date of the damage, destruction, condemnation or transfer in lieu of condemnation by giving notice to Land ord no more than forty-five (45) days following the date of such damage, destruction, condemnation or transfer in lieu of condemnation. If Tenant chooses not to terminate this Agreement, Rent shall be reduced or abated in proportion to the actual reduction or abatement of use of the Premises. 12. Insurance. Tenant, at Tenant's sole cost and expense, shall procure and maintain on the Premises and dn the Tenant Facilities, bodily injury and properly damage insurance with a combined single limit of at least One Mill~on ~tld 00/100 Dollars ($1,000,000.00) per occurrence. Such insurance shall insure, on an occurrence basis, against all I~ility of Tenant, its employees and agents arising out of or in connection with Tenant's use of the Premises, all as provided for herein. Within thirty (30) days following the Effective Date, Tenant may, at its option, (i) provide Landlord with g'certificate of insurance ("COl") evidencing the coverage required by this Paragraph 12, or (ii) provide electronically to I:andlord a uniform resource locater link to access Tenant's memorandum of insurance web site evidencing in order for Landlord to review the coverage required by this Paragraph 12. Landlord, at Landlord's sole cost and expense, shall procure and maintain on the Property, bodily injury and property damage insurance with a combined single limit of at least One Million and 00/100 Dollars ($1,000,000.00) per occurrence. Such Insurance shall insure, on an occurrence basis, against all liability of Landlord, its employees and agents arising out of or in connection with Landlord's use, occupancy and maintenance of the Property. Each party shall be named as an additional insured on the other's policy. Landlord shall provide a COl evidencing the coverage required by this Paragraph 12 within thirty (30) days following the Effective Date. Alternatively, Landlord shall have the option of providing Tenant with evidence of such coverage electronically. In such event, Landlord shall provide Tenant with a uniform resource locater link to the appropriate web site within thirty (30) days following the Effective Date. 13, Waive. Lendlord and Tenant release each other and their respective principals, employees, representatives and agents, from any claims for damage to any person or lo the Property or the Premises or to the Tenant Facilities or any other property thereon caused by, or that result from, risks insured against under any i~urance policies carded by the parties and in force at the time of any such damage. Landlord and Tenant shall cause AZ403A Marana Lease (Executable) 3 7/23~2004 1:44 PM Market; Tucson Silo #: AZO403A Site Name: Marana each insurance policy obtained by them to provide that the insurance company waives all right of recovery by way of subrogation against the other in connection with any damage covered by any policy. Neither Landlord nor Tenant shalr be liable to the other for any damage caused by fire or any of the risks insured against under any insurance policy required by Paragraph 12. 14. Liabilitv and Indemni~,. Landlord and Tenant shall each indemnify, defend and hold the other harmless from and against all claims, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' and consultants' fees, costs and expenses) (collectively "Losses") adsing from the indemnifying part3/s breach of any term or condition of this Agreement or from the negligence or willful misconduct of the indemnifying party's agents, employees or contractors in or about the Property. The duties described in this Paragraph 14 shall apply as of the Effective Date of this Agreement and survive the termination of this Agreement. 15. Assignment and Sublettir~a. 'Tenant may not assign, or otherwise transfer all or any part of its interest in .this Agreement or in the Premises without the prior written consent of Landlord; provided, however, that Tenant may assign its interest to its parenl company, any subsidiary or affiliate of it or its parent company or to any successor-in- interest or entity acquiring fifty-one percent (51%) or more of its stock or assets, subject to any financing entity's interest, if any, in this Agreement as set forth in Paragraph 9 above. Upon assignment, Tenant shall be relieved of all future "Performance, liabilities, and obligations under this Agreement, provided that the assignee assumes all of Tenant's obligations herein. Landlord may assign this Agreement, which assignment may be evidenced by wrtttan notice to Tenant within a reasonable period of time thereafter, provided that the assignee assumes all of Landlord's obligations herein, including but not limited to, those set forth in Paragraph 9 ("Waiver of Landlord's Lien") above. This Agreement shall run with the Property and shall be binding upon and inure to the benefit of the parties, their respective successors, personal representatives, heirs and assigns. Notwithstanding anything to the contrary contained in this Agreement, Tenant may assign, mortgage, ptedge, hypothecate or otherwise transfer wilhout notice or consent its interest in this Agreement to any financing entity, or agent on behalf of any financing entity to whom Tenant (i) has obligations for borrowed money or in respect of guaranties thereof, (ii) has obligations evidenced by bonds, debentures, notes or similar instruments, or (iii) has obligations under or with respect to leffers of credit, bankers acceptances and similar facilities or in respect of guaranties thereof. 16. Warrantv of Title and C~uiet Enjoyment. Landlord warrants that: (i) Landlord owns the Property in fee simple and has rights of access thereto and the Property is free and clear of all liens, encumbrances and restrictions except those of record as of the Effective Date; and (ii) Landlord covenants and agrees with Tenant that ·Tenant may peacefully and quietly enjoy the Premises, provided that Tenant is not in default hereunder after notice and expiration of all CUre per ods ~ 17. Rermlrs. Tenant shall repair any damage to the Premises or Property caused by the negligence or willful misconduct of Tenant. Upon expiration or termination hereof, Tenant shall repair the Promises to substantially the COndition in which it existed upon start of construction, reasonable wear and tear and loss by casualty or other causes beyond Tenant's control excapted. 18. Hazardous Material. (a) As of the Effective Date of this Agreement: (1) Tenant hereby represents and warrants that it shall not use, generate, handle, store or dispose of any Hazardous Material in, on, under, upon or affecting the Property in violation of any Environmental Law (as defined below), and (2) Landlord hereby represents and warrants that (i) it has no knowledge of the presence of any Hazardous Material located in, on, under, upon or affecting the Properly in violation of any Environmental Law; (ii) no notice has been received by or on behalf of Landlord from, and Landlord has no knowledge that notice has been given to any predecessor owner or operator of the Property by, any governmental entity er any person or entity claiming any violation of, or requJrtng compliance with any Environmental Law for any environmental damage in, On, under, upon or affecting the Property; and (ill) it will not permit itself or any third party to use, generate, handle, store or dispose of any Hazardous Material in, on, under, upon, or affecting He Property in violation of any Environmental Law. (b) Without limitation of Paragraph 14, Landlord and Tenant shall each indemnify, defend and hold the other harmless from and against all Losses arising from (i) any breech of any representation or warranty made in this Paragraph 18 by such party;, and/or (ii) environmental cenditlens or noncompliance with any Environmental Law (as AZ403A Marana Lease (Executable) 4 7/23/2004 1:44 PM Market: Tucson Site #: AZ0403A Site Name: Marana defined below) that result, in the case of Tenant, from operations in or about the Property by Tenant or Tenant's agents. employees or contractors, and in the case of Landlord, from the ownership or control of, or operations in or about, the Property by Landlord or Landlord's predecessors in interest, and their respective ,~gents, employees, contractors, tenants, 'guests or other parties. The duties described in this Paragraph 18 shall apply as of the Effective Date of Ibis Agreement and survive termination of this Agreement. (c) "Hazardous Materfai" means any solid, gaseous or liquid wastes (incuding hazardous wastes), regulated substances, pollutants or contaminants or terms oi' similar import, as such terms are defined in any Environmental Law, and shall include, without limitation, any petroleum or petroleum products or by-products, flammable explosives, radioactive materials, asbestos in any form, polychlorinated biphenyls and any other substance or material which constitutes a threat to health, safety, property or the environment or which has been or is in the future determined by any governmental entity to be prohibited, Iimitad or regulated by any Enviranmental Law: (d) "Environmental LaW" means any and al~ federal, state or local laws, rules, regulations, codes, ordinances, or by-laws, and any judicial or administrative interpretations thereof, including orders, de~ees, judgments, rulings, directives or notices of violation, that create duties, obligations or liabilities with respect to: (i) human health; or (ii) environmental pollution, impairmeflt or disruption, including, without limitation, laws governing the existence, use, storage, trealment, discharge, release, containment, transportation, generation, manufacture, refinement, handling, production, disposal, or management of any Hazardous Material, or otherwise regulating or providing for the protection of the environment. (a) This Agreement constitutes the entire agreement and understanding between the parties, and supersedes all offers, negotiations and other agreements concerning the subject mallet contained herein. Any amendments to this Agreement must be in writing and executed by both parties. , (b) Both parties represent and warrant that their use of the Property and their personal property located thereon is in compliance with all applicable, valid and enforceable statutes, laws, ordinances and regulations of any competent government authority. (c) If any provision of this Agreement is invalid or unenforceable with respect to any party, the remainder of this Agreement or the application of such provision to persons other than those as to whom it is held invalid or unenforceable, shall not be affected and each provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. (d) This Agreement shall be binding on and inure to the benefit of the successors and permitted assignees of the respective parties. (e) Any notice or demand required to be given herein sha~l be made by certified or registered mail, return receipt requested, or reliable overnight courier to the address of the respective parties set forth below: LandJord: Town of Marana, an Adzana municipal corporation 13251 N. Lon Adams Road Marana, AZ 85653 Attn: Anthony Casella Phone: 520-382-2500 Tenant: Nexfal West Corp. 1255 Treat Boulevard, Suite 800 Walnut Creek, CA 94597 Attn: Property Services Phone: (800) 275-~)84 With a copy to: Nextel Communications, Inc. 2001 Edmund Halley Ddve Resign, VA 20191-3436 Second Floor, Mail Stop 2E225 Attn: Site Leasing Services, Contracts Manager AZa.03A Marana Lease (Executable) 5 7/23/2004 1:44 PM Market: Tucson Site #: AZ0403A $ile Name: Marana Landlord or Tenant may from time to time designate any other address for this purpose by written notice to the other party. All notices hereunder shall be deemed received upon actual receipt. (f) This Agreement shall be governed by the laws of the State of Arizona. (g) Landlord agrees to execute and deliver to Tenant a Memorandum of Agreement in the form annexed ,hereto as Exhibit C and acknowledges that such Memorandum of Agreement will be recorded by Tenant in the official records of the County where the Property is located. (h) In the event the Property is encumbered by a mortgage or deed of lrust, Landlord agrees to obtain and deliver to Tenant an executed and acknowledged non-disturbanca and attornment instrument for each such mortgage or deed of trust in a recordable form reasonably acceptable to both parties. (i) Landlord agrees to fully cooperate, including executing necessary documentation, with Tenant to obtain information and documentation clearing any outstanding title issues that could adversely affect Tenent's interest in the Premises created by this Agreement. (j) In any case where the approval or consent of one party hereto is required, requested or otherwise to be given under this Agreement, such party shall not unreasonably delay or withhold its approval or consent. (k) Each of the parties hereto represent and warrant that they have the right, power, legal capacity and authority to enter into and perform their respective obligations under this Agreement. (I) The captions and headings in this Agreement are for convenience only and in no way define, limit or describe the scope or intent of any provision of this Agreement. (m) All Riders and Exhibits annexed hereto form material parts of this Agreement. (n) This Agreement may be executed in duplicate counterparts, each of which shall be deemed an ~riginal. (o) This Agreement is subject to the provisions of Arizona Revised Statutes § 38-5'1'1, which provides for cancellation of contracts by government entities in certain instances involving conflicts of interest. (p) Nothing in this Agreement shall interfere with Landlord's right or ability to comply with all obligations imposed by law on Arizona municipalities, 20. Marklrm and Liahfln{l Requirements, Landlord shall be responsible for compliance with all marking and lighting requirements of the Federal Aviation Administration ("FAA') and the FCC. Should Tenant be cited because the Property is not in compliance and should Landlord fall to cure the condilions of noncompliance, Tenant may either terminate this Agreement or proceed to cum the conditions of noncompliance at Landlord's expense, which amounts may be deducted from the Rent. ***SIGNATURES ON FOLLOWING PAGE*** AZ403A Marana Lease (Executable} 6 7/23/2004 1:44 PM Market; Tucson Site #; AZ0403A Site Name: Marana IN WITNESS WHEREOF, the parties have executed this Agreement as of the date of the last signature below. LANDLORD: TENANT: Town al= Marana an Arizona municipal corporation By: Name: Title: Date: Tax I.D.: Nextel West Corp., a Delaware corporation, d/b/a Nexte~unications By: A I .amc: Title: Director of Site Development Date: AZ403A Marana Le~,se (Executable) 7 7/23/2004 1:44 PM EXHIBIT A DESCRIPTION OF LAND Market: Tucson Site #: AZ0403A Site Name: Marana to the Agreement dated ,2004, by and between Town of Marana, an Arizona municipal corporation, as Landlord, and NEXTEL WEST CORP., a Delaware corporation, d/b/a Nextel Communications, as Tenant. The Land is described and/or depicted as follows (males and bounds descriptior0: APN: 217-36-044B A WRITTEN DESCRIPTION OF THE LAND WILL BE PRESENTED HERE OR ATTACHED HERETO The Southwest Quarter of the Northeast Quarter of Section 27, Township 11 South, Range 11 East, Gila and Salt River Base and Meridian, Pima County, Arizona; EXCEPT the West 30 feet and the South 25 feet; FURTHER EXCEPT the East 220 feet of the West 250 feet of the North 665 feet; FURTHER EXCEPT, that portion conveyed to Pima County by Quit Claim Deed recorded in Docket 5310 at page 281; and FURTHER EXCEPT that portion conveyed to School District No. 6 of Pirna County, Arizona, in Docket 5310 at page 105; AZ403A Ma'rana Lease (Executable) 8 7,/23/2004 1:44 PM EXHIBIT B DESCRIPTION OF PREMISES Market: Tucson Site ~ AZ0403A Site Name: Marana to the Agreement dated ,2004, by and between Town of Marana, an Arizona Municipal Corporation!, as Landlord and NEXTEL WEST CORP., a Delaware corporation, d/b/a Nextel Communications, as Tenant. The Premises are described and/or depicted as follows: A DRAWING OF THE PREMISES WILL BE PRESENTED HERE OR ATTACHED HERETO AZ403A IGarana Lease (Executable) 9 7/23/'2004 1:44 PM Markel: Site #: Site Name: Tucson AZ0403A Marana EXHIBIT C RECORDED AT REQUEST OF, AND WHEN RECORDED RETURN TO: Ne)del West Corp. 1255 Treat Boulevard, Suite 800 Walnut Creek, CA 94597 Attn: Property Services MEMORANDUM OF AGREEMENT AZ0403A / Marana APN: 217-36-004B This MEraORANDUM OF AGREEMENT Js entered into on this __ day of , 2004, by Town of Marana, an Arizona municipal corporation, with an address at 3251 N. Lan Adams Read, Marana, AZ, 85653 (hereinafter referred to as "Owner" or "Landlor~f') and NEXTEL WEST CORP., a Delaware corporation, d/b/a Ne)del Communications, with an Office' at 333 Inverness Drive South, Englewoed, Colorado 80112 (hereinafter referred to as "Nextel"or "Tenant'). 1. Owner and Nextel entered into a Communications Site Lease Agreement ("AgreemenC) dated as of ,2004, effective upon full execution of the parties ("Effective Date'~ for the purpose of Ne)del undertaking certain Investigations and Tests and, upon finding the Property appropriate, for the purpose of installing, operating and maintaining a communications facirity and other improvements. All of the foregoing is set forth in the Agreement. 2. The term of Nextel's tenancy under the Agreement is for five (5) yearn commencing on commercial operation of the Tenant Facilities or eighteen (18) months following the Effective Date, Whichever first occurs ("Term Commencement Date"), and terminating on the f'r~th anniversary of the Commencement Date with five (5) successive five (5) year options to renew. 3. The Land which is the subject of the Agreement is described in Exhibit A annexed hereto. The portion of the Land being leased to Tenant and all necessary access and utility easements (the "Premises") ara set forth In the Agreement. In witness whereof, the parties have executed this Memorandum of Agreement as of the day and year first written above. LANDLORD: TENANT: Town of Marana, an Arizona municipal corporation NOT FOR EXECUTION - EXHIBIT ONLY By: Name: Title: Date: Ne)del West Corp., a Delaware corporation, d/b/a Ne)del Communications NOT FOR EXECUTION - EXHIBIT ONLY By: Name: Alan Woydziak TiUe: Director of Site Development AZ403A Marana Lease (F. xecutabte) 10 3/2004 1:4, STATE OF i ??;' · Market: Tucson Site #: AZ0403A Site Name: Marana COUNTY OF ~ ,,~;~ On ,beforeme, , Notary Public, p~'sonally appeared Town of Marana , personally known to me (or proved to me on Ifle basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me f:hat they executed the same in their authorized capacity, and that by their signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. Notary Public (SEAL) My commission expires: STATE OF COLORADO COUNTY OF DOUGLAS On , before me, Notary Public, personally appeared ~ personally know~ to me (or proved io me on the basis of satisfactory evidence) to be the person whose name is subscribed to Ihe within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument, the person; or the entity upon behalf of which the person acted, executed the instrument. WiTNESS my ha~d and official seal. Notary Public fSEA.L) My commission expires: AZ403A Marana Lease (E. xec~table) 11 7123/2D04 1:4.