HomeMy WebLinkAbout20113247.tiff RESOLUTION
RE: APPROVE TOWER LEASE AGREEMENT AND AUTHORIZE CHAIR TO SIGN -
T-MOBILE WEST CORPORATION
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with a Tower Lease Agreement between the
County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld
County, and T-Mobile West Corporation, commencing upon full execution of said lease
agreement, and ending one year from commencement, with further automatic renewal terms
and conditions being as stated in said lease agreement, and
WHEREAS, after review, the Board deems it advisable to approve said lease
agreement, a copy of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of
Weld County, Colorado, that the Tower Lease Agreement between the County of Weld, State of
Colorado, by and through the Board of County Commissioners of Weld County, and T-Mobile
West Corporation be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said lease agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 19th day of December, A.D., 2011.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
//La
} Barbara Kirkmeyer, Chair /
Weld County Clerk to the Board
//'� ,4,ist" %Sean P. p6rywayPro-Tem
BY: ,L,La-n 4
Deputy Clerk to the Board;
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APPR� a AS To-4 : ik r.t ' \ clkA
tit , David E. Long j
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CM0020
T-Mobile Site Number: DN01067B/Phillps 66
T-Mobile Market: Denver
Weld County Reference: DN01067B
TOWER LEASE AGREEMENT
between
T-Mobile West Corporation
and
WELD COUNTY
Dated , 201
2011-3247
Rev. Date:06/06/12
TABLE OF CONTENTS
DESCRIPTION PAGE
1. Premises 1
2. Prime Lease 1
3. Use. 1
4. Tests and Construction. 2
5. Lease Term 3
6. Rent. 3
7. Facilities; Utilities; Access. 3
8. RF Compliance. 4
9. Non-Interference. 5
10. Relocation of Facilities. 5
11. Taxes. 5
12. Default 5
13. Termination. 6
14. Condemnation or Destruction 6
15. Insurance. 6
16. Assignment and Subleasing. 7
17. Warranty of Title and Quiet Enjoyment. 8
18. Maintenance and Repairs 8
19. Indemnity. 8
20. Environmental. 8
21. Estoppel 9
22. Notice 9
23. Miscellaneous. 9
ATTACHMENTS
Attachment 1: Legal Description of Property
Attachment 2: Plans and Specifications
Attachment 3: Prime Lease
Attachment 4: Owner's Consent
Attachment 5: Contact Information
Attachment 6: Memorandum of Agreement
T-Mobile Site Number: DN01067B/Phillips Rev.Date:06/06/12;Page i
Weld County Site Reference:DN01067B
TOWER LEASE AGREEMENT
This Tower Lease Agreement ("Lease") is entered into this day of , 201_
between T-Mobile West Corporation, a Delaware corporation, with a principal place of business at 12920 SE
38th St., Bellevue, WA 98006("Landlord")and The County of Weld, a subdivision of the State of Colorado, with
a principal place of business at P.O. Box 758, 1150 O Street, Greeley, Colorado 80632 ("Tenant").
RECITALS
WHEREAS, Landlord leases certain real property under the terms and conditions of a Site Lease
between Sekich Company, LLC ("Owner")and Landlord dated June 3, 1996("Prime Lease"). The real property
is located in 4301 Highway 66, Town of Mead, Weld County, State of Colorado and described on Attachment 1
attached hereto;
WHEREAS, Landlord has constructed a communications facility on the real property, which includes a
100-foot Tower(defined below);
WHEREAS, Tenant desires to lease space on the Tower and Land (defined below)for Tenant's use in
conjunction with Tenant's construction and operation of its communications facility; and
WHEREAS, Landlord is willing to lease to Tenant certain space on the Tower and Land, under the
terms and conditions set forth herein.
NOW, THEREFORE, for good and valuable consideration the receipt and sufficiency of which is
hereby acknowledged, the Landlord and Tenant agree as follows:
1. Premises.
Landlord currently leases, pursuant to the Prime Lease, a portion of the real property and associated
easements and/or rights of way (collectively the "Land") and owns and operates a wireless radio
communications and/or microwave tower or monopole (the "Tower") and communications equipment or
cabinet(s) ("Enclosure") located thereon as identified in greater detail herein (the Tower, Enclosure and Land
are collectively, the"Property"). Landlord, hereby leases to Tenant and Tenant leases from Landlord space on
the Tower for Tenant's communication equipment as set forth on Attachment 2, attached hereto and
incorporated herein, including up to ten (10) Microwave's at centerline heights of sixty-five feet (65') and fifty-
seven feet(57')on the Tower and sixteen (16)square foot of space on the Land for Tenant's ground equipment
along with non-exclusive access to Landlord's right-of-way for ingress, egress and utilities as defined in the
Prime Lease, each as shown on Attachment 2(collectively, the"Premises").
2. Prime Lease.
The Premises are a part of the same property leased to the Landlord by the Owner under the Prime
Lease, which is attached as Attachment 3 to this Lease. Landlord shall provide Tenant with a copy of the
Prime Lease and Tenant shall read and become familiar with the terms thereof prior to the execution of this
Lease. The parties agree that this Lease is subordinate to the Prime Lease. In the event of an inconsistency
or conflict, the terms and conditions of the Prime Lease shall govern and control. All activities by the parties
shall conform to the requirements of the Prime Lease, and any breach of the terms and conditions of the Prime
Lease by Tenant, and failure to cure such breach shall be deemed a material breach of this Lease. This Lease
does not create a contract between Tenant and the Owner. To the extent that Tenant's use of the Premises
requires approval of the Owner, it shall be Landlord's sole responsibility to arrange for such approval(s). Tenant
shall not contact the Owner without Landlord's consent. Landlord shall, upon knowledge of termination of Prime
Lease, notify Tenant of same.
3. Use.
The Premises may be used by Tenant for the transmission and reception of radio communication
signals and for the construction, installation, operation, maintenance, repair or removal of related facilities now
or in the future so long as it is in compliance with Landlord's rights under the Prime Lease and subject to any
limitations on Tenant's Facilities set forth in this Lease. No changes in use of Tenant's equipment may be
made without Landlord's prior written consent. Landlord agrees to reasonably cooperate with Tenant, at
T-Mobile Site Number: DN01067B/Phillips Rev.Date:06/06/12;Page 1
Weld County Site Reference: DN01067B
Tenant's expense, in making application for and obtaining all licenses, permits and any and all other necessary
approvals that may be required for Tenant's intended use of the Premises.
4. Tests and Construction.
The parties acknowledge that Tenant currently has installed, at Tenant's sole expense, the equipment
and building as set forth on Attachment 2, which are currently being used by Tenant. In the event that Tenant
should desire in the future to modify the use to include additional or other equipment, the following shall apply:
(a) Tenant shall have the right, subsequent to the execution of this Lease by Landlord and Tenant
("Execution Date") upon three (3) business days notice to Landlord, to enter upon the Land for the purpose of
conducting necessary engineering surveys, inspections, soil test borings, other reasonably necessary tests for
Tenant's proposed facilities (as defined in Paragraph 7(a)). Such tests shall be at Tenant's sole cost and
expense, and Tenant shall be responsible for any loss and/or damage sustained as a result of any such activity
and shall indemnify Landlord against the same, and shall repair and restore the Property in good, usable
condition, normal wear and tear and casualty excepted, following any such tests.
(b) Upon Tenant's request, Landlord agrees to provide Tenant copies of all plans, specifications,
surveys and Tower maps for the Land or Tower in Landlord's possession or reasonably available to Landlord.
The Tower map plan or similar document shall include the elevation of all antennas currently on the Tower. In
reviewing Tenant's plans, Landlord shall have sole discretion to approve or reject any modification(s) to
Landlord's Tower or Property. Tenant's Facilities shall not be installed in such a way as to extend higher than
the existing height of the Tower, nor shall Tenant extend the height of the Tower beyond its existing height,
without Landlord's prior written consent, which consent shall be at Landlord's sole discretion. If the Tower
analysis demonstrates that the Tower cannot hold Tenant's equipment, Tenant may choose, with the approval
of Landlord in its sole discretion, and at Tenant's expense,to enhance the Tower to hold said equipment.
(c) None of Tenant's Facilities shall be installed on the Tower nor shall any construction pertaining to
Tenant's Facilities commence until: (i) Tenant has submitted its construction and installation plans, including
structural analysis and any other reasonable documents requested by Landlord, and such documents have
been approved in writing by Landlord, such approval not to be unreasonably withheld; (ii)Tenant has submitted
the names of its contractors and/or subcontractors to Landlord in writing and such contractors and
subcontractors have been approved in writing by Landlord, such approval not to be unreasonably withheld; (iii)
Tenant has obtained all necessary governmental approvals and supplied proof of such approvals to Landlord;
(iv) Landlord has obtained the approval of the Owner if required under the Prime Lease (Attachment 4); and (v)
Landlord has provided Tenant written notice permitting Tenant to commence construction ("Notice to
Proceed"). Upon receipt of Notice to Proceed, Tenant shall notify Landlord (pursuant to the contact information
found in Attachment 6)of their intent to commence construction. Such notice shall be required at least twenty-
four (24) hours prior to commencement of construction. Landlord shall respond to Tenant's request for
approval of Tenant's construction and installation plans and provide Tenant with its requests for changes
and/or objections within a reasonable period of time. Tenant shall follow the same approval procedure if it
desires to alter any plans or use any other contractor or subcontractor.
(d) Tenant shall provide all labor for the installation, maintenance and repair of Tenant's Facilities at
Tenant's sole cost and expense.
(e) Upon the completion of Tenant's installation of Tenant's Facilities, but in no event later than ten
(10) business days following such completion, Tenant shall provide Landlord with as-built drawings of the
equipment installed on the Tower and on the Premises.
(f) Upon completion of and payment by Tenant for any structural enhancements and/or tower
extensions, such structural enhancements and/or tower extensions shall become the property of Landlord.
Landlord shall require that any structural modification meet the then current design standards for the applicable
geographical region. Upon request, Tenant shall promptly provide to Landlord any bills of sale or
documentation evidencing Landlord's ownership of said enhancements and/or extensions and shall take all
steps needed to transfer same to Landlord (including any ancillary rights such as warranties, etc)free and clear
of all liens and encumbrances.
(g) Tenant shall take all precautions necessary to ensure the safety and protection of all persons and
materials at the Property while accessing the Premises or performing any work. Tenant shall give any
T-Mobile Site Number: DN01067B/Phillips Rev.Date:06/06/12; Page 2
Weld County Site Reference: DN01067B
applicable notices and comply with all applicable local, state and federal laws, ordinances, rules, regulations
and orders related to Tenant's work and persons, property and worker safety on the Property. Such
compliance shall include, but not be limited to the most recent revision of 29 CFR 1910 et.seq. and 29 CFR
1926 et.seq. (commonly known as OSHA code) in addition to any pertinent FCC and environmental laws. If
Landlord becomes aware of a Tenant violation, it may require Tenant to immediately provide additional safety
precautions, including but not limited to an on-site safety supervisor at Tenant's expense, or to cease
construction and operation of Tenant's Facilities at the site.
5. Lease Term.
Subject to the term of the Prime Lease and any renewals thereof, the term of this Lease shall be one
(1) year commencing on January 1st, 2012 ("Commencement Date") and terminating on the first anniversary of
the Commencement Date ("Term"), unless otherwise terminated as provided in this Lease. The Lease shall
automatically be extended from year to year for a period not to exceed thirty (30) years (each year being a
"Renewal Term") on the same terms and conditions as set forth herein unless Landlord or Tenant notifies the
other in writing pursuant to Paragraph 22 of its intention not to renew at least ninety days prior to the
succeeding Renewal Term.
6. Rent.
Effective January 1, 2012, and on the first day of each month thereafter, Tenant shall pay to Landlord
as rent("Rent")the following:
(a) For the first year of the Term Eighteen Thousand Dollars ($18,000.00), payable in twelve (12)
equal installments of Fifteen Hundred Dollars ($1,500.00) per month. The Rent for each year thereafter shall
be adjusted based upon the Consumer Price Index (CPI) for the Boulder-Denver area from the most recent
published quarter prior to the ending of the relevant Lease Term, so long as such increase is not a negative
CPI. The Rent for any fractional month at the beginning or at the end of the Term or Renewal Term shall be
prorated.
(b) Notwithstanding anything to the contrary herein, to reimburse Landlord for Tenant's previously
undocumented installation of the equipment as set forth on Attachment 2 at the Premises, Tenant will pay
Landlord Forty-Two Thousand, Four Hundred 00/100 Dollars ($42,400.00) which sum represents rental owed
for the placement of Tenant's equipment from June 1, 2007 to December 31, 2011, and prior to the execution
of this Lease. Such payment is due on or before fifteen days after execution of this Lease. The Rent shall be
made payable to Landlord at the following address: T-Mobile West Corporation, PO Box 70870, CM 9762, St
Paul, MN 55170 (subject to change upon Landlord's notice to Tenant). All Rent checks shall have
Landlord's site number clearly written on the face of the check.
(c) In the event Landlord and Owner agree to extend the term of the Prime Lease beyond its current
expiration term (the "Additional Extension Term(s)"), Landlord shall, within sixty (60) days of the time that
Landlord and Owner have agreed in writing for such Additional Extension Term(s), provide Tenant with written
notice of the Additional Extension Term(s), if said Additional Extension Term is within the Initial Term or any
Renewal Term of this Lease.
7. Facilities; Utilities; Access.
(a) Tenant, at its sole cost and expense and subject to Landlord's approvals as provided in Paragraph
4 above and other relevant portions of this Lease, has the right to erect, maintain and operate on the Premises
wireless radio communications facilities, including utility lines, transmission lines, and air-conditioned
equipment shelter or cabinets, electronic equipment, radio transmitting and receiving antennas and supporting
structures as depicted in Attachment 2 ("Tenant's Facilities"). In connection therewith and subject to this Lease
and the Prime Lease, Tenant has the right to prepare, maintain and alter the Premises for Tenant's approved
use and to install transmission lines connecting the antennas to the transmitters and receivers based on plans
approved in writing by Landlord. Tenant shall not construct or install any equipment or improvements on the
Property other than which are described in Attachment 2 without first obtaining the prior written consent of
Landlord, which consent shall not be unreasonably withheld. Tenant acknowledges that Landlord may charge
additional fees for the installation of any additional equipment not replacing the current equipment and not
listed in Attachment 2. All construction and installation work shall be performed in a good and workmanlike
manner. Tenant's Facilities shall remain Tenant's personal property and are not fixtures. Tenant has the right
T-Mobile Site Number: DN01067B/Phillips Rev. Date:06/06/12; Page 3
Weld County Site Reference: DN01067B
to remove all of Tenant's Facilities at its sole expense on the expiration or earlier termination of this Lease.
Tenant shall repair any damage to the Property or Premises caused by such removal, reasonable wear and
tear excepted.
(b) Liens. Tenant must keep the Premises and Site free from any liens arising from any work
performed, materials furnished, or obligations incurred by or at the request of Tenant, Tenant's agents,
employees or contractors.
If any lien is filed against the Premises or Site as a result of the acts or omissions of Tenant, or
Tenant's employees, agents or contractors, Tenant must discharge the lien or bond the lien off, in a
commercially reasonable manner, within ten (10) days after Tenant receives written notice from any party that
the lien has been filed.
If Tenant fails to discharge or bond any lien within such period, then, in addition to any other right or
remedy of Landlord, Landlord may, at Landlord's election, discharge the lien by either paying the amount
claimed to be due or obtaining the discharge by deposit with a court or a title company or by bonding.
Tenant must pay, within ten (10) days of receipt of Landlord's written demand, any amount paid by
Landlord for the discharge or satisfaction of any lien, and all reasonable attorneys' fees and other legal
expenses of Landlord incurred in defending any such action or in obtaining the discharge of such lien, together
with all necessary disbursements in connection therewith.
(c) Tenant shall obtain, at its sole cost and expense, separate utility services from any utility company
that will provide service to the Property. Tenant shall pay for the electricity it consumes in its operation at the
rate charged by the servicing utility company. Any easement necessary for such power or other utilities will be
at a location acceptable to Landlord and the servicing utility company. Tenant shall install a separate meter for
Tenant's use within the Property, unless Tenant obtains Landlord's prior written approval of an alternate
location.
(d) On or after the issuance of Notice to Proceed and upon twenty-four (24) hour notice by Tenant to
Landlord to access the Property, Tenant, Tenant's employees, agents, contractors and subcontractors may
enter on or across the Land, subject to any restrictions set forth in the Prime Lease, twenty-four (24) hours a
day, seven (7) days a week, to obtain entry to the Premises for the purpose of constructing, installing,
operating, maintaining and repairing those parts of the Tenant Facilities that are ground-based. Tenant shall
not, without prior notice to and approval from Landlord, perform or arrange to be performed, any activities on
the Tower. If reasonably possible, any emergency installation, maintenance or repair of Tenant's Facilities on
the Tower shall be performed only with prior oral or written approval from Landlord, not to be unreasonably
withheld or delayed. If Tenant is unable to reach Landlord prior to performing emergency installation,
maintenance or repair on equipment located on the Tower, Tenant shall notify Landlord as soon as practical
following the emergency. All notices and approvals pursuant to this Paragraph 7(d) shall be provided to and
obtained from Landlord,whose contact information is listed in Attachment 5.
8. RF Compliance.
Tenant agrees to comply with all Federal Communications Commission ("FCC") rules and regulations.
Prior to commencement of Tenant's operations and at all other times that Landlord may reasonably request,
Tenant will provide Landlord with a radio frequency ("RF") site analysis that evaluates the simultaneous
operation of all transmitters on the Tower and compares the radiated power density in all accessible areas with
the FCC maximum permissible exposure ("MPE") limits for workers and the general public. The power density
within all areas of the site must not exceed the FCC specified MPE limits currently in effect. If mitigation is
required due to Tenant's location on the Tower, such mitigation measures shall be the responsibility and
expense of Tenant, provided, however,that Landlord shall reasonably cooperate with all such mitigation efforts.
Should Tenant not undertake mitigation or other efforts that bring the site into compliance with FCC rules within
a reasonable time, Landlord may undertake any reasonable efforts to bring the site into compliance at the sole
expense of Tenant. If mitigation is required due to a subsequent change in Landlord's operation, or a
subsequent user on the Tower, such mitigation measures shall be the responsibility of Landlord, provided
however, that Tenant shall reasonably cooperate with all such mitigation efforts. If mitigation is required due to
RF transmitters in the vicinity of but not located on the Tower, Tenant shall share in the proportional costs of
mitigation along with all RF emission contributors.
T-Mobile Site Number: DN01067B/Phillips Rev.Date:06/06/12; Page 4
Weld County Site Reference: DN010676
9. Non-Interference.
Tenant agrees that Tenant's Facilities shall not cause interference to existing use or enjoyment of the
Property or Tower by Landlord and other tenants, lessees and licensees located on the Tower or Property prior
in time to Tenant's use including, but not limited to interference with radio communication facilities, and/or
microwave transmission equipment transmitting on licensed or unlicensed frequencies, so located and existing
prior to the commencement date of Tenant's use. Similarly, Landlord shall not use, nor shall Landlord permit
its tenants, licensees, employees, invitees or agents to use any portion of the Property in any way that
interferes with the operations of Tenant that comply with the terms of this Lease. Such interference shall be
deemed a material breach by the interfering party, who shall, upon written notice from the other, be responsible
for terminating said interference at such interfering party's sole expense. The non-interfering party shall not be
required to provide a cure period to the interfering party, but shall provide the interfering party with written
notice of such interference and the interfering party shall use its best efforts to eliminate the interference
immediately but in no extent later than seventy-two (72) hours from the receipt of such notice. Thereafter, the
party suffering the interference may terminate this lease, pursue remedies available at law or in equity, or
pursue injunctive relief.
10. Relocation of Facilities.
(a) Upon ninety (90) days written notice to Tenant by Landlord, Tenant's Facilities on the Tower shall
be relocated to a new location on the Tower to accommodate the communications equipment of Landlord
except, if in Tenant's reasonable determination, the new location causes a material degradation to the level of
service provided by Tenant's Facilities in comparison to the original location, Tenant shall have the right to
immediately terminate this Lease. Such determination and notice of shall be made by Tenant to Landlord
within fifteen (15)days of Landlord's notice to Tenant of relocation.
(b) Tenant shall relocate Tenant's Facilities, within such ninety (90) day period at Landlord's
reasonable expense. Should Tenant not relocate Tenant's Facilities within such ninety (90) day period and
does not terminate this Lease as provided above, Landlord shall have the right, at Tenant's sole cost, to
relocate Tenant's Facilities.
(c) In the event of Tenant's termination as provided above, Tenant shall remove Tenant's Facilities
within thirty (30) days after Landlord's receipt of written notice of Tenant's termination of this Lease. Should
Tenant not remove Tenant's Facilities within such thirty (30) day period, Landlord shall have the right, at
Tenant's sole cost, to remove and store or dispose of Tenant's Facilities. Upon such termination, the parties to
this Lease shall be released from all duties, obligations, liabilities and responsibilities under this Lease except
for any storage charges, indemnity and tax obligations, and Tenant's obligation to remove Tenant's Facilities
from the Property.
11. Taxes.
Except as hereinafter provided, Landlord shall pay all taxes it is obligated to pay under the Prime
Lease. Tenant shall reimburse Landlord for any taxes that Landlord is obligated to pay as a direct result of
Tenant's use of the Property except for increases attributable to structural enhancements or pole replacement,
which Landlord, as owner, shall pay. As a condition of Tenant's obligation to pay such tax increases, Landlord
shall, if reasonably possible, provide to Tenant documentation in Landlord's possession from the taxing
authority which indicates the tax was due to Tenant's use of the Property.
12. Default.
(a) Any of the following shall be considered a default under this Lease: (i)Tenant fails to pay any rent
required by this Lease hereunder within ten (10)days after receipt of written notice of such failure; or(ii)except
as set forth in Paragraph 9, if either party fails to observe or perform its obligations under this Lease and does
not cure within thirty (30) days after receipt of written notice of breach; or such longer period as may be
required to diligently complete a cure, not to exceed sixty(60)days, provided said party has commenced curing
within five(5)days after receipt of written notice of breach.
(b) Tenant shall be liable for all expenses, including attorneys'fees and costs, incurred by Landlord in
connection with any Tenant default, including, without limitation, any action to enforce the terms hereof, or in
connection with any action for the recovery of the Premises itself. Any repossession by Landlord of the
Premises shall not affect the obligations of Tenant for the unexpired term.
T-Mobile Site Number: DN01067B/Phillips Rev. Date:06/06/12;Page 5
Weld County Site Reference: DN01067B
13. Termination.
(a) This lease may be terminated immediately upon written notice by Landlord if Tenant defaults
under Paragraph 12, Default, above.
(b) This lease may be terminated without further liability to either party on thirty (30) days prior written
notice as follows: (i) by either party if it does not,following commercially diligent efforts, obtain or maintain any
license, permit or other approval necessary for the construction and operation of Tenant's Facilities; or (ii) by
Landlord if Landlord's Prime Lease with Owner terminates during any term of this Lease; or (iii) by Tenant if
Landlord defaults under Paragraph 12(a)(ii), Default, above.
(c) Tenant shall remove its personal property within sixty (60) days after termination of this Lease. If
Tenant fails to remove its personal property within sixty (60) days after the termination of this Lease for any
reason, Landlord may, at its sole discretion, remove and store or dispose of same. Tenant shall reimburse
Landlord for any reasonable expenses Landlord incurs as a result thereof, including reasonable attorneys'fees,
within ten (10)days of receipt of Landlord's written demand for payment.
14. Condemnation or Destruction.
(a) If the whole or any substantial part of the Property subject to this Lease shall be taken by any
public authority under the power of eminent domain so as to interfere with Tenant's use and occupancy thereof,
then this Lease shall cease on that part of the Property so taken on the date of possession by the condemning
authority, and any Rent paid in advance of such date for Tenant's previously expected occupancy of the
condemned property after the date of the condemning authority's possession shall be refunded to Tenant.
(b) If the Premises are destroyed or damaged such that, in Tenant's reasonable judgment, such
destruction or damage of the Premises substantially affects the effective use of the Premises for Tenant's
operations, then this Lease shall immediately terminate. In such event, all rights and obligations of the parties
shall cease as of the date of the damage or destruction, except for Tenant's obligation to remove equipment
and restore any damage caused thereby. In the alternative, Tenant may elect to continue this Lease and all
Rent shall abate until the Premises are restored to the similar condition existing prior to such damage or
destruction or to a reasonable condition sufficient for Tenant's operations, provided that such damage or
destruction is not the fault of Tenant.
15. Insurance.
In addition to those insurance requirements contained in the Prime Lease, Tenant shall maintain the
following insurance coverage in full force during the term of this Lease:
(a) Workers' Compensation and Employer's Liability Insurance. Workers' compensation insurance
shall be provided as mandated by state law where the Property is located for all Tenant employees, agents,
contractors and subcontractors. Employer's liability insurance shall be provided in amount not less than One
Million Dollars ($1,000,000). To the fullest extent permitted by law, Tenant agrees that its workers'
compensation policy will be endorsed to include a Waiver of Subrogation provision.
(b) Commercial General Liability Insurance. Tenant shall carry commercial general liability insurance
covering all operations by or on behalf of Tenant for injury to or death of persons and damage to property
(including the loss of use thereof), including broad form property damage and explosion, collapse and
underground hazards, Products and Completed Operations coverage and Contractual Liability covering the
indemnification contained in Section 19 of this Lease. Limits of liability shall not be in amounts less than One
Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) general aggregate. The
general aggregate limit shall apply on a per location and per project basis. Landlord, its subsidiaries, affiliates,
and their respective officers, directors, and employees shall be named as additional insureds. Tenant agrees
that its Commercial General Liability policy will be endorsed to include a Waiver of Subrogation provision for
the benefit of Landlord, its subsidiaries, affiliates and their respective officers, directors and employees.
(c) Automobile Insurance. Tenant shall carry commercial automobile liability insurance, including
coverage for all owned, hired and non-owned automobiles. The amount of coverage shall not be less than One
Million Dollars ($1,000,000)combined single limit each accident for bodily injury and property damage.
T-Mobile Site Number: DN01067B/Phillips Rev.Date:06/06/12;Page 6
Weld County Site Reference: DN01067B
(d) Commercial Property and Builder's Risk Insurance. Tenant shall carry "all risks" or "special
causes of loss" property insurance on its personal property, including but not limited to its tools, equipment,
machinery, materials and supplies in an amount sufficient to repair or replace such property. Tenant further
agrees to maintain "all risk" or"special causes of loss" builder's risk and/or installation floater insurance in an
amount not less than the full replacement cost of such structure or equipment at time of completion. Tenant
agrees its Property Insurance and Builder's Risk/Installation Floater policy forms will include a Waiver of
Subrogation provision for the benefit of Landlord, its subsidiaries, affiliates, and their respective officers,
directors and employees.
(e) Umbrella Insurance. Tenant shall maintain an Umbrella insurance policy providing coverage
excess of its primary Commercial General Liability, Automobile Liability, and Employer's Liability policies in an
amount not less than Five Million Dollars ($5,000,000) per occurrence and Five Million Dollars ($5,000,000)
general aggregate. The general aggregate limit shall apply on a per location and per project basis. Landlord,
its subsidiaries, affiliates and their respective officers, directors, and employees shall be named as additional
insureds. Tenant agrees that its Umbrella Liability policy will be endorsed to include a Waiver of Subrogation
provision for the benefit of Landlord, its subsidiaries, affiliates and their respective officers, directors and
employees.
(f) Certificates of Insurance. Certificates of insurance, as evidence of the insurance required by this
Lease, shall be furnished by Tenant to Landlord before any construction is commenced. The certificates of
insurance shall provide that there will be no cancellation without thirty(30)days prior written notice to Landlord.
(g) All policies shall be written by insurance companies licensed to issue policies in the state of the
Property and with a Best A.M. rating of no less than A-. A program of self-insurance shall be acceptable.
(h) The coverage afforded under Tenant's Commercial General Liability and Umbrella insurance
policies shall be primary to any liability insurance carried by Landlord, whose insurance(s), if any, shall be
excess and non-contributory for claims and losses arising out of Tenant's performance under this Lease.
(i) Tenant shall cause each contractor or subcontractor to maintain insurance coverages and limits of
liability of the same type and the same amount as are required of Tenant under this Paragraph 15, adjusted to
the nature of the contractor's or subcontractor's operations, as approved by Landlord. Tenant further agrees it
will comply with any insurance requirements contained in the Prime Lease. Tenant shall obtain, prior to the
commencement of the contractor's or subcontractor's work, certificates of insurance.
16. Assignment and Subleasing.
(a) Landlord may, upon notice to Tenant, assign or otherwise transfer this Lease and, upon such
assignment or transfer of this Lease, Landlord shall have no further rights or obligations thereunder.
(b) Tenant shall not sublease the Lease or the Premises. Except as hereinafter provided, Tenant
may not assign or otherwise transfer all or any part of its interest in this Lease, or in the Premises, without the
prior written consent of Landlord, such consent not to be unreasonably withheld or delayed. Tenant may
assign or otherwise transfer its interest in this Lease, to (i) any affiliate of Tenant, (ii) any partnership,
corporation or other business entity into which Tenant shall be merged, converted or consolidated in
accordance with applicable statutory provisions governing merger, conversion or consolidation of the applicable
business entity, (iii) a partnership, corporation or other business entity which is a direct successor to Tenant
owning all or substantially all of Tenant's business and assets; or (iv) any person or entity that, after first
receiving the necessary FCC licenses, acquires Tenant's radio communications business or assets and
assumes all obligations of Tenant under the Lease provided that, in connection with any assignment described
in subsections (i), (ii), (iii)and (iv)of this Paragraph 16, (a)Tenant shall have given Landlord prior written notice
of such assignment, (b)at the time thereof no event of default has occurred and is continuing and no event has
occurred which with the giving of notice or the passage of time, or both would constitute an event of default,
and (c)the proposed transferee shall deliver to Landlord a written agreement whereby it expressly assumes all
of the Tenant's obligations under this Lease. A person, association, partnership, corporation or joint-stock
company, trust, or other business entity, however organized, is an affiliate of the person or entity which directly
or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with,
such person. Control shall be defined as (i) ownership of 50% or more of the voting power of all classes of
voting stock or(ii) ownership of 50% or more of the beneficial interests in income and capital of an entity other
than a corporation.
T-Mobile Site Number: DN01067B/Phillips Rev. Date:06/06/12; Page 7
Weld County Site Reference: DN01067B
17. Warranty of Title and Quiet Enjoyment.
Landlord warrants that: CO Landlord leases or owns the Land and owns and operates the Tower and
the Enclosure located thereon and has rights of access thereto; (ii) Landlord has full right to make and perform
this Lease; and (iii) Landlord covenants and agrees with Tenant that upon Tenant paying the Rent and
observing and performing all the terms, covenants and conditions set forth in this Lease, Tenant may
peacefully and quietly enjoy the Premises.
18. Maintenance and Repairs.
Tenant shall perform all repairs necessary or appropriate to keep Tenant's Facilities on or about the
Premises or located on any appurtenant rights-of-way or access to the Premises in good and tenantable
condition.
19. Indemnity.
(a) To the extent permitted by law, Tenant hereby agrees to indemnify, defend and hold Landlord, its
subsidiaries, affiliates and their respective officers, directors and employees harmless from and against any
and all claims, damages, losses and expenses (relating to, among other things, any bodily injury, personal
injury or property damage), including, but not limited to, reasonable attorneys'fees and expenses, arising out of
or resulting from: (i)Tenant's breach of this Lease; (ii)the conduct of Tenant's business; (iii)any negligent act
or omission or willful misconduct of Tenant; (iv) any action or inaction of Tenant which directly or indirectly
results in or contributes to any damage to, or contamination of, the environment, in any way, whether or not
such action or inaction results in a breach of this Lease; or (v) any of the foregoing with respect to any
employee, agent, contractor or subcontractor of Tenant.
(b) Tenant shall pay all fines, penalties, and other similar charges which may be imposed upon it or
Landlord, its subsidiaries or affiliates, because of the failure of Tenant or its respective officers, agents,
employees, contractors or subcontractors, in the course of the installation, to adhere to applicable federal, state
or local laws, ordinances, rules, regulations, or building and safety codes. Tenant shall give Landlord
immediate notice of, and Tenant shall defend all charges, notices of violation, claims, proceedings and
investigations involving Landlord, its subsidiaries, affiliates and their respective officers, directors, agents, or
employees from and against all such fines, penalties, and other similar charges.
(c) In any and all claims by an employee of Tenant, any agent, any contractor, any subcontractor,
anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, the
obligations under this Lease shall not be limited in any way by any limitation on the amounts or types of
damages, compensation or benefits payable by or for Tenant or any agent, contractor or subcontractor under
worker's or workmen's compensation acts, disability benefit acts or other employee benefit acts.
(d) To the extent permitted by law, Tenant shall further hold harmless and indemnify Landlord, its
subsidiaries, affiliates and their respective officers, directors and employees from and against any and all suits,
claims, actions or liabilities whatsoever, including reasonable attorneys' fees and expenses, incurred in
connection therewith or with successfully establishing the right of indemnification hereunder which arises out of
breach or default by Tenant in performance of any obligation to be performed by Tenant under this Lease.
(e) To the extent the Prime Lease imposes any indemnification requirements on Landlord that pertain
to the Premises or Tenant's use thereof, then such different or additional requirements shall be imposed upon,
and satisfied by,Tenant, to the extent permitted by law.
(f) Notwithstanding anything contained in this Lease agreement to the contrary, neither Landlord nor
Tenant waives any immunities to which they may be entitled under any applicable law.
20. Environmental.
(a) Tenant shall not store any Hazardous Materials(defined below)of any kind on the Property except
in accordance with applicable law. In the event the Property becomes contaminated by Hazardous Materials or
contaminated waste materials brought, used, manufactured, or stored on the Property by Tenant or any of its
agents, employees, contractors or subcontractors, Tenant shall be responsible for, and pay all costs for the
removal and disposal of all such materials as required by law; and further, Landlord may terminate this Lease
without penalty.
T-Mobile Site Number: DN01067B/Phillips Rev.Date:06/06/12;Page 8
Weld County Site Reference: DN01067B
(b) Tenant shall be solely responsible for and will defend, indemnify and hold Landlord, its
subsidiaries, affiliates and their respective officers, directors, employees and agents harmless from and against
any and all direct claims, costs, and liabilities, including reasonable attorney's fees and costs, arising out of or
in connection with the cleanup or restoration of the Property associated with Tenant's use of Hazardous
Materials.
(c) "Hazardous Materials" means asbestos or any hazardous substance, waste or materials as
defined in any federal, state or local environmental or safety law or regulation including, but not limited to
CERCLA. The obligation of this Paragraph shall survive the expiration or other termination of this Lease.
21. Estoppel.
Either party shall, at any time upon thirty (30) days prior written notice from the other, execute,
acknowledge and deliver to the other a written statement to the extent the following are true: (i) certifying that
the Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and
certifying the Lease, as so modified, is in full force and effect)and the date to which the Rent and other charges
are paid in advance, if any, and (ii) acknowledging that there are not, to such party's knowledge, any uncured
defaults on the part of the other party hereunder, or specifying such defaults if any are claimed. Any such
statement may be conclusively relied upon by any prospective purchaser or encumbrancer of the Property.
22. Notice.
All notices must be in writing and are effective three (3) days after deposit in the U.S. mail, certified
and postage prepaid, or upon receipt when sent via nationally recognized overnight courier, to the address set
forth below.
If to Landlord,to: With a copy to:
T-Mobile West Corporation T-Mobile West Corporation
Attn: Lease Administrator Attn: Lease Administrator/Legal Department
12920 SE 38th St. 12920 SE 381h Street
Bellevue,WA 98006 Bellevue,WA 98006
If to Tenant,to: With a copy to:
Weld County N/A
Attn: County Attorney
P.O. Box 758
1150 O Street
Greeley, CO 80632
Landlord or Tenant may from time to time designate any other address for this purpose by written
notice to the other party.
23. Miscellaneous.
(a) This Lease constitutes the entire lease and understanding between the parties, and supersedes
all offers, negotiations and other leases concerning the subject matter contained herein. Any amendments to
this Lease must be in writing and executed by both parties.
(b) If any provision of this Lease is invalid or unenforceable with respect to any party, the remainder of
this Lease 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 Lease shall be valid and enforceable to the
fullest extent permitted by law.
(c) This Lease shall be binding on and inure to the benefit of the successors and permitted assignees
of the respective parties.
(d) This Lease shall be construed in accordance with the laws of the county and state in which the
Land is located.
T-Mobile Site Number: DN01067B/Phillips Rev. Date:06/06/12;Page 9
Weld County Site Reference: DN01067B
(e) All Riders, Exhibits, and Attachments annexed hereto form material parts of this Lease and are
incorporated herein.
(f) This Lease may be executed in duplicate counterparts, each of which shall be deemed an original.
(g) Each party agrees and hereby waives any claim for consequential, incidental, punitive, damages
or lost profits as to the other party.
(h) The substantially prevailing party in any litigation arising herewith shall be entitled to its
reasonable attorney's fees and court costs, including appeals, if any.
(i) Subject to any restrictions in the Prime Lease, Landlord acknowledges that a Memorandum of
Lease in the form attached as Attachment 6 may be recorded by Tenant, at Tenant's option, in the Official
Records of the County where the Land is located; provided, Tenant shall promptly record a termination of
Memorandum of Lease upon termination of this Lease.This provision shall survive termination of this Lease.
(j) The persons who have executed this Lease represent and warrant that they are duly authorized to
execute this Lease in their individual or representative capacity as indicated.
(k) Nothing in this Lease Agreement shall be construed to require the Board of County
Commissioners of the County of Weld to provide funding that is not otherwise budgeted.
(I) It is expressly understood and agreed that enforcement of the terms and conditions of this Lease
Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the undersigned
parties, and nothing contained in this Lease Agreement shall give or allow any claim or right of action
whatsoever by any other person not included in this Lease Agreement. It is the express intention of the
undersigned parties, and that any third parties receiving services or benefits under this Lease Agreement shall
be deemed incidental beneficiaries, only.
IN WITNESS WHEREOF,the parties have executed this Lease as of the date first above written.
LANDLORD: TENANT:
T-Mobile West Corporation The County of Weld
By: / l t .. B L ,At 7d2 2
"CC / j� Barbara Kirkmeyer
Name: Allan Tantillo Name: Y
Its: Director,Tower Asset Management Name: Chair, Board of Weld County Commissioner
Date: IliI I I 12-0 it Date: DEC 19 2011
Approved as to form:
\C/ i ATTEST:
q, " d� WELD OUNTY CLERK TO E B0A�R�D /1%0 V'�ti. .,4:•.: A
, ; n'- 'TY C' r---C 10 itn FT,,/,i‘,,
Nirm
T-Mobile Site Number: DN01067B/Phillips Rev.Date:06/06/12;Page 10
Weld County Site Reference: DN010676
STATE OF WASHINGTON )
)ss.
COUNTY OF KING )
I certify that I know or have satisfactory evidence that Allan Tantillo is the person who appeared before
me, and said person acknowledged that he/she signed this instrument, on oath stated that he/she was
authorized to execute the instrument and acknowledged it as the Director,Tower Asset Management of T-Mobile
West Corporation to be the free and voluntary act of such party for the uses and purposes mentioned in the
instrument.
Dated: t9II1I2JIZ
4 4___
Notary Public Notary Public L
State of Washington ?rint Name (1ctC + _tyin
TINA HWANG ly commission expires 91/41247K
My Appointment Expires Sep 14,2013
(Use this space for notary stamp/seal)
STATE OF \ t4orRa )
)ss.
COUNTY OF IA_rP f GI )
I certify that I know or have satisfactory evidence that '&4-fa IU r is the
person who appeared before me, and said person acknowledged that he/she signed this in trument, on oath
stated that he/she was authorized to execute the instrument and acknowledged it as the of The County of Weld
to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument.
Dated: la -N1 -a01I
a
r....:
va39-24--t
: � .
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F / TONYA i Notary Public
§ Print Name '4-77 n yet- b15/�
DISNEY 05 My commission expired /D- 7 Q 9
O...CO�p��%
MY COMM. EXP. 10.07.2014
(Use this space for notary stamp/seal)
T-Mobile Site Number: DN01067B/Phillips Rev. Date:06/06/12;Page 11
Weld County Site Reference: DN01067B
ATTACHMENT 1
LEGAL DESCRIPTION OF PROPERTY
to the Tower Lease dated 201_, by and between T-Mobile West
Corporation, as Landlord, and Weld County, as Tenant.
Township IS South,Range 39 East of the Boise Meridian,Franklin County,Idaho
Section 27: Commencing at a point 49 rods South of 23 rods West of the Northeast corner of Section 27,running thence West
10 rods,thence South 239 feet;thence East IC rods,thence North 239 feet to the POINT OF BEGINNING
T-Mobile Site Number: DN01067B/Phillips Rev.Date:06/06/12; Page 12
Weld County Site Reference: DN01067B
ATTACHMENT 2
PLANS AND SPECIFICATIONS
(including description of the antenna location, and location of ground equipment adjacent to the Premises)
to the Tower Lease dated 201_, by and between T-Mobile West
Corporation, as Landlord, and Weld County, as Tenant.
Proposed Equipment is defined below and Plans and specifications are attached hereto.
Number of Antennas: NA
Antenna Manufacturer and Type-Number: NA
Weight and Dimension of Antennas (L x W x D): NA
Location of Antennas on Tower(Approved RAD Center): NA
Number of Amplifiers: NA
Amplifier Manufacturer and Type/Number: NA
Weight and Dimension of Amplifiers (L x W x D) NA
Number of Diplexer(s): NA
Diplexer Manufacturer and Type/Number: NA
Weight and Dimension of Diplexer(L x W x D) NA
Number of MW Dish: Ten (10)
MW Dish Manufacturer and Type-Numbers: (1)2'dish, (1)4'dish and (8) 1' HP Microwaves
Weight and Diameter of MW Dish: (1)VHPX2-180A-G01 =651bs; 2' Round
Weight and Diameter of MW Dish: (1)VHPX4-180A-G01 = 1271bs; 4' Round
Weight and Diameter of MW Dish: (8) 1500-18-2A=291bs; 8" Round
Location of MW Dish on Tower(Approved RAD Center): (1)4'and (4) 1' dishes tW Sixty Five (65')
Location of MW Dish on Tower(Approved RAD Center): (1) 2' and (4) 1'dishes an Fifty Seven (57'1
Number of Coax/Transmission Lines: Eight(8)
Coax/Transmission Line routing: running inside
Diameter and Length of Transmission Line: 1/2", A 85' +/-
Coax/Transmission Line Mfr. and Type No.: Andrew LDF4/75
Dimensions of TENANT Ground Space: 4'x 4'
Frequencies/Max. Power Output: Unknown
Notes:
1. Setback of the Property from the land's boundaries shall be the distance required by the applicable
governmental authorities.
2. Width of access road shall be the width required by the applicable governmental authorities, including
police and fire departments.
3. The type and mounting positions of antennas and transmission lines are illustrative only. Actual "as
built"drawings shall be attached and incorporated herein at the time of completion of construction.
4. This Attachment is to include any plans for routing lines,utility wires,etc.on or across the Property.
T-Mobile Site Number: DN01067B/Phillips Rev. Date:06/06/12;Page 13
Weld County Site Reference: DN01067B
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▪ELEV090'-00"" EXISTING OPEN RANGE RAD @ 90'
LIGHTSQUARED RAD @ 80'
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LIEN-045T00" EXISTING T-MOBILE RAD @45'
ELEV-WO'-00" FOUNDATION HEIGHT
ALL ANTENNA MOUNTS AND COAX
ROUTING TO BE PER APPROVED
STRUCTURAL ANALYSIS
Lb-2 TOWER ELEVATION
_SITE NUMBER: _TOWER TYPE: _STRUCTURE HEIGHT:
T-MOBILE SITE:DN010678 MONOPOLE 100'-07"
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SITE NAME: ADDRESS:
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DRESS: FOUNDATION: APPURTENANCE:
PHILLIPS 66 4301 HWY 66 0'-00" 0'-00"
LONGMONT,CO 80504
SITEMASTYD.ER INSPECTION DATE: FCC NUMBER: TOTAL HEIGHT:
www.SiteMaster.com 01/12/2 011 NONE 100'-07"
ATTACHMENT 3
PRIME LEASE
to the Tower Lease dated 201 , by and between T-Mobile West
Corporation, as Landlord, and Weld County, as Tenant.
The Prime Lease is attached hereto.
T-Mobile Site Number: DN01067B/Phillips Rev. Date:06/06/12; Page 14
Weld County Site Reference: DN01067B
Market: Denver
Site Number: Dn01067B
Site Name: Phillips 66
FIRST AMENDMENT SITE LEASE WITH OPTION
THIS FIRST AMENDMENT TO SITE LEASE WITH OPTION (this "Amendment") is
effective as of February 1, 2012, between Sekich Company, L.L.C. ("Landlord"), and T-Mobile
West Corporation, a Delaware corporation, as successor to Western PCS III License Corporation
("Tenant").
WHEREAS, Landlord and Tenant entered into a Site Lease with Option dated May 29,
1996 (including all prior amendments and modifications thereof, the "Lease") with respect to
Premises located at 4301 Highway 66, Town of Mead, Colorado, and both desire to amend the
Lease as follows;
NOW, THEREFORE, for and in consideration of a one-time only payment of Two
Hundred and Fifty Dollars ($250.00) to be paid by Tenant to Landlord, and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord
and Tenant hereby agree to amend the Lease as follows:
1. Exhibit B of the Lease is hereby amended by adding the attached Exhibit B-1 to
current Exhibit B to the Lease. It is the intent of Landlord and Tenant that Exhibit B-
I more particularly describes certain utility Easements granted to Tenant by Landlord
as contemplated in Lease Section 7(e). Exhibit B-1 is incorporated herein by this
reference.
2. All capitalized terms not otherwise defined herein shall have the same meanings
ascribed to such terms in the Lease. In the event of any conflict or inconsistency
between the terms of this Amendment and the Lease, the terms of this Amendment
shall govern and control. Except as modified by this Amendment, the Lease remains
in full force and effect and is ratified and confirmed by Landlord and Tenant.
EXECUTED as of the date, or later of the dates, set forth in the respective acknowledgements of
the patties hereto.
I
LANDLORD: Sekich�Co�mpsa�n_y,L.L.C.
By: 77 i!s�l 14
Name: Nick Sekich
Its: Manager
Date: )/2///2-
TENANT: T-Mobile West Corporatio ,
a Del w orporation
NY
Na e;_S¢o W. DuBuke
Its: Director,En ineerin and Operations
Date: OZ /OI it
2
STATE OF Colorado )
ss.
COUNTY OF l 7&t
This instrument was acknowledged before me by Nick Sekich,Manager of Sekich Company,
L.L.C for and on behalf of said entity.
Dated: ( I ( 1 (-2'r)l Z
otato mi mini u//// Notary b is , p
�\�G ..z,� y Print Name t' ll-l'•�C . ��'l(%C_lete,1�4� 2Z/
G ' Q 'PSI\ My commission expires al -2w
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Lu: O v :931
'2 J •t v9
(Use this space for notary stamp/seal)
10
Site Number: Dn0t067B
Site Name: Phillips 66
Market: Denver
STATE OF Colorado
)ss.
COUNTY OF Denver )
This instrument was acknowledged before me by Scott W. DuBuke, Director,
Engineering and Operations of T-Mobile West Corporation, a Delaware corporation, for and on
behalf of said entity.
Dated: 7-- ( -2.-AD I2
ounnuanp; rr ' Notary Publi .
CZ ri4i
�\•,... 00.. Print Name• V�-V�( • Y OCueM(Ac?,
V�1 d '1 Zv i
. �, U•.d� My commission expires 2 S
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(Use this space for notary stamp/seal)
12
Site Number: Dn010678
siteName: Phillips 66
Madrec Denver
EXHIBIT 5'
LEGAL DESCRIPTION
5 FOOT WIDE UTILITY EASEMENT
A 5 FOOT WIDE UTILITY EASEMENT BEING A PART OF THE SW1/4 OF SECTION 23,TOWNSHIP 3
NORTH,RANGE 68 WEST OF THE 6th P.M.,ALSO BEING OF A PORTION OF LOT 1,BLOCK4,REPLAT'A'
OF SEKICH BUSINESS PARK RECORDED AT RECEPTION NO.1952675 DATED JANUARY 11,1984,
COUNTY OF WELD,STATE OF COLORADO,BEING 5 FEET ON EACH SIDE OF THE FOLLOWING
DESCRIBED CENTERLINE;
BASIS OF BEARINGS:THE NORTH LINE OF A LOT 1,BLOCK 4,SAID REPLAT'A'BEARS
NORTH 89°41'41'EAST A DISTANCE OF 208.68 FEET BETWEEN A NUMBER 5 REBAR FOUND AT BOTH
THE THE NORTHWEST AND NORTHEAST CORNERS OF SAID LOT 1,BLOCK 4,REPLAT'A'FOR THE
PURPOSES OF THIS EXHIBIT.
COMMENCING AT SAID NORTHEAST CORNER OF LOT 1,BLOCK 4,REPLAT'A'; THENCE ALONG THE
EAST LINE OF SAID LOT 1,BLOCK 4,REPLAT'A',SOUTH 00°18'19"EAST A DISTANCE OF 45.06 FEET;
THENCE DEPARTING SAID EAST LINE SOUTH 89°39'23'WEST A DISTANCE OF 5.00 FEET TO THE WEST
LINE OF A 5 FOOT WIDE UTILITY EASEMENT AS SHOWN ON SAID REPLAT"A'SEKICH BUSINESS PARK
AND THE POINT OF BEGINNING:
THENCE CONTINUING SOUTH 89°39'23'WEST A DISTANCE OF 20.00 FEET TO THE EAST LINE OF AN
UNRECORDED 25 FOOT BY 30 FOOT LEASE AND THE POINT OF TERMINUS.THE SIDES OF SAID
EASEMENT ARE TO BE LENGTHENED OR SHORTENED TO TERMINATE AT SAID WEST LINE OF A 5
FOOT WIDE UTILITY EASEMENT AND SAID UNRECORDED LEASE AREA.
CONTAINING±100 SQUARE FEET OR±0.002 ACRES MORE OR LESS.
PREPARED BY:
RICHARD B.GABRIEL
COLORADO PLS#37929
FOR AND ON BEHALF OF
POWER SURVEYING COMPANY INC. 3�001"127.9%Rj (4
'uic3 379p2999•o£
10 12 Fc 1
NOTE: 7115 EXHIBIT DOES NOT REPRESENT A IAONUMENTED
LAND SURVEY. IT IS ONLY INTENDED TO DEPICT THE ATTACHED
LEGAL DESCRIPTION.
SpaCoMMITMENT
PARCE ONNERSHM IS BASED AT BRST AMERICAN 2llE INSURANCE COMPANY
ACCORI N0. 8 COLOR DO L DATED DECEMBER ME E A AT 8:00 P.M..
24 ACCORDING TO 5 S*JRADO LAW. YOU MUST COMMENCE ANY LEGAL ACTION BASED UPON
Sum Ong IN" ANY DEFECT IN THIS SURVEY NttAS THREE YEARS EFEC Y01 FIRST DISCOVER SUCH DEFECT.
IN RE EVENT MAY ANY ALTER BASED UPON THE DEFECT M THIS SOSN H RE COMMENCED
pAl64f/DI! MORE THAN TEN YEARS AFTER THE DATE OF THE CERTIFICATION SHOWN HEREON.
3.) THE ONLY PURPOSE OF THIS E)MIBIT IS 70 SHOW THE LOCATION OF 1HE
T`""°"`°"°°'� ""a`n"n1“" TELECOMMUNICATIONS EASEMENT(S) FOR Y-MOBILE.
4.) THIS EXHIBIT SHALL BE CONSIDERED NULL AND VOID IF ALTERED IN ANY WAY.
SUBDIVISION OR OWNER SITE-DN01067B
4301 STATE HIGHWAY 66, MEAD, CO 80504 PHILLIPS 66
PART OF THE SW1/4 SECTION 23, T 3 N, R 68 W 111=10' T-µ0811E FIBER OPTIC EMIT
6TH PRINCIPAL MERIDIAN, WELD COUNTY, COLORADO PAGE 1 OF 2 ZUMA CONSULTANTS, INC.
JOB// 501-12-004jSURVEYOR: CW IDRAWN BY: RBG CHECKED BY DBYI JAN. 10, 2012
Site: DN1067-B/Mulligan Reservoir
Market Denver MTA
SITE LEASE WITH OPTION
THIS SITE LEASE WITH OPTION (this "Lease") is effective this 29th day of May,
1996, between Sekich Company, L.L.C. ("Landlord"), and Western PCS III License
Corporation, a Delaware corporation("Tenant").
1. Option to Lease.
(a) In consideration of the payment of
(the "Option Fee") by Tenant to Landlord, Landlord hereby grants to Tenant an option to lease
the use of a portion of the real property described in attached Exhibit A (the "Property"), on the
terms and conditions set forth herein(the "Option"). The Option shall be for an initial term of 12
months, commencing on the date hereof and ending twelve (12) months horn such date (the
"Option Period").
(b) During the Option Period and any extension thereof, and during the term
of this I use, Landlord agrees to cooperate with Tenant in obtaining, at Tenant's expense, all
licenses and permits or authorizations required for Tenant's use of the Premises from all
applicable government and/or regulatory entities (the "Governmental Approvals") including
appointing Tenant as agent for all conditional-use permit applications and variance applications,
and Landlord agrees to cooperate with and to allow Tenant, at no cost to Landlord, to obtain a
title report, zoning approvals and variances, conditional-use permits, perform surveys, soil tests,
and other engineering procedures or environmental investigations on, under and over the
Property, necessary to determine that Tenant's use of the Premises will be compatible with
Tenant's engineering specifications, system design, operations and Governmental Approvals.
During the Option Period and any extension thereof, Tenant may exercise the Option by so
notifying Landlord in writing, at Landlord's address in accordance with Section 12 hereof.
(c) If Tenant exercises the Option, then, subject to the following terms and
conditions, Landlord hereby leases to Tenant (the "Lease") the use of that certain portion of the
Property sufficient for placement of Antenna Facilities (as defined below), together with all
neck-scary space and easements for access and utilities, as generally described and depicted in
attached Exhibit B (collectively referred to hereinafter as the "Premises").
The Premises, located at 4301 Highway 66, Town of Mead, County of Weld, State of Colorado,
comprises approximately Nine Hundred (900) square feet.
2. Term. The initial term of this Lease shall be five years commencing on the date
of delivery of Tenant's notice to exercise the Option pursuant to Section 1(b), above (the
155255.2 May 28.1996
1
"Commencement Date"), and terminating at Midnight on the last day of the month in which the
fifth annual anniversary of the Commencement Date shall have occurred.
3. Permitted Use. The Premises may be used by Tenant for, among other things, the
transmission and reception of radio communication signals and for the construction, maintenance,
repair or replacement of related facilities, towers, antennas, equipment or buildings and related
activities. Tenant shall obtain, at Tenant's expense, all Governmental Approvals and may (prior
to or after the Commencement Date) obtain a title report, perform environmental and other
surveys, soil tests, and other engineering procedures on, under and over the Property, necessary
to determine that Tenant's use of the Premises will be compatible with Tenant's engineering
specifications, system, design, operations and Governmental Approvals. Landlord agrees to
reasonably cooperate with Tenant (at no cost to Landlord), where required, to perform such
procedures or obtain Governmental Approvals. If necessary, Tenant has the right to immediately
terminate this Lease if Tenant notifies Landlord of unacceptable results of any title report,
governmental approvals, environmental survey or soil tests prior to Tenant's installation of the
Antenna Facilities (as defined below) on the Premises.
4. Rent.
(a) Tenant shall pay Landlord, as Rent,
per month ("Rent"). Rent shall be payable in advance beginning on the
Commencement Date for the remainder of the month in which the Commencement Date falls and
for the following month, and thereafter rent will be payable monthly in advance on the fifth day
of each month for the following month to Seldch Company, L.L.C. at Landlord's address
specified in Section 12 below. For the purpose of this Lease, all references to "month" shall be
deemed to refer to a calendar month. If the Commencement Date does not fall on the fifth day of
the month, then Rent for the period from the Commencement Date to the last day of the
following month shall be prorated based on the actual number of days from the Commencement
Date to the last day of the following month.
(b) If this Lease is terminated at a time other than on the last day of a month,
Rent shall be prorated as of the date of termination for any reason other than a default by Tenant,
and all prepaid Rent shall be refunded to Tenant.
5. Renewal. Tenant shall have the right to extend this Lease for five additional,
five-year terms ("Renewal Term"). Each Renewal Term shall be on the same terms and
conditions as set forth herein, except that rent shall be increased by twenty percent (20%) of the
rent paid over the preceding term.
This Lease shall automatically renew for each successive Renewal Term unless
Tenant shall notify Landlord, in writing, of Tenant's intention not to renew this Lease, at least
sixty (60) days prior to the expiration of the term or any Renewal Term.
155255.2 May 28,19%
2
If Tenant shall remain in possession of the Premises at the expiration of this I Pacr
or any Renewal Term without a written agreement, such tenancy shall be deemed a month-to-
month tenancy under the same terms and conditions of this I PAC P.
6. Interference. Tenant shall not use the Premises in any way which interferes with
the use of the Property by Landlord, or lessees or licensees of Landlord, with rights in the
Property prior in time to Tenant's (subject to Tenant's rights under this J Pace, including without
limitation, non-interference). Similarly, Landlord shall not use, nor shall Landlord permit its
tenants, licensees, employees, invitees or agents to use, any portion of the Property in any way
which interferes with the operations of Tenant. Such interference shall be deemed a material
breach by the interfering party, who shall, upon written notice from the other, be responsible for
terminating said interference. In the event any such interference does not cease promptly, the
parties acknowledge that continuing interference may cause irreparable injury and, therefore, the
injured party shall have the right, in addition to any other rights that it may have at law or in
equity, to bring a court action to enjoin such interference or to terminate this I Pace immediately
upon written notice.
7. Improvements: Utilities: Access.
(a) Tenant shall have the right, at its expense, to erect and maintain on the
Premises improvements, personal property and facilities necessary to operate its system,
including without limitation radio transmitting and receiving antennas, and tower and bases, an
electronic equipment shelter, and related cables and utility lines (collectively the "Antenna
Facilities"). The Antenna Facilities shall be initially configured generally as set forth in
Exhibit C. Tenant shall have the right to replace or upgrade the Antenna Facilities at any time
during the term of this Lease. Tenant shall cause all construction to occur lien-free and in
compliance with all applicable laws and ordinances. The Antenna Facilities shall remain the
exclusive property of Tenant. Tenant shall have the right to remove the Antenna Facilities upon
termination of this Lease.
(b) Tenant, at its expense, may use any and all appropriate means of
restricting access to the Antenna Facilities, including, the construction of a fence within the
Premises.
(c) Tenant shall, at Tenant's expense, keep and maintain the Antenna
Facilities now or hereafter located thereon in commercially reasonable condition and repair
during the term of this Lease, normal wear and tear excepted. Upon termination of this Lease,
the Premises shall be returned to Landlord in good, usable condition, normal wear and tear
excepted.
155255.2 May 28, 1996
3
(d) Tenant shall have the right to install utilities, at Tenant's expense, and to
improve the present utilities on the Premises (including, but not limited to the installation of
emergency power generators). Tenant shall, wherever practicable, install separate meters for
utilities used on the Property. In the event separate meters are not installed, Tenant shall pay the
periodic charges for all utilities attributable to Tenant's use. Landlord shall diligently correct any
variation, interruption or failure of utility service.
(e) As partial consideration for Rent paid under this Lease, landlord hereby
grants Tenant an easement ("Easement") for ingress, egress, and awns (including access as
described in Section 1) to the Premises adequate to install and maintain utilities, which include,
but are not limited to the installation of overhead or underground power and telephone service
cable, and to service the Premises and the Antenna Facilities at all times during the term of this
Lease or any Renewal Term. Upon prior written notice, provided Tenant's Antenna Facilities
remain fully functional and continue to transmit at full power, landlord shall have the right, at
Landlord's sole expense, to relocate the Easement to Tenant, provided such new location shall
not materially interfere with Tenant's operations. Any Easement provided hereunder shall have
the same term as this Lease.
(0 Tenant shall have 24-hours-a-day, 7-days-a-week access to the Premises at
all times during the term of this Lease and any Renewal Term.
8. Termination. Except as otherwise provided herein, this Lease may be terminated,
without any penalty or further liability as follows:
(a) upon thirty (30) days written notice by landlord for failure to cure a
material default for payment of amounts due under this Lease within that thirty (30) day period;
(b) upon thirty (30) days written notice by either party if the other party
defaults and fails to cure or commence curing such default within that 30-day period, or such
longer period as may be required to diligently complete a cure commenced within that 30-day
period;
(c) upon ninety (90) days written notice by Tenant, if it is unable to obtain,
maintain, or otherwise forfeits or cancels any license, permit or Governmental Approval
necessary to the installation and/or operation of the Antenna Facilities or Tenant's business;
(d) upon ninety (90) days written notice by Tenant if the Property, Building or
the Antenna Facilities are or become unacceptable under Tenant's design or engineering
specifications for its Antenna Facilities or the communications system to which the Antenna
Facilities belong;
155255.2 May28, 1996
4
(e) immediately upon written notice if the Premises or the Antenna Facilities
are destroyed or damaged so as in Tenant's reasonable judgment to substantially and adversely
affect the effective use of the Antenna Facilities. In such event, all rights and obligations of the
parties shall cease as of the date of the damage or destruction, and Tenant shall be entitled to the
reimbursement of any Rent prepaid by Tenant. If Tenant elects to continue this Lease, then all
Rent shall abate until the Premises and/or Antenna Facilities are restored to the condition existing
immediately prior to such damage or destruction;
(f) at the time title of the Property transfers to a condemning authority,
pursuant to a taking of all or a portion of the Property sufficient in Tenant's determination to
render the Premises unsuitable for Tenant's use. Landlord and Tenant shall each be entitled to
pursue their own separate awards with respect to such taking. Sale of all or part of the Property
to a purchaser with the power of eminent domain in the face of the exercise of the power, shall be
treated as a taking by condemnation.
9. Taxes. Tenant shall pay any personal property taxes assessed on, or any portion
of such taxes attributable to, the Antenna Facilities. Landlord shall pay when due all real
property taxes and all other fees and assessments attributable to the Piuperiy. In the event that
Landlord fails to pay said real property taxes, then Tenant shall have the right but not the
obligation to pay said taxes and deduct them from Rent amounts due under this agreement.
10. Insurance and Subrogation.
(a) Tenant will provide Commercial General Liability Insurance in an
aggregate amount of $1,000,000 and name Landlord as an additional insured on the policy or
policies. Tenant may satisfy this requirement by obtaining appropriate endorsement to any
master policy of liability insurance Tenant may maintain.
(b) Landlord and Tenant hereby mutually release each other (and their
successors or assigns) from liability and waive all right of recovery against the other for any loss
or damage covered by their respective first party property insurance policies for all perils insured
thereunder. In the event of such insured loss, neither party's insurance company shall have a
subrogated claim against the other.
11. Hold Harmless. Tenant agrees to hold Landlord harmless from claims arising
from the installation, use, maintenance, repair or removal of the Antenna Facilities, except for
claims arising from the negligence or intentional acts of Landlord, its employees, agents or
independent contractors.
12. Notices. All notices, requests, demands and other communications hereunder
shall be in writing and shall be deemed given if personally delivered or mailed, certified mail,
return receipt requested, or sent by overnight carrier to the following addresses:
155255.2 May 28.19%
5
If to Tenant, to: with a copy to:
Western PCS III License Corporation Western PCS III License Corporation
Attn: PCS Leasing Administrator Attn: Legal Department
2001 NW Sammamish Rd. 2001 NW Sammamish Rd.
Issaquah, WA 98027 Issaquah, WA 98027
Phone: (206) 313-5200 Phone: (206) 313-5200
Fax: (206) 313-5520 Fax: (206) 313-5520
If to Landlord to:
Sekich Company, L.L.C.
4301 Highway 66
Longmont, CO 80504
Phone: (970) 535-4474
Fax; (970) 5354556
13. Quiet Enjoyment. Title and Authority. Landlord covenants and warrants to
Tenant that (i) Landlord has full right, power and authority to execute this Lease; (ii) it has good
and unencumbered title to the Property free and clear of any liens or mortgages, except those
disclosed to Tenant which will not interfere with Tenant's rights to or use of the Premises; and
(iii) execution and performance of this Lease will not violate any laws, ordinances, covenants, or
the provisions of any mortgage, lease, or other agreement binding on Landlord.
Landlord covenants that at all times during the term of this Lease, Tenant's quiet
enjoyment of the Premises or any part thereof shall not be disturbed as long as Tenant is not in
default beyond any applicable grace or cure period.
14. Environmental Laws. Tenant represents, warrants and agrees that it will conduct
its activities on the Property in compliance with all applicable Environmental Laws (as defined in
attached Exhibit D). Landlord represents, warrants and agrees that it has in the past and will in
the future conduct its activities on the Property in compliance with all applicable Environmental
Laws and that the Property is free of Hazardous Substance (as defined in attached Exhibit D) as
of the date of this Lease.
Landlord shall be responsible for, and shall promptly conduct any investigation and
remediation as required by any Environmental Laws or common law, of all spills or other
releases of Hazardous Substance, not caused solely by Tenant, that have occurred or which may
occur on the Property.
Tenant agrees to defend, indemnify and hold Landlord harmless from and against any and
all claims, causes of action, demands and liability including, but not limited to, damages, costs,
155255.2 May 28,1996
6
expenses, assessments, penalties, fines, losses, judgments and attorney's fees that Landlord may
suffer due to the existence or discovery of any Hazardous Substance on the Property or the
migration of any Hazardous Substance to other properties or release into the environment arising
solely from Tenant's activities on the Property.
Landlord agrees to defend, indemnify and hold Tenant harmless from and against any all
claims, causes of action, demands and liability including, but not limited to, damages, costs,
expenses, assessments, penalties, fines, losses, judgments and attorney's fees that Tenant may
suffer due to the existence or discovery of any Hazardous Substance on the Property or the
migration of any Hazardous Substance to other properties or released into the environment, that
relate to or arise from Landlord's activities during this I e2CP and from all activities on the
Property prior to the commencement of this Lease.
The indemnifications in this section specifically include without limitation costs incurred
in connection with any investigation of site conditions or any cleanup, remedial, removal or
restoration work required by any governmental authority.
15. Assignment and Subleasing. Tenant may assign this Lease upon written notice to
Landlord, to any person controlling, controlled by, or under common control with Tenant, or any
person or entity that, after first receiving FCC or state regulatory agency approvals, acquires
Tenant's radio communications business and assumes all obligations of Tenant under this I PSse.
Upon such assignment, Tenant shall be relieved of all liabilities and obligations hereunder and
Landlord shall look solely to the assignee for performance under this Lease and all obligations
hereunder. Tenant may sublease the Premises, upon written notice to Landlord, only if such
sublease is subject to the provisions of this I ease. Tenant may otherwise assign this Lease upon
written approval of landlord, which approval shall not be unreasonably delayed or withheld.
Additionally, Tenant may, upon notice to Landlord, mortgage or grant a security interest
in this I ease and the Antenna Facilities, and may assign this Lease and the Antenna Facilities to
any mortgagees or holders of security interests, including their successors or assigns, (hereinafter
collectively referred to as "Mortgagees"), provided such Mortgagees agree to be bound by the
terms and provisions of this Lease. In such event, Landlord shall execute such consent to
leasehold financing as may reasonably be required by Mortgagees. Landlord agrees to notify
Tenant and Tenant's Mortgagees simultaneously of any default by Tenant and to give Mortgagees
the same right to cure any default as Tenant or to remove any property of Tenant or Mortgagee
located on the Premises, except that the cure period for any Mortgagee shall not be less than
thirty (30) days after receipt of the default notice, as provided in Section 8 of this Lease. All
such notices to Mortgagees shall be sent to Mortgagee at the address specified by Tenant upon
entering into a financing agicnuent. Failure by Landlord to give Mortgagee such notice shall not
diminish Landlord's rights against Tenant, but shall preserve all rights of Mortgagee to cure any
default and to remove any property of Tenant or Mortgagee located on the Premises, as provided
in Section 17 of this Lease.
155255.2 May 28,1996
7
16. $ttccessors and Assigns. This Lease shall tun with the Property, and shall be
binding upon and inure to the benefit of the parties, their respective successors, personal
representatives and assigns.
17. Waiver of Landlord's Lien. Landlord hereby waives any and all lien rights it may
have, statutory or otherwise, concerning the Antenna Facilities or any portion thereof which shall
be deemed personal property for the purposes of this Lease, regardless of whether or not the
same is deemed real or personal property under applicable laws, and Landlord gives Tenant and
Mortgagee the right to remove all or any portion of the same from time to time, whether before
or after a default under this Jnse, in Tenant's and/or Mortgagee's sole discretion and without
Landlord's consent.
18. Miscellaneous.
(a) The substantially prevailing party in any litigation arising hereunder shall
be entitled to its reasonable attorneys' fees and court costs, including appeals, if any.
(b) Each party agrees to furnish to the other, within ten (10) days after
request, such truthful estoppel information as the other may reasonably request.
(c) This Lease constitutes the entire agreement and understanding of the
parties, and supersedes all offers, negotiations and other agreements. There are no
representations or understandings of any kind not set forth herein. Any amendments to this
Lease must be in writing and executed by both parties.
(d) If either party is represented by a real estate broker in this transaction, that
party shall be fully responsible for any fee due such broker, and shall hold the other party
harmless from any claims for commission by such broker.
(e) Each party agrees to cooperate with the other in executing any documents
(including a Memorandum of Lease in substantially the form attached as Exhibit E) nerncary to
protect its rights or use of the Premises. The Memorandum of I Parr may be recorded in place of
this Lease, by either party.
(f) This Lease shall be construed in accordance with the laws of the state in
which the Property is located.
(g) If any term of this Lease is found to be void or invalid, such invalidity
shall not affect the remaining terms of this I Pace, which shall continue in full force and effect.
The parties intend that the provisions of this Lease be enforced to the fullest extent permitted by
applicable law. Accordingly, the parties shall agree that if any provisions are deemed not
enforceable, they shall be deemed modified to the extent necessary to make them enforceable.
155255.2 May 28,1996
8
(h) The persons who have executed this I Pace represent and warrant that they
are duly authorized to execute this Lease in their individual or representative capacity as
indicated.
(i) The submission of this document for examination does not constitute an
offer to lease or a reservation of or option for the Premises and shall become effective only upon
execution by both Tenant and Landlord,
(j) This Lease may be executed in any number of counterpart copies, each of
which shall be deemed an original, but all of which together shall constitute a single instrument.
(k) The parties understand and acknowledge that Exhibit A (the legal
description of the Property), Exhibit B (the Premises location within the Property) and Exhibit C
(the site plan) may be attached to this Lease in preliminary form. Accordingly, the parties agree
that upon the preparation of final, more complete exhibits, Exhibits A, B and/or C, as the case
may be, which may have been attached hereto in preliminary form, may be replaced by Lessee
with such final, more complete exhibit(s). Qn -e
The Execution Date of this I Lace is the,jday of , 1996.
LANDLORD: Sekich Company, L.L.C.
By: ,,.•.Q Pill By: -1121t h 1
Fred Sekich ick Sekich
Its: Manager Its: Manager
TENANT: Western Li
By: (7/
Its:
155255.2 May 28.1996
9
STATE OF COLORADO )
ss:
COUNTY OF WELD )
On this 7i day of n1,4/ , 1996, before me personally appeared Fred
Sekich and Nick Sekich, known to me to be the Managers of Sekich Company, L.L.C., that
executed the within and foregoing instrument, and acknowledged the said instrument to be the
free and voluntary act and deed of said Sekich Company, L.L.C. for the uses and purposes
therein mentioned, and on oath, stated that they were authorized to execute said instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year first above written.
a- 4-c
NOTARt in and for the State of
Colorado. 5/7/78
My commission expires
STATE OF WASHINGTON )
} ss:
COUNTY OF KING )
On this . day of _ , 1991;,-before me personally appeared
• —
O wn to me to be the 7S� yelescL / of Western PCS III
License ration, the corporation that executed the within and foregoing instrument, and
acknowledged the said instrument to be the free and voluntary act and 4eied of said corporation
for the uses and purposes therein mentioned, and on oath, stated that /� was authorized to
execute said instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year first above written.
•
,‘ g. REPq41 ''
Q siou A''' NOTARY P LIC in and for the State
p� �pTgp p .
.oi. �c) _ bty commissi expire /`s
0pix,\Wg5HSo`,�
Mn 28, 1996
155255.2
10
EXHIBIT A
Legal Description
To the Site Lease with Option dated May 29, 1996, between Sekich Company, L.L.C. as
Landlord, and Western PCS B1 License Corporation, as Tenant.
The Property is legally described as follows:
Lot 1, Block 4, Replat A, Sekich Business Park
May 28.1996
155255
11
EXHIBIT B
Premises Location Within the Property
To the Site Lease with Option dated May 29, 1996, between Sekich Company, L.L.C. as
Landlord, and Western PCS III License Corporation, as Tenant.
The location of the Premises within the Property is more particularly described and depicted
as follows:
la lYI it kay , the F �=T . titan lsa:i t'-1 --yi UM* •lu
4 aaa•
Nwlwv E } '`an•'�• k j °w!.^_'—_ e--r -
-_ S : (ip LOT Ti
^.w !ussuslosi:
SE [OT2 aLOT 1 :gs€���u'a" i�. >Q.
LOT I) { VIIµLOT 4 "•fisan�' �-
kd IfN Id•f• .7 YM.W W � r LM•At ,'i �t
^ '� MEW* • 1.W fa real 4M �6;-r•Vr•." 1jilw!t4rrj
.r.._ S�+ '�•1C pLN
I n•a•ecw Ina.S{• .7- y� LOT f
�rv.3- --� ¢ Len k _--
tl.�.. _. y...y ri eon lw.m Nwnwr TGl-- �V
., [Ut 1 : W
LOYAL 3 cot S i LOT 5
y 6 .m AC
i
l 1
agt., T I Ow
_it I. woo.Ro* TOT { , .
00----+— 2 IJT IL l 8 UP
r - "Eel
; V
_ , __
BLOCK 4
Yf�•�a -asc-""1Y" -is ......-ineul r
b:F Al IF LOT 2 LOT 3 •, LOT4 I
%I F SIMM :: I]1•K 'i SIT�[ 1
L.Y y y��ii;�
OUTLOT A_ .. b '....-•sr..3f i•I1 4s ,f;,,,,
IYS010 SE •L• CC 9}
• Ii: •. tram usom1 I f
r 7G GTr
•
— -- b '- - 4fiIo•i _
fISI A' -
_ 6G
S 89'24'50'W 2642.55' •"`•'•N�"T SU CC
STATE HIGHWAY 66 b
May 28.1996
(55255.2
12
EXHIBIT C
Site Plan
To the Site Lease with Option dated May 29, 1996, between Sekich Company, L.L.C. as
Landlord, and Western PCS III License Corporation, as Tenant.
Site Plan and Equipment
DN.LOG7-B
MEAD ST .
OO ❑
4$ EXISTI G
TELCO
GAS INDUSTRIAL
STATION JFFICE BUILDING
PROPOSED
(� PCS SITE
3 POWER
H
May 28.1996
1357.55.2
13
EXHIBIT D
Environmental Laws
To the Site Lease with Option dated May 29, 1996, between Sekich Company, L.L.C. as
Landlord, and Western PCS Ill License Corporation, as Tenant.
As used in this Lease, "Environmental Laws" means all federal, state and local
environmental laws, rules, regulations, ordinances, judicial or administrative decrees, orders,
decisions, authorizations or permits, including, but not limited to, the Resource Conservation and
Recovery Act, 42 U.S.C. §§ 6901, et m, the Clean Air Act, 42 U.S.C. §§ 7401, g st, the
Federal Water Pollution Control Act, 33 U.S.C. §§ 1251, et seq., the Emergency Planning and
Community Right to Know Act, 42 U.S.C. §§ 1101, et sue., the Comprehensive Environmental
Response, Compensation and Liability Act, 42 U.S.C. §§ 9601, et sgg„ the Toxic Substances
Control Act, 15 U.S.C. §§ 2601, gl 3g9,., the Oil Pollution Control Act, 33 U.S.C. §§ 2701, et
seq., the Hazardous Materials Transportation Act, 49 U.S.C. §§ 1801 et a, the Safe Drinking
Water Act, 42 U.S.C. §§ 3001 through §§ 300f, and state laws, or any other comparable local,
state or federal statue or ordinance pertaining to the environment or natural resources and all
regulations pertaining thereto.
As used in this Lease, "Hazardous Substance" means any hazardous substances as defined
by the Comprehensive Environmental Response, Compensation and Liability Act, as amended
from time to time; any hazardous waste as defined by the Resource Conservation and Recovery
Act of 1976, as amended from time to time; any and all material or substance defined as
hazardous pursuant to any federal, state or local laws or regulations or order; and any substance
which is or becomes regulated by any federal, state or local governmental authority; any oil,
petroleum products and their by-products.
155255.2 May 26,1996
14
EXHIBIT E
Memorandum of Lease
To the Site Lease with Option dated May 29, 1996, between Sekich Company, L.L.C. as
Landlord, and Western PCS III License Corporation, as Tenant.
After recording, please return to: Western PCS III License Corporation
Attn: PCS Leasing Administrator
2001 NW Sanmtamish Rd.
Issaquah, WA 98027
Phone: (206) 313-5200
Fax: (206) 313-5520
Site Identification: DN1067-B/Mulligan Reservoir Market: Denver MTA
Memorandum of Lease Between Sekich Company, L.L.C. ("Landlord") and
Western PCS III License Corporation ("Tenant")
A Site Lease with Option between Sekich Company, L.L.C. ("Landlord") and Western
PCS III License Corporation("Tenant") was made regarding the following premises:
See attached Exhibit A
The date of execution of the Site Lease with Option was L (71 ! lv . Subject
Lease is for a term of five (5) years and will commence on the Commencement Date outlined in
the notice to exercise provided to the Landlord and shall terminate at midnight on the last day of
the month in which the 5th anniversary of the Commencement Date shall have occurred. Tenant
shall have the right to extend this Lease for five additional five year terms.
IN WITN WHEREOF, e parties hereto have respectively executed this
memorandum this Q day of .1.VtQ , 1996.
LANDLORD; Sekich Company, L.L.C.
1.x-4
By: 1-1-2 By: V. 1
Fred Sekich Nick Sekich
Its: Manager Its: Manager
TENANT: Western Licens 9 Q
By:
Its : "/
155155.2 May 28, 1996
15
STATE OF COLORADO )
) ss:
COUNTY OF WELD )
On this 2 ffr‘day of /314 Y , 1996, before me personally appeared Fred
Sekich and Nick Sekich, known to me to be the Managers of Sekich Company, L.L.C., that
executed the within and foregoing instrument, and acknowledged the said instrument to be the
free and voluntary act and deed of said Sekich Company, L.L.C. for the uses and purposes
therein mentioned, and on oath, stated that they were authorized to execute said instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year first above written.
OT PUBLIC in and for the State of
Colorado. ,r-/j7/9 8 .
My commission expires
STATE OF WASHINGTON )
) ss:
COUNTY OF KING )
On this y of , 1990' Aefore me personally appeared_
a ' own to me to be the 7:14. Oda.sA of Western PCS III
License Co oration, the corporation that executed the within and foregoing instrument, and
acknowledged the said instrument to be the free and voluntary act anddeed of said corporation
for the uses and purposes therein mentioned, and on oath, stated that "PC was authorized to
execute said instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year first above written.
�,•R -c��
_ 5, REF4 ','
JJ�n
.141‘e NOTARY LIC in and for the State
— �� commission a cores
':• May 28,1996
(55255.2
16
T • •Mobile •
National Development—T-Mobile Towers
12920 SE 38"Street,Bellevue,WA 98006
June 11, 2012
i
Bruce Barker ' i JUN 3 eet ill
Weld County l(r +�7L
1150 O Street
Greeley, CO 80632 1
RE: Partially executed Tower Lease Agreement
T-Mobile Reference: DN01067B/Phillips 66
Weld County Reference: DN01067B
Dear Bruce:
Please find enclosed two (2) partially executed subleases for the site referenced above. Please counter-
execute both subleases (please remember to notarize both copies) and send one (1) original to T-Mobile and
retain one (1)original for your own record. I have included a UPS return envelope for your convenience.
At this time you should contact your accounts payable department, if you have not done so already, to advise
them of the sublease rent payments owed to T-Mobile. All rent payments must be made payable to Licensor
named in the sublease and must include T-Mobile's Site ID on the face of the check. All rent payments should
be sent to: T-Mobile West Corporation, PO Box 70870, CM 9762, St. Paul, MN 55170.
Should you have any questions or need further assistance, please feel free to contact Tina Hwang at 425-383-
5732 or tina.hwanqat-mobile.com.
Sincerely,
Tina Hwang
Enclosures
Tonya Disney
From: Hwang, Tina [Tina.Hwang@T-Mobile.com]
Sent: Wednesday, January 25, 2012 1:49 PM
To: Bruce Barker
Cc: Kiely, Melanie; Tonya Disney; Hamer, Juliette
Subject: RE: DN01067B -Weld County
Good afternoon, Bruce,
We do have some concerns regarding some of the redlined items you presented and I know Melanie has been
working on reviewing. Can you hold the original signed agreement with you until we can arrange a call to
discuss?
Best,
Tina
Tina Hwang
L12 -.Mobile. << l)
TOWERS 1*
Phone: 425-383-5732 ** please note new desk phone number **
Mobile: 253-653-1640
www.T-MobileTowers.com
From: Bruce Barker [mailto:bbarker@co.weld.co.us]
Sent: Thursday, December 29, 2011 7:42 AM
To: Kiely, Melanie
Cc: Hwang, Tina
Subject: RE: DN01067B - Weld County
Melanie and Tina:
On December 19, 2011, the Board of County Commissioners approved the attached Tower Lease Agreement.
This is the same document I sent to you on December 16t. We are ready to pay the $39,900 to take us current
through December 31, 2011, and then begin paying the $1,500 on January 1, 2012, and each month thereafter. I
have the signed original and need to know who to send the document to for signature. Also, do we make
payment to T-Mobile West Corporation? Please let me know.
Thanks for your assistance on this.
Bruce T. Barker, Esq.
Weld County Attorney
P.O. Box 758
1150 "O" Street
Greeley, CO 80632
(970) 356-4000, ext. 4390
Fax: (970) 352-0242
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Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended
only for the person or entity to which it is addressed and may contain information that is privileged, confidential
or otherwise protected from disclosure. If you have received this communication in error, please immediately
notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the
taking of any action concerning the contents of this communication or any attachments by anyone other than the
named recipient is strictly prohibited.
From: Bruce Barker
Sent: Friday, December 16, 2011 10:05 AM
To: 'Kiely, Melanie'
Cc: 'Hwang, Tina'
Subject: RE: DN01067B - Weld County
As per our conversation yesterday, please see the attached. Changes are either stricken or highlighted in
yellow. These changes were discussed by Cyndy Giauque, former Assistant County Attorney, and by Katie
Miller of T-Mobile in their conversations up to March of this year. Please let me know if these changes are
acceptable. Please also note that I have made the payment amounts through December 31, 2011, with a
Commencement Date of January 1, 2012.
Bruce T. Barker, Esq.
Weld County Attorney
P.O. Box 758
1150 "O" Street
Greeley, CO 80632
(970) 356-4000, ext. 4390
Fax: (970) 352-0242
It fli
W Fd0 <C'aUNTY
u_
Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended
only for the person or entity to which it is addressed and may contain information that is privileged, confidential
or otherwise protected from disclosure. If you have received this communication in error, please immediately
notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the
taking of any action concerning the contents of this communication or any attachments by anyone other than the
named recipient is strictly prohibited.
From: Kiely, Melanie [mailto:Melanie.Kielvnd,T-Mobile.com]
Sent: Wednesday, December 14, 2011 7:26 PM
To: Bruce Barker
Subject: RE: DN01067B - Weld County
2
Hi Bruce—can you please help us out with this?
Melanie K. Kiely
Corporate Counsel
Direct: (425) 383.6299
From: Bruce Barker [mailto:bbarkerna,co.weld.co.us]
Sent: Monday, December 12, 2011 12:44 PM
To: Kiely, Melanie
Cc: Hwang, Tina
Subject: RE: DN01067B - Weld County
Sorry this has taken so long. Too many dropped balls lately on my part.
Bruce T. Barker, Esq.
Weld County Attorney
P.O. Box 758
1150 "O" Street
Greeley, CO 80632
(970) 356-4000, ext. 4390
Fax: (970) 352-0242
i64 , 10 , ,
W E::Qas'CGVNTY
u
Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended
only for the person or entity to which it is addressed and may contain information that is privileged, confidential
or otherwise protected from disclosure. If you have received this communication in error, please immediately
notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the
taking of any action concerning the contents of this communication or any attachments by anyone other than the
named recipient is strictly prohibited.
From: Kiely, Melanie [mailto:Melanie.Kiely@T-Mohile.com]
Sent: Monday, December 12, 2011 1:43 PM
To: Bruce Barker
Cc: Hwang, Tina
Subject: RE: DN01067B - Weld County
Thank you Bruce. I appreciate the help.
Melanie K. Kiely
Corporate Counsel
Direct: (425) 383.6299
From: Bruce Barker [mailto:bbarker@co.weld.co.us]
Sent: Monday, December 12, 2011 12:41 PM
To: Kiely, Melanie
3
Cc: Hwang, Tina
Subject: RE: DN01067B - Weld County
Melanie:
Thank you for the e-mail and I apologize for the delay. Since March, I have been short staffed and trying to do
too much with too few people. As I recall, we had reached agreement on all of the issues and I thought
everything was done on our end. Obviously not. I will track down where we are here and get back with you
tomorrow morning.
Bruce T. Barker, Esq.
Weld County Attorney
P.O. Box 758
1150 "O" Street
Greeley, CO 80632
(970) 356-4000, ext. 4390
Fax: (970) 352-0242
144 loll
i E
W E CaZCO:IN TY
u
Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended
only for the person or entity to which it is addressed and may contain information that is privileged, confidential
or otherwise protected from disclosure. If you have received this communication in error, please immediately
notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the
taking of any action concerning the contents of this communication or any attachments by anyone other than the
named recipient is strictly prohibited.
From: Kiely, Melanie [mailto:Melanie.Kielv(c�T-Mobile.com]
Sent: Monday, December 12, 2011 1:28 PM
To: Bruce Barker
Cc: Hwang, Tina
Subject: RE: DN01067B - Weld County
Dear Mr. Barker:
I am corporate counsel with T-Mobile and have been assigned to work with you on this matter. Please note, T-
Mobile must document the county's equipment installation in the form of an agreement. Also, there is rent that
needs to be discussed concerning the county's equipment installation. I apologize for the persistence, but T-
Mobile must finalize the agreement and document the county's equipment specifications so T-Mobile better
understands what equipment is on the tower and the structural impact on the tower. T-Mobile is under safety
and compliance obligations with the FCC and out insurance company, therefore finalizing the agreement is very
important.
Can you provide a status of when the agreement will be executed by the county? Thank you for your attention
to this matter.
Sincerely,
4
Melanie K. Kiely
Corporate Counsel
Direct: (425) 383.6299
From: Hwang, Tina
Sent: Monday,November 28, 2011 2:51 PM
To: Bruce Barker
Cc: Kiely, Melanie
Subject: FW: DN01067B - Weld County
Importance: High
Dear Mr. Barker,
I am following up on the status of the attached Tower Lease. I had left voicemail messages in the past, and I
know Juliette Hamer has been in contact as well, trying to obtain status of this agreement. I thought it might be
easier for you to give us an update via email.
The last we had heard, the Tower Lease was expected to be signed by the County back in September. Can you
advise on what may be causing the delay? Do you know if there were additional concerns about the terms? Did
the County change its mind and now is intending to remove its equipment from the tower?
Best,
Tina
Tina Hwang
a: . ,Motile. ((A))
TOWERS 4
Phone: 425-383-5732 ** please note new desk phone number **
Mobile: 253-653-1640
www.T-MobileTowers.com
From: Hamer, Juliette
Sent: Wednesday, September 21, 2011 2:13 PM
To: Bruce Barker
Cc: Kangris, Catrina; Hwang, Tina
Subject: DN01067B - Weld County
Importance: High
Bruce—
Please find attached the REVISED lease for Weld County. Please let me know if this is something that can be
signed by next week— if it can I will be more than happy to come to Greeley and pick this up. We need two
originals to be executed as TMO requires one copy.
Here is a breakdown that Catrina prepared for you with the details below:
Amounts Frequency Terms Comments
5
Rogue Project - Management approve
rent @ $1500 per month for Weld
County's dish install. Rent
Commencement is effective June 1,
Rent $1,500.00 Monthly MLA per the Lease.
Revenue Share No $0.00 Annually MLA
Other Recurring Pass through No $0.00 Annuall MLA
Total $1,500.00
One-Time Payment for installation o
dishes and 2 lines from 5/1/2007 to
4/30/2011. 6/1/2007 to 5/30/2010 (3
months) @ $400 per month= $14,4C
& $1500 per month from 6/1/2010 t
Back-Rent One-Time Costs Yes $33,900.00 MLA 7/31/2011 = $19,500. $33,900.00 to
Respectfully,
Juliette
Juliette Hamer
•T• • 'Mobile Towers
Account Manager Tower Leasing
& Customer Relations
7901 E. Lowry Blvd., Ste. 300
Denver, CO 80230
Cell #303.945.0708
Fax# 813.353.6503
West Area: Arizona, Colorado, New Mexico,
El Paso, TX, Las Vegas, NV and Southern California
Come see us at PCIA - Booth #109A!
President, Colorado Wireless Association
Juliette.hameracolowireless.com
www.colowireless.com
"Laugh when you can....
Let go of what you can't change....
Life's too short to be anything but happy!"
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