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Home My WebLink About20040600.tiff Weld CountyGREELEYNaning Department LIND, LAWRENCE & OTTENHOFF LLP ATTORNEYS AT LAW FEB 0 2 2004 THE LAW BUILDING 1011 ELEVENTH AVENUE P.O.BOX 326 RECEIVED I GREELEY,COLORADO 80632 WEB PAGE:LLOLAW.COM GEORGE H.OTTENHOFF TELEPHONE KENNETH F.LIND (9701353-2323 KIM R.LAWRENCE (970)356-9160 TELECOPIER P.ANDREW JONES (970)356-1111 RICHARD T.LiPUMA ken(plllolaw.corn KELLY J.CUSTER BRADLEY C.GRASMICK January 30, 2004 Weld County Department of Planning Services 1555 North 17th Avenue Greeley, CO 80631 Attention: Sheri Lockman Re: Regent Communications, Inc. (USR 1047 a/k/a USR 1457) Dear Ms. Lockman: Enclosed please find a copy of a letter dated January 30, 2004 and proposed Operating Agreement. Representatives of DTI and Fox have discussed certain issues regarding the Operating Agreement but it is unknown if DTI will respond or approve the Operating Agreement. It is our expectation that DTI will approve the Agreement and that the same will be in place before the Board of County Commissioner hearing. Nonetheless, the requirement was to provide to the Department of Planning Services written evidence that a reasonable attempt has been made to resolve issues and the enclosed letter and proposed Operating Agreement comply with that requirement. We now request that a final hearing regarding the above referenced USR be scheduled before the Board of County Commissioners. Please note that I would request that the hearing be scheduled for February 25, March 1, 3 or 8. If you have any questions, please contact the undersigned. Very truly yours, LIND, LA '% OTTENHOFF LLP Kenneth . ' d KFUcg Enclosure pc: John Kropp, Esq. • David J. Remund , F:\XFL\REGENT COMMUNICATIONS\PLANNING LOCKMAN LTR 1 30 04.wpd s s = 2004-0600 '3,,t LIND, LAWRENCE & OTTENHOFF LLP ATTORNEYS AT LAW THE LAW BUILDING 1011 ELEVENTH AVENUE P.O.BOX 326 GREELEY,COLORADO 80632 WEB PAGE:LLOLAW.COM GEORGE H.OTTENHOFF TELEPHONE KENNETH F.LIND (970)353-2323 KIM R.LAWRENCE (970)356-9160 TELECOPIER P.ANDREW JONES (970)356-1111 RICHARD T.LiPUMA ken@llclaw.com KELLY J.CUSTER BRADLEY C.GRASMICK January 30, 2004 Mark G. Grueskin, Esq. Isaacson, Rosenbaum Woods & Levy, P.C. 663 17'h Street, Suite 2200 Denver, CO 80202 Re: Regent Broadcasting Tower Dear Mr. Grueskin: Enclosed please find a proposed Operating Agreement which has been reviewed and approved by both general counsel and management of Regent Broadcasting of Fort Collins. This Operating Agreement is being provided for your consideration as (1) it is beneficial for both parties to have a new Operating Agreement in place; and (2)our clients were required to address certain issues prior to the USR hearing before the Weld County Board of County Commissioners. As to the enclosed Operating Agreement, please note that it responds to and addresses most of your proposed modifications as well as including other items that would be beneficial for both of our clients such as indemnification, cooperation, and specific reference to easements for guy wires and anchors, and maintenance for the access easement. This Agreement does not consider three items which you identified in your proposed modifications as non-interference,prior approval of modifications,and demolition of the old tower. As to non-interference, your proposed modifications are not acceptable as we believe that interferes with the exclusive jurisdiction of the Federal Communications Commission ("FCC"). It is very clear that the FCC has exclusive jurisdiction of the issues you have raised concerning non-interference and, in fact, those issues have been pre- empted on behalf of the FCC in relation to County and/or State jurisdiction. As the FCC has exclusive jurisdiction and has already considered the issue of interference, etc., your proposed modifications regarding non-interference are not acceptable nor proper in this proposed Operating Agreement. F:\KFL\REGENT COMMUNICATIONS\GRUESKIN LTR.wpd • Mark G. Grueskin, Esq. January 30, 2004 Page 2 As to your request concerning prior approval of modifications, your proposal is also not acceptable. Specifically, the Weld County Use by Special Review process addresses that issue in both your approved USR and the proposed Regent USR. The USR process specifically limits the towers and improvements to those as shown on the plans, and modifications can be made only by an amendment to the USR which is the proceeding under the direction of Weld County. Those procedures include public notice and hearings as well as review by Weld County officials. Additionally, your suggestion that any other modifications or additional uses would require the approval of adjacent landowners is totally unacceptable and not appropriate. Finally, your proposal concerning the demolition of the old tower will not be considered in this proposed Operating Agreement as the removal has already been addressed by Regent. Specifically, the Weld County Department of Planning Services requires that Regent vacate Conditional Use Permit No. 9(concerning the old tower)which by and of itself would require removal of the old tower. Secondly, certain provisions in the existing lease documents seem to require the old tower to be removed as it will be "abandoned". Finally, the Regent USR application as well as the building permit application provide for removal of the existing tower when the new tower is approved. The removal will be done within a reasonable amount of time but I can indicate to you that 30 days is not adequate. It is the expectation of Regent that the old tower can be removed within 90 days and definitely within 180 days. I am aware that discussions have been held between representatives of both Regent and DTI regarding some of the proposed Operating Agreement issues and I would request a response not later than February 5, 2004. As previously indicated, Regent is prepared to immediately execute this Agreement which will become effective upon approval of the new tower USR application. Very truly yours, LIND, LA TTENHOFF LLP Kenneth . Lind KFL/cg Enclosure pc: John Kropp, Esq. David J. Remund F WFL REGENT COMMUNICATIONSZRUESKIN LTR wpd OPERATING AGREEMENT This Operating Agreement("Agreement")is entered into this day of January,2004, by and between Regent Broadcasting of Fort Collins, Inc., a Delaware corporation ("Regent") and Fox Television Stations,Inc., a Delaware corporation ("Fox"). WHEREAS,Fox is the owner and operator of a certain communications transmission tower, transmitter building and accessory buildings and equipment located on approximately 39 acres of land leased from William E. Dumler and Vera L. Dumler("Dumlers") in Weld County, Colorado (the "Fox Tower"). The premises on which the Fox Tower is located is described on Exhibit "A" attached hereto (the "Fox Tower Premises"); and WHEREAS, Regent is the owner and operator of a certain communications transmission tower, transmitter building and accessory buildings and equipment located on approximately 16 acres of land leased from Dumlers in Weld County,Colorado(the"Regent Tower"). The premises on which the Regent Tower is located is described on Exhibit "B" attached hereto (the "Regent Tower Premises"). The Fox Tower Premises and the Regent Tower Premises are adjoining parcels. NOW,THEREFORE,in consideration of the mutual covenants contained herein,it is agreed as follows: ARTICLE I JOINT REPRESENTATIONS, WARRANTIES AND COVENANTS OF REGENT AND FOX 1.1 Insurance Coverage. Regent and Fox shall each maintain general liability insurance coverage on its respective operations on the Regent Tower Premises and Fox Tower Premises and shall,upon reasonable request of the other party,obtain a certificate of insurance evidencing proof of general liability insurance coverage with respect to its operations.The limits of such insurance shall not be less than$1,000,000 per occurrence,$2,000,000 in the aggregate and a$4,000,000 umbrella policy. 1.2 Indemnification. Regent and Fox shall defend, indemnify and hold harmless each other from and against any and all losses, costs, damages, liabilities and expenses, including reasonable attorneys' fees and expenses incurred by one another respectively arising out of or related to: (a) any breach of the Agreements or Warranties given or made by Regent or Fox respectively in this Agreement; or (b) the operations on the Regent Tower Premises or Fox Tower Premises, respectively. 1.3 Cross Easements for Guv Wires and Anchors. The parties acknowledge and confirm the existence of cross easements created in their respective leases for the Regent Tower Premises and the Fox Tower Premises for guy wires and anchors to the parties respective towers, and agree to share any maintenance costs associated with said cross easements equally on a 50/50 basis. The parties shall not interfere with the reasonable use of these easements by the other party. 1.4 Shared Access Easement. The parties acknowledge and confirm the existence of a shared road access easement created in their respective leases for access to the Regent Tower • Premises, the Fox Tower Premises, the parties' respective towers, transmitter buildings, and other improvements. More specifically, the subject shared access road commences north from Weld County Road 90, curves to the northwest, and generally forks off northerly to end at the Regent Tower Premises and northwesterly to end at the entrance to the Fox Tower site operations. The parties agree to install a permanent gate at the access road entrance from Weld County Road 90,and to share on a 50/50 basis the cost of the gate and its installation,as well as all repair and maintenance costs associated with the said access road and gate. Each of the parties shall be provided keys to all gate locks,if any, and the parties shall not interfere with the reasonable us of the access easement by the other party. 1.5 Binding Covenants. The provisions of this Agreement shall be binding on the parties hereto and their respective successors and assigns. Any document creating or transferring an interest in the Regent Tower or the Fox Tower shall contain specific notice of this Agreement and shall bind all users of either tower to the provisions of this Agreement. ARTICLE II MISCELLANEOUS 2.1 Cooperation. The parties acknowledge that the towers are located on adjoining parcels and that their mutual cooperation is vital to the safe and efficient maintenance and operation of both towers. The parties agree to cooperate with each other in good faith to address and resolve day-to-day mutual operating issues as they may arise and to implement and enforce the provisions of this Agreement. 2.2 Notices. All notices, consents, requests, demands and other communications hereunder are to be in writing, and are deemed to have been duly given or made when delivered in person; on the date noted on the return receipt of the delivery date or attempted delivery date,when mailed by United States mail, first class,return receipt requested first class postage prepaid; in the case of telegraph or overnight courier services,on the day of delivery by the telegraph company or overnight courier service with payment provided for;or when dispatched by facsimile transmission (with facsimile transmission confirmation being deemed conclusive evidence of such dispatch);and in each such case addressed as follows: In the case of a notice to REGENT, such notice shall be delivered to: Regent Broadcasting of Fort Collins, Inc. ATTN: William L. Stakelin, President & COO c/o Regent Communications, Inc. 100 East RiverCenter Blvd., 9th Floor Covington, KY 41011 Facsimile: (859) 292-0352 with a copy to: John J. Kropp, Esquire Graydon Head & Ritchey LLP 1900 Fifth Third Center - 2 - 511 Walnut Street Cincinnati, OH 45202 Facsimile: (513) 651-3836 In the case of a notice to FOX, such notice shall be delivered to: Fox Television Stations, Inc. ATTN: Facsimile: with a copy to: Mark G. Grueskin, Esquire Isaacson,Rosenbaum, Woods & Levy, P.C. 663 17th Street, Suite 2200 Denver, CO 80202 Facsimile: (303) 292-3152 or to such other address as any Party may designate by notice to the other Parties in accordance with the terms of this Section .. 2.3 Recording. Either party may record this Agreement in the real property records for Weld County, Colorado. 2.4 Waiver. No consent or waiver, express or implied,by any party in the performance of obligations hereunder shall be deemed or construed to be a consent or waiver to or of any other breach or default in the performance by such other party of the same or any other of its obligations. Failure on the part of any party to complain of any act or failure to act of any other party or to declare any other party in default, irrespective of how long such failure continues, shall not constitute a waiver by such party of that party's rights hereunder. 2.5 Entire Agreement. This Agreement,including all exhibits hereto,contains the entire agreement between the parties and fully supersedes all prior agreements and understandings between the parties. 2.6 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall constitute an original but all of which,taken together,shall constitute one and the same document. 2.7 Date of Agreement. The date of this Agreement shall be the last date of execution of this Agreement by the parties as indicated on dates set below their respective signatures hereto. 2.8 Jurisdiction. The parties hereto agree and consent to exclusive venue and jurisdiction of the District Court in and for the County of Weld, Colorado for any court action commenced by either party which relates to this Agreement or the transactions contemplated hereby. - 3 - 2.9 Binding Effect. The terms and conditions of this Agreement shall apply to and be binding upon the successors and assigns of the respective parties hereto and shall constitute covenants running with title to the described premises'. 2.10 Construction. When necessary for proper construction, the masculine of any word used in this Agreement shall include the feminine and neuter genders and the singular shall include the plural and vice versa. This entire Agreement shall be construed in accordance with the laws of the State of Colorado. 2.11 Paragraph Headings. Paragraph headings contained herein are for convenience only and shall not be considered in interpreting this Agreement. 2.12 Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Agreement shall nevertheless remain in full force and effect. IN WITNESS WHEREOF, the parties have signed this Agreement on the dates set forth below. REGENT BROADCASTING OF FORT - COLLINS, INC., a Delaware corporation By: Date Its: ATTEST: STATE OF ) ) ss: COUNTY OF ) The foregoing instrument was acknowledged before me this day of January,2004, by ,the of Regent Broadcasting of Fort Collins, Inc., a Delaware corporation, on behalf of the corporation. - 4 - Notary Public FOX TELEVISION STATIONS, INC., a Delaware corporation By: Date Its: ATTEST: STATE OF ) ) ss: COUNTY OF ) The foregoing instrument was acknowledged before me this day of January,2004, by , the of Fox Television Stations, Inc., a Delaware corporation, on behalf of the corporation. Notary Public 368470.4 - 5 - Weld County Plann rig Cc. GREELEY !Friel FEB (I Z00, LIND, LAWRENCE & OTTENHOFF LLP D Er r ATTORNEYS AT LAW ¢ t �' THE LAW BUILDING 1011 ELEVENTH AVENUE P.O.BOX 326 GREELEY,COLORADO 80632 WEB PAGE:LLOLAW.COM GEORGE H.OTTENHOFF TELEPHONE KENNETH F.LIND (970)353-2323 KIM R.LAWRENCE (970)356-9160 TELECOPIER P.ANDREW JONES (970)356-1111 RICHARD T.LiPUMA ken Ilolawcom KELLY J.CUSTER BRADLEY C.GRASMICK February 5, 2004 Weld County Building Inspection Department 1555 North 17th Avenue Greeley, CO 80631 Re: Building Permit No. BCN-030382 Ladies & Gentlemen: Enclosed please find the professional engineer signed and sealed inspection report as required pursuant to the above referenced Weld County Building Permit and pursuant to applicable building code requirements. Please include this report as part of the inspections file. Very truly yours, LIND, LPc�N E OTTENHOFF LLP Kenneth . Lind KFL/cg Enclosure pc: Department of Planning Services F:VCFL\REGENT COMMUNICATIONS\BUILDING INSPECTION.wpd EXHIBIT I c Ca ° COfl7 Cn ELECTRONICS RESEARCH, INC. 7777 Gardner Road • Chandler, Indiana 47610 • (812)925-6000 • Fax: (812)925-4030 • Home Page:www.ER1inc.com January 28, 2004 Weld County Building inspection Department 1555 N. 17th Avenue Greeley, CO 80631 Re: Tower Site Inspection 750 foot Tall Guyed Tower 12665 WCR 90 ERI Project# 10645 Weld County Building Permit#BCN-030382 Gentlemen; I visited the tower site near Pierce, Colorado and completed a climbing inspection of the newly constructed 750 foot tower for KUAD-fin radio on January 5`h, 2004. This inspection was pursuant to the Weld County requirement for special inspections according to Section 1701.5 for high strength bolting of A 325 bolts. This site inspection involved a visual inspection of guy anchors, the tower base, a climbing inspection of the tower steel mast and a bolt torque inspection. The following is a list of my findings: A. The tower mast is straight and plumb,well within specifications of the ANSI\TIA\EIA-222-F standard. B. The tower guy wires had uniform tension within ERI tolerances acceptable for this structure. Guy attachment hardwa;e is within tower plans and specifications. C. Tower mast bolts (1 Y< inch and 1 inch A325 High Strength Structural Bolts)were randomly checked with my calibrated torque wrench from ground level up the tower mast shaft. Bolts were found with required lock nuts and within minimum torques as specified in the bolt torque chart of ERI tower erection specification drawing C-lA. D. The tower mast was found painted and lighted within acceptable requirements of the FAA. E. The anchor shafts were found at appropriate angles, with appropriate ground cover and with adequate drainage. ra-ml 1 ,g4,3_,„„3 I find this structure acceptable in its present condition. Future plans are to remove the adjacent pipe leg guyed tower and then complete the following items concerning the new tower: 1. Once the old tower is removed torque arms(ERI Drawing C-9) should be put in place at the 435 foot level of the tower mast. Afterwards the six guy wires shall be connected in accordance with plans. A final tensioning of guys and checking of plumb-ness shall be competed with results submitted to ERI. Comments: This torque arm assembly could not be installed due to the guys of the adjacent tower. This adjacent tower is to be removed. Only three guys positioned in a satisfactory manor could be installed. 2. Final grounding rods should be provided for each of the six guy anchors and connected to guy lines as well as to the tower mast at its base in accordance with drawings C-1, C-2A, and C-2B. ' Comments: Final site grounding is to be completed once the ground settles at anchors and is scheduled to be completed when the old tower is removed. 3. Safety climbing device, lightning spur assembly, and base safety climbing placard should be installed as noted on drawings C-5A, C-7, and C-8. Comments: Once the tower rigging lines are removed from the climbing face these items can be properly installed. The conclusion of this inspection is that the tower mast,bolts, guy lines, and foundations were found in satisfactory condition for this structure. The recommended items for completion are scheduled to be completed once the old tower is removed and the new tower installation rigging removed. Base upon my inspection I can verify that the tower mast framing inspection and special inspection of the high strength (A 325)bolts is complete and conditions were found satisfactory. The inspection of welded flange connections was previously completed at the ERI factory during fabrication(per Section 1701.5). Sind �\ oREakst •'• t R.�°'Tv_ Ernest R. Jones,P.E. tt V. P. Engineering, Structural Division $ i„ 31492 t 2 BOARD OF COUNTY COMMISSIONERS' SIGN POSTING CERTIFICATE THE LAST DAY TO POST THE SIGN IS March 7, 2004 THE SIGN SHALL BE POSTED ADJACENT TO AND VISIBLE FROM A PUBLICALLY MAINTAINED ROAD RIGHT-OF-WAY. IN THE EVENT THE PROPERTY BEING CONSIDERED FOR A SPECIAL REVIEW IS NOT ADJACENT TO A PUBLICALLY MAINTAINED ROAD RIGHT-OF-WAY, THE DEPARTMENT OF PLANNING SERVICES SHALL POST ONE SIGN IN THE MOST PROMINENT PLACE ON THE PROPERTY AND POST A SECOND SIGN AT THE POINT AT WHICH THE DRIVEWAY (ACCESS DRIVE) INTERSECTS A PUBLICALLY MAINTAINED ROAD RIGHT-OF-WAY. I, SHERI LOCKMAN, HEREBY CERTIFY UNDER PENALTIES OF PERJURY THAT THE SIGN WAS POSTED ON THE PROPERTY AT LEAST TEN DAYS BEFORE THE BOARD OF COMMISSIONERS HEARING FOR USR-1457 IN THE AGRICULTURAL ZONE DISTRICT. SHERI LOCKMAN Name of Person Posting Sign Signte of Per n Po ng Ign STATE OF COLORADO ) ss. COUNTY OF WELD ) The foregoing instrument was subscribed and sworn to me thi( _day of �� , 200/ WITNESS my hand and official seal. ( 7-kaA, Notary Public My Commission Expires: //�/ 3 xa ". rg' . jr "" F ₹.4t41'''' w a .p zr rctkl NOTICE tk ' A °Upitki.AB'Jf4 C�(ono e.'vjf !AIA F$0 „,,e,,,,,,,4,-,,,,-Wtlt:B[NIIib:( S i C M.:.3'kt '4.4...4,4. { .'. tflea tN ,�!till v .,afl. #1 t ,} OR M4EI$FflMMtON G1( a ',. r ', a a WILD C420$18.,,6@PrnTME4tY"�+,� _,f"- - ! t r t P7.AfjN(k4$EfliCE$'AV ti t' ;:,`" t ,....4' {59!3153•4Ige tkt 3$4 n ' •�' 64:1Y-1,,,,:-::774,:::::,:"1": " f .. f t y`Y t:N t -,,, f 1 aL.. 5F r'„iitux+ s+ P —�Gy/ 7-7-1(<571-1`� G/ MAR 16 '94 02:30PM KDVR P.2 • 'FOX 3 501 wazee Street KDVR • DENVER • Deaver,Colorado 80204-5859 THE Fox OFTHE ROCKIES Phone(303)595-3131 Fax(303)595.8312 March 14, 1994 Greg Thompson Current Planner Weld County Administrative Offices 1400 N. 17th Avenue Greely,Colorado 80631 Dear Mr.Thompson; Congratulations on the new addition! Almost hate to bring up wprk,however I must. I've been waiting for the paperwork for the special review,but believe me I understand why there has been a delay.As per our last conversation,lam asking for a building permit to be drawn prior to the special review. I understand that issuing the building permit will allow me to Wild the building and replacement tower; however,should the tower height increase from 605 feet to 735'feet be found to be in violation of FCC,FAA, local ordinances,or be demonstrated to present a clear and defiMte harm,that the tower height would be reduced to a height between 605 feet and 735 feet as is to be d determined in the special review process. As we discussed,KDVR is attempting to put this transmitter(ICFCT)on the air in time for the Fall football season. The increased height of the tower permits us to place the TV antenna on the tower without disturbing the three FM radio Nations that now occupy the existing tower(if the tower is shortened,the height and thus the coverage of the three FM stations would be adversely affected. The choice of 735 feet is based on FAA approval,which as I write this,is still pending.It is possible that the FAA will reduce the allowed height to somewhere between 605 and 735 feet.This is still pending as the impacts of Denver's new airport are being assessed. The 735 foot height would serve all of the broadcasters on the tower,and slightly increase each of their operating heights. We are working with the FAA to determine what the final height should be in this range. We would like to opportunity to do the same with you.In terms of visibility and impact,there is very little difference between a 605 foot tower and a 735 foot.The only time one could tell the difference is the brief period of time when both towers arc standing side by side,before the older tower is removed. At this point time is critical to this project. I appreciate your willingness to expedite the project, and please let me know of anything I can do, or any information I can provide you. Sincerely, Frederick M. Baumgartner Engineering Manager EXHIBIT 111- • aSt#144 c MAR 16 '94 14:36 3035958312 PAGE.002 �. EXHIBIT "A" DEPARTMENT OF PLANNING SERVICES PHONE (303)353-3545, EXT. 3540 WELD COUNTY ADMINISTRATIVE OFFICES 1400 N.17TH AVENUE } : ® GREELEY, COLORADO 80631 • COLORADO April 20, 1994 Fred Baumgartner Fox 31 501 Wazee Street Denver, CO 80204 Subject: Building permit application, located on property described as part of the W2 SE4 of Section 19, TBN, R66W of the 6th P.M. , Weld County, Colorado. Dear Mr. Baumgartner: The Board of County Commissioners has approved your request to issue the building permit for the construction of the equipment building and placing of the foundation for the proposed replacement tower. The Board' s approval is conditional upon the following: 1. All activities conducted on the property are at your own risk; 2. All construction shall be in accordance with the requirements of the Weld County Building Code Ordinance; 3. You will comply with any County, State, or Federal requirements which may apply to the use of the property; 4. You will comply with any conditions of approval or development standards identified through the Special Review permit process; 5. If the Site Specific Development Plan and Special Review Permit are not approved, Fox 31, will be responsible for removing any improvements not authorized under the existing zoning and Conditional Use Permit #19. EXHIBIT "B" . Fred Baumgartner April 20, 1994 Page 2 If you agree to the Board's foregoing conditions , please respond in writing that you understand the conditions and they are acceptable to you. When I receive a written response from you, the building permit will be issued. If you have any questions, please call me. Sincerely, Current Planner II pc: Board of County Commissioners Building Inspection Department KDVR 501 Wazee Denver, Colorado 80204 Thursday-December 1,1994-12:05pm Department of Planning Services Weld County Administrative Offices 1400 N. 17th Avenue Greeley, Colorado 80631 Dear Sirs: On 8 June 1994, the Board of County Commissioners of Weld County, Colorado, conditionally approved a Site Specific Development Plan and Special Review Permit requested by Denver Television, Inc., dba ICDVR. The approval covered the construction of a 738-foot guyed communication tower in the A (Agriculteral) Zone District, West of Pierce. This new tower is immediately adjacent to an exisiting 600-foot tower. This application seeks to amend the 8 June 1994 approval and requests that the older tower be permitted to remain with the new tower. In the original application, KDVR had indicated their desire to remove the exisiting tower, and was granted until the end of 1995 to do such. At that time, it was assumed that there would be little interest in retaining the older tower, and it's best value would be realized by selling it disassembeld after the radio staion tennents had been moved to the new tower. The purpose of this request is to permit one of; or a group of, the tennents using the exisiting tower (currently KGLL, KUAD, KUNC, and Interlink Communications)to purchase the older tower for their use. Besides the obvious advantage to the purchaser of"controlling their own destiny" (tower space being essential to a broadcaster) it also makes more tower space available in Weld County. With tower space available, it is more likely that future radio, TV, cellular telephone, two-way radio and other services will opt to locate on existing towers rather than seek to construct new sites. This application is almost exactly as the application submitted in April 1994 as USR-1047. The only change is that USR-1047 included the removal of the older tower, and this submission seeks to remove that condition. Thus, this application requests that the facility and use remain as they are at this time. This being the case, there appears to be no traffic, environment, visual, or other impact. There is no technical or safety reason that both towers can not coexist. Currently, the Federal Aviation Administration has both towers permitted. If there is any question concerning this request for amendment, please call me at 303-595-3131. Sincerely, /17 Frederick M. Baumgartner Engineering Manager EXHIBIT "C" - REQUEST FOR AMENDMENT TO USR-1047 APPLICATION FOR USE BY SPECIAL REVIEW Subject Property: Township 8 North Range 66 West 6th P M Weld County Colorado Section 19: A tract in the SE1/4 more particularly described as commencing at SE1/4 corner of said Section 19, thence West 1,216 feet to the True Point of Beginning, thence North 1,600 feet, thence West 1,490 feet, thence South 1,600 feet, thence East 1,490 to the True Point of Beginning, containing 54.73 acres, more or less. Denver Television Inc., dba KDVR 1 December 1994 This Request for Amendment of USR-1047 is presented as an Application for Use by Special Review and consists of the application page to which this is attached, and the following, which appeared as part of the original filing of 13 April 1994. 1. Affidavit of surface fee (property) owners within the USR area and adjacent surface estates. 2. Affidavit of interest owners-mineral estate-within the USR area. 3. One 81/2 x 11 copy of the Special Review plat. 4. Various approvals granted as part of the initial application 5. Lease agreement for the facility. Attached also is the approved Special Review Plat (10 copies), and reductions. Further exhibits are included. PROPOSED 1 JSF: By this Application, Denver Television, Inc., dba KDVR("KDVR") seeks amendment to a Use by Special Review ("USR") to permit the existing tower, originally proposed for removal, to remain functional on the site. ^ 1 EXHIBIT "D" - • NEED: Permitting the older tower to remain permits one or more of the existing tenants to remain on the existing tower. The current tenants are KUNC-FM, KGLL-FM, KUAD-FM and Interlink. There appears to be some interest on the part of one or more of the existing tenants to remain on the existing tower, purchasing it in order to control their tower space and control their own destiny. Likewise, there have been inquiries on the part of KCSU-FM, the Fort Collins public radio station, and an engineering firm seeking cellular tower space. Removing the existing tower would deny these and any future users tower space and force them to seek to construct another tower in Weld County. Given the interests shown by the various parties, KDVR requests that the existing older tower be permitted to remain. KDVR does not desire to be in the tower rental business, except as is required by the acquisition of the original tower, or is responsible to provide other users access to a limited resource. Further, KDVR has not sought rate increases from the current tenants and has extended invitations to occupy the new tower in a more favorable location (higher) and extend the existing lease terms for a significant period of time, without cost increase. It is our opinion that Weld County and the various tower space users, now and in the future, would best be served by granting this amendment. EXISTING USES: The USR area is located approximately tree miles West of Pierce and has been used solely for agriculture and the two existing broadcast towers and related transmitter buildings. Zoning is A (Agriculture) at the site, the towers being located approximately 700 feet north of WCR 90 and approximately 1,855 feet west of WCR 27. All surrounding land is used for agriculture. USE BY SPECIAL REVIEW QUESTIONNAIRE 1. The proposed amendment is consistent with the Weld County Comprehensive Plan as it is an existing and approved use. 2. The proposed amendment is consistent with the intent of the zone district it is located in, as it is an existing and approved use. 3. The proposed amendment is consistent with future development as stated in the Weld County Comprehensive Plan as it is an existing and approved use, and has the potential of reducing the number of radio sites needed in Weld County. 4. The surrounding property is agricultural. 5. The property is not located in a Flood Hazard zone, Geologic Hazard zone, or Airport Overlay zone. r^ 6. All efforts have been made to preserve productive agricultural land. A minimum of land is precluded from agricultural use by this facility. 2 r. 7. The property is secured and exterior warning signs are posted concerning the high-voltage equipment located within the secured buildings. There are no other known dangers. 8. The site will continue to be used, as it is now, for transmitting radio and television signals. 9. The nearest residence is to the West, approximately 1,500 feet, the next nearest residence is approximately one-and-one-half mile. There are few residences in this area. 10. Only maintenance personal will visit the site, and this is occasional. 11. It would be unusual for more than two people to be on the site at any given time. 12. There are no domesticated animals involved. 13. The is no operating or process equipment involved. 14. There are no new structures requested. 15. Vehicle access will normally be made by passenger cars. 16. There are no septic or sewer services. 17. There are no waste materials to be stored on site. 18. Debris and junk will be periodically hauled to the dump. 19. No construction is proposed. 20. No landscaping change is proposed. 21. Complete reclamation plans are covered in USR-1047, 8 June 1994. In brief, the towers and buildings will be removed at the end of their useful life. 22. This seeks amendment of the original USR. Simply, there being no reason to remove the original tower, and there being some interest in maintaining the original tower for use by one or more of the existing users, it is requested that the condition applied in USR-1047 be removed permitting both towers to remain on the site. 23. Current fire protection is adequate and will continue. 24. No water is required. 25. There is no change in storm water drainage. 3 EXHIBIT LIST 1. Use By Special Review Application. 2. Original USR plat. 3. Site Location. 4. Topographic Map. 5. Aerial Photo. 6. Affidavit of interest owners - surface area and adjacent estates. 7. Affidavit of interest owners - mineral estate. 8. Surrounding property owners and/or subsurface owners. 9. Conditional approval notice for USR 1047. 10. USR-1047 Determination 11. Site Specific Development Plan 12. Power of Attorney, landowner to Denver Television Inc. 13. Legal Description - Original Tower. 14. Legal Description -New Tower 15. Legal Description for Site and guy anchors. 16. Map of new site. 17. FAA approval. 18. Lease between Dummler and Denver Television Inc.. 4 du Treil, Lundin & Rackley, Inc. Consulting Engineers ChDirect A Cooper 'Wait Direct Dial(941)329.6018 . � q Email diaries@dir.com "-P1- January 5, 2004 By Email Kenneth F. Lind, Esq. Lind, Lawrence & Ottenhoff LLP 1011 11th Avenue Greeley, CO 80631 Re : New KUAD-FM Tower - RFR & Impact to KFCT(TV) Dear Mr. Lind: This letter addresses two issues with regard to the new KUAD-FM transmitting tower: (1) the lower ground level radiofrequency electromagnetic field exposure predicted to occur with KUAD-FM operating from the new tall taller compared it its existing facility and (2) the non- adverse impact on the nearby television station KFCT(TV) transmitting antenna radiation pattern. The existing licensed KUAD-FM is licensed for an effective radiated power of 100 kilowatts (circular polarization) with an antenna radiation center of 560 feet above ground level on 99. 1 MHz. KUAD-FM operates with a transmitting antenna manufactured by ERI, utilizing eight- bays with full-wavelength spacing (model number SPHX-8AC) . KUAD-FM has received authorization from the Federal Communications Commission (FCC) to relocate to a new taller adjacent tower (located approximately 15 feet from its existing tower) , increase its antenna radiation center to 710 feet above ground level and maintain its effective radiated power at 100 kilowatts . It is proposed to simply move the existing KUAD-FM transmitting antenna to the top of this new taller tower. •'- EXiffely 201 Fletcher Avenue Sarasota•Florida 34237 (941)329-6000 (941)329-6030 FAX -2- Mr.nom\ Ken Lind January 5, 2004 It is also noted that KUNC-FM on 91 . 5 MHz will also be relocating to the new taller tower. Ground Level Radiofrequency Electromagnetic Field Exposure The KUAD-FM facility has been evaluated in terms of potential radiofrequency electromagnetic field exposure at ground level in accordance with FCC' s OET Bulletin No. 65, Evaluating Compliance with FCC Specified Guidelines for Human Exposure to Radiofrequency Electromagnetic Fields .1 For the power density calculation, the FCC' s "FM Model" software program was employed. This program, developed and provided by the FCC, predicts the ground level radiofrequency electromagnetic field exposure occurring from an FM emitter, such as KUAD-FM. Using the licensed parameters, the existing KUAD-FM facility is predicted to have a ground level power density of 15 microwatts per centimeter squared ( aW/cm2) . This is 7 .5 percent of the FCC' s maximum permitted exposure in an uncontrolled environment . KUAD-FM, operating from the new tall tower, is predicted to have a ground level power density of 9uW/cm2. This is only 4 . 5 percent of the FCC' s maximum permitted exposure in an uncontrolled environment. Therefore, KUAD-FM, by relocating to the new tower and increasing its antenna radiation center, will actually decrease the predicted ground level radiofrequency electromagnetic field exposure by 3 percent . 1 OET Bulletin 65, Second Edition 97-01, August, 1997. This bulletin can be obtained from FCC. • • -3- Mr. Ken Lind January 5, 2004 Predicted Impact to Nearby KFCT(TV) The existing and proposed KUAD-FM towers are located approximately 150 feet and 160 feet, respectively, from the tower which supports the transmitting antenna of KFCT (TV) on Channel 22 .2 The transmitting antenna radiation center for KFCT (TV) is located at 705 feet above ground level . The proposed KUAD-FM antenna and tower is not predicted to significantly impact the radiation pattern of the KFCT (TV) transmitting antenna. Typically, for an antenna radiation pattern to be affected by another structure, the structure has to be located within the "near-field" of the affected transmitting antenna, which usually does not extend more than twenty wavelengths from an antenna type such as KFCT (TV) ' s . At the KFCT (TV) operating frequency, twenty wavelengths is approximately 40 feet . Since the new KUAD-FM tower and antenna is located approximately 160 feet away from the KFCT(TV) antenna, no significant adverse impact would be predicted. The close proximity of an FM tower to a TV tower, such as the above situation, is not unique. Other examples of such situations are include, KISV(FM) on 94 .1 MHz and KUVI (TV) on Channel 45 at Bakersfield, California,3 KZRR (FM) on 94 . 1 MHz and KLUZ-TV on Channel 41 at Albuquerque, New Mexico4 and KFLR-FM on 90 .3 MHz and KPAZ-TV on Channel 21 at Phoenix, Arizona.5 Furthermore, there are 2 The KUAD-FM FCC geographic coordinates (for both towers) are separated from the KFCT(TV) licensed geographic coordinates by one second of Latitude and two seconds of Longitude. ' The KISV(FM) FCC licensed geographic coordinates are separated from the KUVI (TV) licensed geographic coordinates by three seconds of Latitude and two seconds of Longitude. The KISV(FM) transmitting antenna radiation center is located 15 feet higher than the KUVI (TV) transmitting antenna radiation center. 5 The KZRR(FM) FCC licensed geographic coordinates are separated from the KLUZ-TV licensed geographic coordinates by three seconds of Latitude and two seconds of Longitude. The KZRR(FM) transmitting antenna radiation center is located 5 feet higher than the KLUZ-TV transmitting antenna radiation center. 5 The KFLR-FM FCC licensed geographic coordinates are separated from the KPAZ-TV licensed geographic coordinates by two seconds of Longitude. The KFLR-FM transmitting antenna radiation center is located 30 feet higher than the KPAZ-TV transmitting antenna radiation center. -4- Mr. Ken Lind January 5, 2004 many "candelabra" type of installations throughout the country where FM and TV antennas are located at the same vertical elevation on the same tower, and horizontally separated by less than 160 feet . Sincerely, /s/ Charles Cooper, P.E. Florida Registration #53240 dLR: 3063 . William Carnell Direct Dial: 202-637-2244william.carnell@lw.com L—QTHAM&WATKINSLLP 555 Eleventh Street,N.W.,Suite 1000 Washington.D.C. 20004-1304 Tel:(202)637-2200 Fax:(202)637-2201 www.lw.com FIRM/AFFILIATE OFFICES Boston New Jersey Brussels New York Chicago Northern Virginia Frankfurt Orange County Hamburg Paris Hong Kong San Diego London San Francisco Los Angeles Silicon Valley Milan Singapore Moscow Tokyo Washington,D.C. MEMORANDUM January 5, 2004 To: Kenneth Lind From: William Carnell File no: 025204-0070 Copies to: Chrysten Hinze Subject: FCC Preemption of State and Local Regulation of Radio Towers This memorandum is intended to provide a brief summary of the law of federal preemption of state and local regulation of radio towers. As discussed more fully below, the Federal Communications Commission ("FCC") has "exclusive" authority "over technical matters" associated with the transmission of radio signals. Head v. New Mexico Board of Examiners in Optometry, 374 U.S. 424, 430 n.6 (1963). The Communications Act imbues the Federal Communications Commission with "comprehensive powers to promote and realize the vast potentialities of radio," National Broadcasting Co. v. United States, 319 U.S. 190, 217 (1943), and to establish a"unified and comprehensive regulatory system for the industry." FCC v. Pottsville Broadcasting Co., 309 U.S. 134, 137 (1940). See also 47 U.S.C. §§ 151, 301, 307. There is accordingly an "irreconcilable conflict between the FCC's exercise of exclusive jurisdiction over the regulation of radio frequency interference," and state-law standards that purport to regulate the same field. Broyde v. Gotham Tower, Inc., 13 F.3d 994, 997 (6th Cir. 1994). To the extent that a state or municipal law or zoning ordinance purports to regulate these"technical matters," such law or ordinance is preempted by federal law. In Freeman v. Burlington Broadcasters, Inc., 204 F.3d 311 (2d Cir. 2000), for example, the court noted that FCC rules "extensively regulate" matters such as "the power and height of antennas, the use of EXHIBIT DC\645902.1 LATHAM&WATKINS"P common antenna sites and transmitter locations." Because "[f]ederal regulations have the same preemptive force as federal statutes," the court concluded that a state regulation that encroached on these areas of concern is therefore preempted. Id. at 321. Numerous other state and federal courts have likewise invalidated state or municipal attempts to regulate radio interference through zoning or common law. See, e.g., Southwestern Bell Wireless v. Board of County of Commissioners, 199 F.3d 1185, 1193 (10th Cir. 1999); Still v. Michaels, 791 F. Supp. 248, 252 (D. Ariz. 1992);Helm v. Louisville Two-Way Radio Corp., 667 S.W.2d 691, 693 (Ky 1984); Blackburn v. Doubleday Broadcasting Co., 353 N.W.2d 550, 556 (Minn. 1984). In sum, there can be no question that these "technical matters" are thoroughly preempted. 2 DC\645902.1 REGENT BROADCASTING OF FORT COLLINS, INC. USR-1457 REQUEST TO VACATE C.U.P.-9 (PURSUANT TO SECTION 1C OF CONDITIONS OF APPROVAL) Regent Broadcasting of Fort Collins, Inc. hereby requests that the Weld County Department of Planning Services vacate Conditional Use Permit No. 9 upon approval of USR-1457 and the recording of the plat for USR-1457. David Jemund, Vice-President EXHIBIT F:\KFL\REGENT COMMUNICATIONS\SUPPLEMENT2 ATTACHMENT.wpd 1 REGENT BROADCASTING OF FORT COLLINS, INC. USR-1457 IDENTIFICATION OF EXISTING ACCESS TO COUNTY ROAD 90 PER RECORDED DOCUMENT (PURSUANT TO SECTION 1G OF CONDITIONS OF APPROVAL) Attached to this document is the Lease Agreement dated April 1, 1975 as recorded in Book 1119 as Reception No. 02060487. The legal description of the leased property and the general right of ingress and egress is provided in Section 1 of the Lease. A copy is attached. Road access is also provided in the Second Amendment to Lease dated April 8, 1995 and recorded on April 26, 1995 in Book 1489 as Reception No. 02435722. Right of ingress and egress and reference to Weld County Road 90 is specifically mentioned in Paragraph 4 on Pages 3 and 4. A copy of this Second Amended Lease is attached. EXHIBIT F:\KFL\REGENT COMMUNICATIONS\SUPPLEMENT2 ATTACHMENT.wpd j L usrc'4-14/59 G7-09-2003 CI:13pm From—LTG—FT COLLINS 9t02u4ub5Z i—ooa r.uuciuii r—ota .-lei h 8 1119 RTiC 02060487 O7/11/86 11:39 530.00 1/010 F 1252 NARY ANN FEUYFSTEIN CLERIC G RECORDER WILD CO, CO • AR2ObO'4C7 1, 19 5, by aria between William j ni5. 1ca5S 1A m37e ant ^.re-:use-, On {•,[1.ril _ Dumler, of 1"e.:: East Bates, Apartment 41O, City of !'• Durnier ant State cif Coloraoc, herein referred to as lessor, and .f. Del-1%r, County of Denver, : , _ r armarship organized organized and existing W ells- inn=scan e.:�=r' .orr�psny, a P 1 under tnc laws of tiredey, County of Weld , State of Colorado, herein referred to I SECTION ONE DEMISE, DESCRIPTION, AND USE OF PREMISES ur Se of 1 ur lenses to lessee aria lessee hires from lessor, for the P Po c onoliction pyrein any lawful business and for no other purpose, those certain 1 • c..ernIse s with apru-_eranLes, situated in the Southeast Quarter of Secion Nineteen {{II Weld I '` 51 xi St>`' (65), West of tl^.e 6th P.M. , I r., ft"), i cwnsr.tP c�,?', (b) NC•rtn, Rang?. )- {, County Coloro:io• iI no; CO exceed more than 1 terry. "premise S" refers tosite, i As U£-- herein, Cho- t 1 I I �.t_:c_i n at.rc.s w•;t r;n tht- total perimeter and no more than sixteen acres Within he u wtr•=. anchors, total perimeter anti no more man two acres reserved for building, 9 Y I rt and to ! - . anc tnQruss and eroress purposes, within the above-described real props y i 4. • any ir. ftrov_ments ic:called on that site thereon from time to time during trim- term here. 4 lessee seal'. cause, at expense and cost of lessee, a survey to be made of me site Thee to ci tcrrninc tit e,a,t description df WC site subject to this lease. The lessee shall use trio above-described premises for installation and operation of a .�OO fool communications tran..mission tower with buile..no for control u!`; /, . c•quipman:. •1 Adiition_lly, in order to protect lessee from any interference with the quality or it- •r.4n:.mi•..t,ion- , thy Ic•::sore agree tine Ier..re•.• shrill have the CMClucivb richt to• erect communication facilities on said Southeast Quarter of Scction Ntnetecn fit), West of Poe Stn V.M. , and ro otn.•r t. � Stepr•■lx (ee3. Ly-; Etg1t (e) hbrv,a Prange .. .. •r' lyalan facilities stall be emceed esi rata Quarter section. - 0770$-2003 G1 :I3pm From-LTG-FT COLLINS 9(u[u4ubbL i-oon r.uus/ull r-3to r::6 ,, ".;?I'..11/..1•11E RYC'OZO°048707/11/86.-- 11:34 -.bp.00 • 2/010 "'� ` `< • F 1253 MARY A FYUYRSTi1N 'CLYRR i RWCORDYR yY CO, CO +q y � i. •• 7 �, SECTION TWO *'��' TERnn ;.;Na'' The initial term of this lease shall be 'for 20 years, commencing on kiel .>.2;•, , ...may ',.;. -....': __ 1975, and cndina on (-Par I. j•--, 1 s used herein the expression ':term 2 - i r,ereo^' refers to such initial term and tb•3ny' 'enewal thereof as hereinaftarlpjo- :1 • n.C ( 0. 'SECTION THREE L. - t • •1): . RENT ! <L;l -. c . :b 1 -n. lessee shall pay so lessor, without deduction or offset, at such place 1)1 ce " • or places as may be oesignated from time to time by lessor, in installments as - •- ' ' 17.' follows: la) the rental for the first three years shall be at $60.00 per month;, • -.__�..T_. . .. .... _.._. . . rC' a:• the end of the first three years the rental.shall increase.to 575.OO'per.month:{.':,:::, and continue until the and of the•tenth year; (c)-the rental at the end of the tenth year ;.. 1 . a::l tz: sn='.1 increase to $90.00 perper m�Aonnth' and shall!so remain forithe balance of the term.;.,.,;;1 :..._ :. !ice "iS • a;',. of :ills lease. • . • • The rental to tie paid by lessee hereunder shall be Subject to adjustment as r` '. ; follows: (a) in to=_ event that lessee shall exercise its option_to.renew this lease,:lessor • •�. , may former require an adjustment in the amount of the rental'-for all or part-of they k 3 h renewal term; sale adjustment shall be by mutual agreement of the lessor and'lessee':a-, .. : . .._. ::::•-;4.:-i.14; • 5, '�,: (ta Arbitration in event oi_dtspute. In.the event'[haY lessor shall.require a rental` . I adjustment for any sych.periads, lessor and;lessee May agree.iri writing on the amob ts; r I ' of the rental for tilt,?bertod in question ab ny a time.wl thin.30 days'after' the'giving by .2 • le.sor :c lessee of Written notice ofsuch requirement. If such•agreement is no: r ,�y .,4.4-t: I reecho(' and signed by both parties within 30 days, then the rental•for• the period in ) . • question shall be determined by competent and disinterested appraisers, one of whom' : t;',';',.,..- shall be slected.and paid.for by lessor and ona,;selcted and paid'lessee.,.The..two n a : a 1 appraisers so selected shall select a third ..tat}}•ppraiser, the expense to be born equally '-.i • tr by lessor WWI lessee, and the three appraise4"so selected shall determine the':rental PP ;r$. F - to be'paid by letaee curing the ensuing period (c) Task of appraiser, :The appraisers' ri},. ` p.r _2^ 1 ' i1 v_t ,,...;; .. - :n ;mot 07-qe-2 13 01:I3pm From-LTG-FT CULLIN5 afut04u0ot o0e r.uugiu,i xp a ' J 119 RSC 16 "k s k 0407 0.7/11/86.' 11034 530. 3/010 t3 8'i"lr 1254,MARY .,nR FEIIRSTt2W CLERR .i:RtCORDYR WZLD,;CO,:`Co 9 r 7 ❑t2d snail te'tns rut,cd tna tney are to ce rrminc the fair rental value {I • 4,r nidn.herein demised for.trw; hichest and best use tivreo`at.such time, without '� d`q a. d to any improvements thereon or the the use then being made of the property . 15i- . .''° 1 .toy lessee. The appraisal shall be in writino and copies thereof shall be given to the.> ,: ' ‘ C _ lessor and lease: prior to the • he commencement of the period in question and the findings of the rental therein determined, which in no event shall be less than the rental then'bei7..::,>,:.5.-; ng` ,',',j paid by lessee. The amours: sb;determined "`b":,. by.appraisal shall be the rental for the . . remainder of the term of this:lease or the option period, as the case mayzba,.or until r`r•Y further adjustment as provide above, SECTION FCUR t. WARRANTIES OF TITLE AND QUIET POSSESSION Lessor covenants that lessor is seized of the.demised premises infee simple and �� ' . i,i_.'.has full right to.make this lease and that lessee shall have quiet andpeaceable e .,I.•1,T� `I ..�..a ;.. , possassion' 1:�5 .;r.•. ,' of the o.-raised premises during the term thereof. '� .f"?x SECTION FIVE ..r3:T DELIVER OF POSSESSION 1.,%;: ' Y • • If lessor, for any reason whatsoever;,cannot deliver.cpiissession:-of demised _::24,...::;A2 I, t:,., Premises to lessee at',the commencement of the lease term, 'as.hereinbefore specified,• ;`' �'':'this lease shall not be vcid or voidable, nor shall lessor be liable to less• ee for any;. -{,� .',i t ::� -tor$„1•}Y.': k:'11,3 .ssor damage resulting therefrom; but inahat event there shall be aproportionate `'hD y r„:",reduction or rent covei`ing the period between the cornmencement'or the lease Term and: • ';:,--'??..f- the time when lessor ca . . ""y°' ' 'I n deliver po.session, :.:',''..2,:k: i,4. SECTION SIX • x- r - •-'-t: USES PROHIEITED -> - i•- Lessee shalt not use, or permit the demised.premises or anthereof, s.:: •, Y.paM .:�.+,Cd to be used, for any purpose or'purposes other than the purpose .or purposes for which i • iI -.7.-...%A f_the demised premises arc-:hers by leased, and no use shall be 'made pe ".'!.•. ' : or rmttted to be ...:' •r�:Tj I' ..;`Y1 =made of the demised Premises, or acts done, w ..i. . I . .i.� which Will cause a,�cancellat[on of.any - :rte s Ftrisurance policy covErind the building located on th'_.prcmise3, or any part thereof, - ,;:17-2 !:•.'”* k. 07-08-2003 01:14pm From-LTG-FT COLLINS 9(020411tib[ I-aba r.uub,uiI r-bIo c used; or•sold, in or ..uo. the demised ,-1`I , SI p lcs-ve sell, . • perMrt to be kept, , I~rnises, any article �.ht h`may be Prohibited by the standard form of ftre insurance tJ3--1•policies-. Lessen shall, a:-its sole cost, comply with all requirements, pertaining.to'c>•+ 'r;: t •-., oemiseo premises, of any insurance organization or company, necessary,for the ',144.- „s .1 :: , 4. t !.' provided, covering any,building'•and appurteartances �'?; i:.. . maintenance of insurance as Hardin il:Ztil at any time located on the demised premises. • `' : . ' SECTION SEVEN :e VNIA.STE AND NUISANCE PROHIBITED _ �y. D�rtng the term of tnis lease, lessee shall comply with all'apfplicable`laws , t . th 'r' '. affer_tn_ the demised premises, the breach •• i.:' :; 0of which might-result inrahy penal - r i hj i". :•,,r'±-,:i.„-... 1 -' on lessor erforfaitu rz of lessor's title to the demised premises. Lessee shall rot1 . commits, or suffer to be committed any waste. on the demised premises, or any ' . •nutsante. F. SECTION EIGHT ENCUMBRANCE OF LESSEE'S LEASEHOLD INTEREST . s Lessee may encumber by.mortgagepr deed of trust, or other proper : •:::1 instrurent , its leasehold interest and estate in the demised premises,'together ':1•a wt;r, all buildings and improvements plated.by lessee thereon,'as security for'any C 1 • 1r . . The execu ion:of;any such mortoage,,or. deed • of.trust,• or , ��: ,nd-atadrkss • of lesser.. T "::,-_ }t other instrument, or the foreclosure thereof, or any7. .sale thereunder, by :14 judicial proceedings or by virtue of any power reserved In such mortgage.'or deed- • • or trust, or conveyance by lessee to the:holder ofsuch indebtedness, or the exercising. ,,: ?}S of any rich:, power, or privlleae reseved in.any mortgage:or deed of trust, shall not "!,, .,+ . be held ac a violatior• of anyofihe terms or tonditiofls hereof, 6i-es an assumption by A{ '� the holder of such indebtedness personally of the obligations hereof, No Such encum ict* brancc, foreclosure, conveyance, or exercise of right shall relieve lessee of its ;-rz J YF`: liability hereunder. Y F' i' - 8 1119 RSC 02060481 07/11/86 11.34 530.00. . 4/010 . _' F 1255 MARY ANN FEUERSTEIN CLERK. &• RECORDER WELD CO,•& CO -V_ . . . 4 A • i .-:1 0T-0B-2003 01:14pm From-LTG-FT COLLINS BliRu4Uloo[ 1-loon r.uuloiui i r-loco ._ SECTION NINE fi ,y' - SUELETTING AND ASSIGNMENT Lessee may sublet the premises in whole ,or to part without lessor's consent,' • .,-4 but the making of any such sublease shall not release lessee from, or.other wise '�"% i: . ?.% • affect in any mannery, any'of lessee's obligations hereunder,. Lessee shall'have the �'4^�: F'.. • CAE right. to assign this lease in any reorganization or corporate re-ttruction which might'r;*" . . - occur in connection with the operation of the•above-describecepremises'aril Uses, -. �?�y,�i,�'{ • °P. 3. SECTION TEN TAXES AND ASSESSMENTS ; Y ` Specifically and without in'any way limiting the generality of the foregoing', •-21 lessee snail not be required to pay any estate, gift, inheritance, succession, franchise income, or excess profits, or assessment taxes which may be payable by.the lessor d r- or lessor's legal representative,-;successors, or a`ssions, nor shall,lessee tie . • te k;.. required to pay any tax that might.become due on account of ownership of.property ;;t ? . lg.' : other than that herein leased which may become a lien on the property herein'teased�'i'c?I ' .or collectable out of the same. Further in the event the assessed.valuation Is 1rcreased,4,1 •• :: `; "I4 o . :-by improvements, structures, etc,'made-by lessee's the lessee will assume the '.syi g;;-. increase in taxes caused by these. improvements. • ry5;, ,., e? SECTION ELEVEN • J,7:+R a.; -- CONSTRUCTION OF NEW BUILDING AND TOWER: . ; - ^ Lessee•shall have;the right to construct or make such alts rations, Improve • ..- .- -..: fir .� merits, and changes to any:[wilding which ma';from •time to time be on the s;.�i Y, premises.as :�; '+; ' lessee may deem necessary, or to replace any such building with:a new;one of at •"<'1 , ' 1::.1(: least equal value, provided that prior to making such structural'•constkuctions or Y: ; • �:"t: i- alterations, im rovement5 or changes, or to;rC tacin any - :;; D . 9 i•, p 9 such'build ing, lessee. -.: �.::.; shall obtain plans and specifications therefor;',which shall De submitted.to'lessor - - _.. :j ..within days1. i o ` I prior to commencement'or.said construction, alterations, improver tents,._; k. or changes to any building htrtor described ror : r "-•, � Lessee shall have no obligation to restore or replace at/the-expiration or'otrer: i %[:: termination or tie lease, the Dull'ding located on the ")6 land' demised at the' : tt':'≤?z. 0T-09-2003 01:15pm From-LTG-FT COLLINS 8lucu4uoo[ i-oou r.uui/uii r-ucu • ys Y• .: -• . . t• : h tin. .asses may :; •Tenement of the term hereof, except that, prior tot . f "demolish such building, lessee shall keep and maintain trr_ same in a condition.:T; ',:'•,. “,, v'. .. .'.li`y'� . 9 • • comparable to its condition wn n delivered to lessee. ''' "' I. .' . . Any new ouildinc constructed by lessee on the premises; and all alteranbris;+; , .91• ' improvements, changes, or additions made in or to such'prerniase shall'be the. . :•: N:ft i • V�,. . '` property of lessee. •• `_' 1' ti;=w I. SECTIO ..:TWELVE .4 , -% I UTILITIES • S`+' e ,n •- Lessee shall fully and promptly pay for all water, gas, heat;`.light,•power, !::�_�rf ,Iii .• • telephone service, and other public utilities of every kind furnished •to the premises'°><?'2=- throughout the term h_refor; and ell othr:r costs and expenses of every kind whatsoever I: - of or in connection vtitn the uss, operation,'and maintenance of the above-described = •.,:;;i,•1 . �I,.: • premises and uses and all activities conducted thereon, and lessor Shall have no • •l'� ! +' responsibility of any kind for any thereof: :':�.7r! • SECTION THIRTEEN. rV.: . `l INDEMNIFICATION OF LESSOR . . .S.:: .cl �; % g death' 'or.,xdamage'to'persons. `,.;;,..,,J Lessor shall no: be liable for any loss,; injury, r r• ' -, or property'which at any time;maybe suffered or`sustained by lessee:.or by'any'..person;;a -ti$ if.,--:- -: te" whatsoever, may at any time .be using or occupytrig or visiting:the demised-premtse5,;-a{a cc.. or be in,'on, or about the same, whether.such toss, injury, death, or damage..shall: 1 G•".'. he caused by or in any way result from or arise'out of any ac[',•brrimi. ., or I neglioan:e. of lessee or of any occupanc,.aucenant, visit"or; or user'of;any portion of -:? • the premises, or shall result from or be 'caused by:any other.macu`r.or thing whether:offs the same kind as or of a different kind than the matters or things above set fortha nds'T}� . .. . 9n.y y lessee shall indemnify lessor against all claims;`liability',•loss,, or darnage whatsoeverr da, on account of any such loss, injury, death, or damage; Lessee reby waives,all ;•,r±.'1pi 'z.C'. claims against lessor for.damages to the. building.and improvements that aretnow on ,,.y r l • 4.:.1, ' ` of lessee..in 'on or:•,....1:14. i ''' � or hereafter placed or bail t'.on the premiere and to'tha property� +' +'r.pp about the DremiEcs and to'th•property of lesseein ;on `or about the;Premises; from ..'.'.' • any cause arising at any.tim. .However,'the preceeding,sentences :shall not apply•toq `:, ..4 a 1119 :RTC 02050487. 07/11/86 '..11:34?"'::'$30c00 •• '6/010- 01.-.103-2003 01:21 pm From-LTG-FT COLLIflS tl(UtU4ubb[ i-oou r.uuaiuiI r-oco • • eason of the.n, gene'or misconduct 41 loss, injury, death, .r.damage arising by ,r o`lessor, its agents,•or employees. - �, �� •, SECTION FOURTEEN :e°' `..71"'•;t;41 . OPTION TO RENEI • -..'•'':ate:. ' L Lessor grants to lessee, subject to the.conditions sat forth'below,.the right' ; ;, 1 -r I ears, beginning on'A.pril 1: •1 t7C. endtV 1 and option tc renew thi= lease for a period of 20.y 1.;r;t, p ;'Y/Fi 7 t•>pirino on April 1 , 199 , a[ a rental to p,edetermined at the ex ir,,ation of.the abovE.;' ; i .: • • , twenty years. This option must be exercised by the giving to lessor,-written notice:.with .. in 30 days prior to the expiration of the term:of this lease. . . ".g P. . SECTION FIFTEEN . <r, i ; ' ` FIRST RIGHT OF REFUSAL . . 1 .;. ' In the event that the lessors•should sell the premises included in the lease the re;A ,, lessee snail have the first right of refusal to purchase the tower and building site and .4:::: inoress and egress easement at the price or proportional price based on acreage of the?, it,' sale negotiated with others. The lessor must provide bona—fide written contract to ' j • purchase property from third,.party, giving thirty (30) days to meet the same terms:aridr. , 'iplessze..isralteved of obligatioha•{y,3 '',• . .. . conditions. If tn: lessor dons not sell to third par'ty,, f: • >,. SECTION SIN-TEEN`, r7t4�` . :". DELIVERY OF PREMISES :.::.,;; _ • : ,L.. !r . '.:: . Lessee shall pay the rent and all 'Other-Sun-la 'required to:be:paid by lessee it;:;,-,31• hereunder in the amounts, at the times, and in the manner herein provided, and,shall;f. r.• keep and perform all the terms and conditions.:hereofr on its part to be kept and :'-ate performed,-and, at the expiration or sooner termination of this.lease, peaceably "f and quietly quit end surrender to lessor the preriaises in goodcrder and con ;a dition'`!?!y subject to the other pro:Asians of this lease. In the event of the nonperformance byti the lessee of any of tr+? covenants of:to.7•• • nderEakenherein;'this'' ' • may..bre-', h . , $ : terminated as heroin'heroin'providod. , . ;�.. _ - 1 .. i .• Y.g . .. B 1119 fltc 02060487 07/11/86';-. 11a31 ; 530.00 7/030 i £ 1258 NARY ANN FEIIYRSTTiIN CI,ER_1C a RPCOROR20 NYtO CO, CO ..:;:i ' .09-2003 01:21pm From-LTG-FT COLLINS HN2U4ubo2 i-oou r.uuaiuiJ r-wcu ,NN SECTION SEVENTEEN • NOTICE OF.DEFAULT ' , :';xr• Lessee shall not be deemed to be in default hereunder in the payment of.rent: .'..c.• • r;is ., when required herein unless lessor shall first give to lessee thirty( -. 30) days', written :.:,,;aj1 notice of default and lessee fails to cure such default within sixty (60) days•.`1 . 1:r,,G ly p`' : SECTION EIGHTEEN -`t • I DEFAULT ,L default for purposes of this contract for lease shalt be construed as the.. .. '--_: *•.;, . lessce's•failure to co or perform any act or obligation herein provided.by it tote oone:i5',`; ;. ,, or performed, suoiect to the above written notice requirement from the lessor: . ..,!,= , SECTION NINETEEN . , ' '.?..1 Y LESSEE'S OPTION TO TERMINATE • %:' fi_ . j-4 Lessee shall have theright, by written notice to lessor, given at•le.ast sixty ^3'3.u1 (6O) days prior to (a) the expiration 'of the first year period of Cher term hereof - ..•'T't : r . thereafter, to terminate this lease and surrender its leasehold interest'hereunder to' J;y; l':i . lessor, effective on the expiration of such one year or two year period, and on such,- :, effective date lessee shall be relieved from ail furthenliabiltty.her'zunder,'and 's.:;I: :7: deliver possession of the demised premises to lessor. . , = ,4 .SECTION TWENTY SURRENDER OF LEASE , y • The voluntary or other surrender of this lease by lessee, or,a mutual • •• A can_ellation thereof, shall not work a merger, and shall, at:the option of lessor, �¢...:. terminate all or any existing subleases or subtenancles, or may, at the option:of • -`Lk, . its ti I .•:. .(ir;. <:• lessor, operate as an assignment to it of any or'all such subleases or' bcenancies.-`r'? ,2'. SECTION TWENTY-ONE EFFECT OF LESSEE'S HOLDING OVER • • tr Any holding.over after the expiration of the:term of this tease, with consent , • • lessor, shall b ••construed to be a tenancy from month to month, at the, sartie-monthly • B 1119 -AEC 020604BZ 07/11/86 '.11:36 $30.00 - 8/010,!, ^.(c _ . . F 1259 MARY 'ANN FEUERSTETN rT.Cov' s'. ' - u..n .... .-n. ., SOB-2003 01 :22pm From-LTG-FT COLLINS 9702040652 i-bbu r.uiuiuii r-ato ,>., M1hLsl.as rega:I`-? to b paid bs pie lessee for the riod immedia. g prior to.the 4 '. �,. _ r 'a.�piration of ;i7: term hereof, and shall othzr'wise be'on•thes m ers andCondtttons ti herein s,*.•u.`iac, so far as applicable. :•� +; .. SECTION TNENTY—TlNO • . - 3 • . . . :i4i 6 TIME OF THE ESSENCE • Time is of `ne ess=nce of this leas=_, and of each'and every.covenant, term,. 111..:},•'A condition, an provision hereof. ' `! :'i it '; • . r' '.'rte,^::H • t'd I, r:i r' . . {r+ • yq• • .( .. -Ail:.td • • • • .. .. • is .';�u > • ,er�gg: .- % 7 B 1119 R]tC 02060487. 07/11/86 31:Ba ' r' ;30,00 •;: {9/030 '� £ 1260 'MARY ANN.,EEDSR6TEIN CLEAR 'i. .REC . • . vM '-08-2003 01:22pm From-LTG-FT COLL INS dlutuaunoi I-00U r.ui vuii r-am • in H,�:._s whereof,' parties have executed this lease ..a lreeley, Y" t� ne da and year first above written. ii.f:' . • --._.. C.- ....... _ \ / :•:::•414:.A WILLIAM E. DUMLER:.. ' , , . i . �L:S . :::;.:-tie Sl. / r" ,r { 1, (' :.::. :^`. a .':i -r%�is i l „,:• 7.7^ vERA L. DUMLER .Yl; Ill . ,_ Tom, . . :.._.... ' WELLS TENNESSEN.TOWER COMPA*12,, .•. . ki " STATE CF.COLORADO) �� (ti:'• ) ss •`7 fi- r COUNTY OF •; ''Zi - WELD ) - rt• • The foregoing Lease Agreement was acknowledged before me this ;,r;,l ,-rim/% 'it • day of 7975 by WILLIAM E. DUMLER... _ t .. WITNESS my hand and official seat My commission expires: • . • ,'`%9 :a. .. nr. Notary Public - • :•....G ' ' r C= - STATE OF COLORADO) .� (C • r.%. ) ss . , COUNTY GF WELD ) ft �_;'^I, ?": ' The foregoing Lease'Agreement.was ackwoledged before me this ;-.4 .2•,•. . ; day of • '„ 1975 by VERA L.'DUML.ER: s'' '_::!',,.. WITNESS My hand and official seal. ' - .. i ,r My commission expires: • r • .. ;21-7;::: "I' . ..c'..• .'a • iiia;"�:'. ,Notary Public . - y.. • . :-' STATE OF ..COLORADO)..COLORADO) . ;::. '.' COUNTY OF WELD ) :' r f ;:,. . The foregoing Lease Agreement wie.acknowledge'd.before'me this:.• 3NESSEN OWE COMPANY. :',...?•;-.t. _"' day of 15 , , 1975 by.WELLS — TEhJ - TR ;. �. . c WITNESS my hand. offici al seal:: • : �sj�� My commission expires: . .. • C ' Notary Public ''` • B 1119 REC' 02060487 '.07/11/86 `1134: . $30:60 .. 10/010 ''' €: r;. F 1261' MARY ANN FLUERSTEIN CLEAR &•RECORDER WELD.CO,.CO }far-21-D3 11 :42 From-GRAYDON HEAP RICHEY LLP T-829 P.002 F-H9 NCR-13 L aa435722 2435722 6-1489 F-311 04/26/95 03 :32P PG 1 OF 22 REC DOC Weld County Co Clerk & Recorder 110.00 SECOND AMENDMENT TO LEASE THIS SECOND AMENDMENT TO LEASE, dated this day of /it-g , 1995, by and between WILLIAM E. DUMLER and VERA L. DUMLER (diet") and NORTHERN COLORADO RADIO, INC., a Virginia corporation (the "Lessee"), recites and provides as follows: RECITALS. Pursuant to a Lease Agreement dated April 1, 1975 between the Lessor and Wells- Tennessen Tower Company, a Colorado general partnership (the "Assignor") and recorded on July 11, 1986 in Book 1119 at Reception No. 02060487 of the records of the Clerk and Recorder of Weld County, Colorado (the "Weld County Recorder") (the "Original Lease"), the Lessor leased to the Assignor a sixteen (16) acre tract of land situated in the Southeast Quarter of Section Nineteen (19), Township Eight (8) North, Range sixty-six (66), West of the 6th P.M. in Weld County, Colorado (the "Premises") for the installation and operation of a 600 foot communications transmission tower with building for control equipment (the "Transmission Facilities"). The Transmission Facilities were required to be located on no more than two (2) acres within the Premises (the "Tower Site"). The term of the Original Leas; was extended until April 1, 2005 (the "Term ") under the provisions of a Lease Extension Agreement between the Lessor and the Assignor dated May 10, 1993, a copy of which is attached hereto as Exhibit A (the "Extension Agreement"), and the Lease was amended by a Supplement and Amendment to Lease between the Lessor and the Assignor dated November 10, 1994, a copy of which is attached hereto as Exhibit B (the "First Amendment"). As used herein, the "Lease" shall mean the Original Lease as extended and amended by the Extension Agreement and the First Amendment. The Assignor has agreed to assign all of its rights, title and interest in, to and arising from the Lease and the Transmission Facilities to the Lessee pursuant to the terms of a Purchase and Sale Agreement dated November 11, 1994 by and between the Assignor and Denver Television, Inc. ("DTI"), as modified by a Notice of Election to Purchase last - executed by the Lessee and the Assignor on 1995 (the "Purchase Agreement"). / The Lessee has agreed to purchase the Lease and the Transmission Facilities and all rights and benefits relating thereto from the Assignor.in accordance with the terms of the Purchase \ Agreement provided, among other things, that the Lessor executes and delivers this Second ) Amendment. AMENDMENT. • NOW, THEREFORE, for and in consideration of the premises, Ten Dollars ($10.00) cash in hand paid and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows: 1. Consent to Assiwntrlent. The Lessor consents to the assignment of the Lease by the Assignor to the Lessee upon the terms and conditions set forth herein, and the Lessee Mar-23-03 11 :42 From-GRAYDON HEAR ' RICHEY LLP T-829 P.003 F-119 2435722 5-1489 P-311 04/26/95 03: 32P PG 2 OF 22 agrees to perform all of the obligations of the Assignor under the terms of the Lease, as modified herein, arising on and after the date hereof. The Assignor is hereby released from all liability arising under the Lase on and after the date hereof. 2. Renewal O fl0ns. The Lessee shall have the option ("Renewal Option") to renew the Term of the Lease for two (2) successive ten year periods (the "Renewal Periods"), the first Renewal Option exercisable by giving written notice of the exercise of such option to the Lessor at least ninety (90) days before April 1, 2005, and the second Renewal Option . exercisable by giving written notice of the exercise of such option to the Lessor at least ninety (90) days before April 1, 2015. 3: Rental Consideration. Section Three of the Original Lease entitled "Rent' and paragraph 2 of the Extension Agreement are hereby deleted in their entirety, and the Lessee hereby agrees to pay the following rental consideration for the Premises to the Lessor as follows commencing on the date hereof: a. Lumo-sum. Upon the Closing of the Purchase Agreement, the Lessee shall deliver to the Lessor the sum of Two Thousand and 00/00 Dollars ($2,000.00). b. Monthly for the Remainder-of the Term. Beginning on the first day of the month immediately following the month in which the Closing of the Purchase Agreement occurs, the rent owed under the Lease shall increase to Two Hundred and 00/100 Dollars ($200.00) per month for each month through and including March 2005. In the alternative, the Lessee may prepay rent on an annual basis by paying to the Lessor on any annual basis during such period the sum of Two Thousand Two Hundred and 00/100 Dollars ($2,200.00). c. First Renewal Option. The Lessee shall pay the Lessor base rent monthly on the first (1st) day of each month during the first Renewal Period in an amount equal to the sum of Three Hundred and 00/100 Dollars ($300.00). d. Second Renewal Option. The Lessee shall pay the Lessor base rent monthly on the first (1st) day of each month during the second Renewal Period in an amount equal to the sum of Four Hundred and 00/100 Dollars ($400.00). e. Cost of Living Adjustments During the Renewal Options. At the beginning of each Renewal Period, the total monthly rent for each month during such Renewal Period shall be determined by adjusting the base rents described in subparagraphs c and d above to reflect the total cost of living change over the prior ten (10) year period; unless the cost of •living change over the prior ten (10) period decreases, in which case no adjustment shall be made for the ensuing ten (10) yeas period. The base rent for the Renewal Period shall be multiplied by the same percentage as the total percentage change in the cost of living average for the previous ten (10) year period of the Lease, as modified herein, as reflected by the "All-Items Figures" set forth in the "Revised Consumer Price Index — Cities (1982-84 = 100) -- All-Item Figures for All Urban Consumers" published by the United States 2 Mar-25=01 11 :42 From-GRAYDON HEAD ' RICHEY LLP T-828 P.004 F-11B 04/2_6/95 03 :32F PG 3 OF 22 2435±2? 6-1489 F-311 at Department of Labor, Bureau of Labor Statistics. compounded oannually.for the total rproductd hall h then be added to the base rent for the applicable Renewal month during such period. If said index is not published throughout the continuance of the aTerm uthori G any of the e tarred by Periods, if any, then the Lessor and applied.another index generally recognized as tive shall be f. Renta_ l C d`ration from Existing Users. The Assignor has granted the right to use the Transmission Facilities to three vent entities in addition of the Lesseeapplica(the licenses "Existing Users"). The Existing Users, along ith a description their from the Assignor, are more fully described on Exhibit attached hereto and by this reference incorporated herein. During the Term hereof and any Renewal Period, the Lessee shall pay the Lessor twenty percent (20%) of any increase in the gross amount actually received by the Lessee as rental or fees from the Existing Users under their current agreements or any amendments or extensions thereto over the amount of such rentals or fees in effect as of the e er date of this on or before Amendment. twentieth (20 h) daytofueach rmonth comet n l be cingaon the twentieth to r monthly (20th) day of the month next succeeding the date hereof. This rental obligation shall only apply to an increase in rentals or fees and not to any increase which is due because of an increase in the Lessee's expenses for fire, extended coverage, liability insurance�ouruutilities as may be provided in the agreement. This provision shall not pertain to any ts received as rental arising from the Lessee's own broadcast operations. The Lessor may, upon reasonable request and with at least ten (10) business days' prior notice to the Lessee, inspect the books and records of the Lessee solely with respect to the rentals and other fees received by the Lessee from the Existing Users. g. Rental Co sideration from New Licensees. In addition to the monthly rentals described above, the Lessee shall pay the Lessor as additional rent twenty percent (20%) of all gross rents or fees actually receivedthe essee date froom thull new Amendment, ortrental agreements of the Transmission Facilities granted after the exception of any license or rental agreement pertaining to the Lessee's own broadcast operations. The Lessee is under no obligatiOn to grant due hereunder shall be payable additional ble tothe agreements. Any Lessor monthly on or before te the twentieth (20th) day of each month commencing on the twentieth (20th) day of the month next succeeding the date hereof. The Lessor may, upon the books reasonable request and recand ds of with least ten (10) business days' prior notice to the Lessee, inspect Lessee solely with respect to the rentals and other fees received by the Lessee from such new licensees. 4. Right of Ingress and Egress. Notwithstanding anything contained in the Lease as amended to the contrary, the Lessee shall have the right of ingress and egress to and from d the Premises and the Transmission Facilitiesmores means of for access ss to public road historically n, ver and across ie the property of the Lessor adjoining a 3 Mar-25-D3 11:43 From-GRAYD0N HEAD a RICHEY LLP T-829 P.005/054 F-119 • 2435722 e-1469 P-311 04/26/95 03 :32P PO 4 0rr 22 y oad 90 or any similarly convenient access hereaffterscr used for access t the Tranmission Facilities by the tLessor Or othert userofRsuch ad oining y property after notice to the Lessee. 5. Lessor's Right of First Refusal. In the event that the Lessee desires to sell the Transmission Facilities and/or assign its rights under the Lease as amended herein to any party other than the Station Purchaser (hereinafter defined), upon receipt of a written offer to er a copy purchase (the thirty r 30 the Lessee n whichall promptly to notify the Lessee that it f the purchase or receive Lesser assignmentwho shall have o (30) y of the Transmission Facilities on the same terms and conditions as those contained in the Offer. If the Lessor notifies the Lessee within such thirty (30) day period, the purchase and/or assignment shall close no later than ninety (90) days after the Lessee receivesr does not o 0) asuch eriod,tice. In the the Lessee shallt the havee thesoright to sells the Trfy the Lessee ansmission on Facilitiesin such thirty (3and assign the day p the Lease, as amended, to the offeror on the terms and conditions contained in the Offer subject to the provisions of paragraph 11 herein. Upon the closing of the transaction described in the Offer with the offeror, the Lessee shall pay CO the Lessor ten percent (10%) of the gross proceeds of such sale and assignment. 6. Lessee's Ri ht of First Refusal. Section Fifteen of the Lease entitled "Right of First,Refusal" is hereby deleted in its entirety. 7. Abandonment of Tra ission Facilities. If during the Term or the period of any Renewal Option, the Lessee desires to abandon the Transmission Facilities, it shall notify the Lessor of such desire to abandon not less than sixty (60) days prior to the date it desires to e abandon the havettiryTransmission0 acilities.days to notify the Lessee whetheron receipt of notice the theoh desire to Lessor shall accept pt sudon, ch Lesso shal If thirty (30) Y abandonment. If the Lessor agrees to accept such abandonment, the Transmission Facilities shall become the property and full responsibility of Lessor, subject to any operating and in agreement in effect between Lessee and the owner/operator of the adjoining such event, the Lessee shall have no continuing obligations under the Lease as it may be amended e to b• Lessor e such asathen in fulltforce a de ee shall continue to remain obligated under the terms of the effect until the end of the Term or the Renewal Period then in effect. ly with$ Enviro which may be imposed any time during agrees Term pand any any thereof byLes reasonable rules ae may p by Lessor's insurance company regarding the amelioration of risk posed by electromagnetic rays and/or fields as well as to comply with any Q ty and lae lll rules, regulations and and any renewal thereofs pertaining which may be applicable to Lessee at any time during to electromagnetic rays and/or fields. • For purposes of the Lease, as amended, the term "Hazardous Substance" shall mean any pollutant, contaminant, toxic or hazardous waste, dangerous substance, potentially 4 Mar-25-63 11:43 From-GRAYDON HEAD ° RICHEY LLP 1-629 P.006/054 F-119 24357'32 H-1489 P-311 04/26/95 03: 32P PG 5 OF 22 dangerous substance, noxious substance, toxic substance, chemical, flammabl , explosive. radioactive material, urea formaldehyde foam insulation, asbestos, PCB, petroleum, oil, or any fraction thereof, or any other substances, he removal of which is oval of treatment, quired, or the manufacture, preparation, production, transfer, handling or ownership of which is restricted, prohibited, regulated or penalized by any federal, state, county or municipal statutes, laws, ordinances. rules or regulations now, or at any time hereafter, in effect, including, bur not limited to, the Comprehensive Environmental Response, Compensation, and Liability Act (42 U.S.C. §§ 9601, et seq.), the Hazardous Materials Transportation Act (49 U.S.C. §§ 1801, et seq.), the Solid Waste Disposal Act of 1965 as amended by the Resource Conservation and Recovery Act of 1976 (42 U.S.C. §§ 6901, a seq.), the Solid Waste Amendments of 1984; the Superfund Amendments and Reauthorization Act of 1986, the Federal Water Pollution Control T Act (33 U.S.C. §§ 1251, et seq.), the Clean Air Act (42 U.S.C. §§ 7401, et seq.), the Substances Control Act (15 U.S.C. §§ 651, et seq.), as these laws have been and may be amended and supplemented from time to time (all of the above federal, state, county or municipal statutes, laws, ordinances, rules or regulations now, or at any time hereafter, in effect being referred to collectively herein as the "Environmental Laws."). Lessee shall not cause or permit to occur (a) any violation of any of the Environmental Laws in connection with the Lease, as amended, or Les ethereof,e's use ta either occupancy of the Premises; or (b) the use of the Premises, or any part directly or indirectly prepare, produce, generate, release, manufacture, refine, treat, transport, store, maintain, handle, dispose of, transfer or process any Hazardous Substance. Lessee shall defend and hold Lessor harmless from all fines, suits, procedures, claims and actions of every kind, and all costs associated therewith (including attorney and consulting fees), arising out of, or in any way connected with, breach by Lessee of any of its undertakings, representations or warranties set forth in this paragraph 8 with respect to electromagnetic rays and/or fields, Hazardous Substances and the Environmental Laws. This obligation to defend and hold Lessor harmless shall survive the termination or expiration of the Lease, as amended. • Lessee covenants and warrants as of the date of this Lease Agreement that Lessee has no actual knowledge of any Hazardous Substances contained on the Premises or of violations of any Environmental Laws relating to the Premises. 9. Envirotunental Protection - Lessor. Lessor agrees to comply with any and all reasonable rules which may be imposed at any time during the Term and any renewal thereof by Lessee's insurance company regarding the amelioration of risk posed by and eleclaws tromagnetic rays and/or fields, as well as to comply with any and all rules, regulations, may be applicable to Lessor at any time during the term of this Lease Agreement pertaining to electromagnetic rays and/or fields. Lessor shall not cause or permit to occur: (a) any violation of any the Environmental 5 Mar-25'03 11:43 From-GRAYDON HEAD 1 RICHEY LLP T-829 P.007/054 F-119 2435722 B-1439 P-311 04/26/95 03: 32P PG 6 OF 22 Laws in connection with the Lease, as amended, or Lessor's use and occupancy of the Premises; or (b) the use of the Premises or any part thereof, to either directly or indirectly prepare, produce, generate, release, manufacture, refine, treat, transport, store, maintain, handle, dispose of, transfer, or process any Hazardous Substance. Lessor shall defend and hold Lessee harmless from all fines suits, procedures, claims and actions of every kind, and all costs associated therewith (including attorney and consulting fees), arising out of or in any way connected with breach by Lessor of any of its undertakings, representations or warranties set forth in this paragraph'9 with respect to • electromagnetic rays and/or fields, Hazardous Substances and the Environmental Laws. This obligation to defend and hold Lessee harmless shall survive the termination or expiration of the Lease, as amended. Lessor covenants and warrants as of the date of this Lease Agreement that Lessor has no actual knowledge of any Hazardous Substances contained on the Premises or of violations of any Environmental Laws relating to the Premises. 10. Mortgage or Other Encumbrance. In substitution for Section Eight of the Lease entitled "Encumbrance of Lessee's Leasehold Interest", the parties agree that the Lessee may freely encumber by mortgage, deed of trust or•other proper instrument its leasehold interest and estate in the Premises, together with its interest in all buildings and improvements thereon, without the Lessor's consent. However, the Lessee shall provide the Lessor written notice of any such transaction together with copies of all related documents. In such event, the Lease as modified herein shall not be further modified.without the written consent of the leasehold mortgagee or beneficiary. The execution of any such mortgage, deed of trust or other instrument or exercise of any right, power or privilege thereunder, shall not be held as a violation of any of the terms or conditions of the Lease as amended herein or as an assumption by the holder of such indebtedness personally of the obligations hereof. No such encumbrance, foreclosure, conveyance or exercise of right shall relieve the Lessee of its liability hereunder. A leasehold mortgagee or beneficiary shall be provided notice of any default and given thirty (30) days from such notice to cure the default. In the event there is more than one leasehold mortgagee or beneficiary, all of them collectively shall be entitled to one thirty (30) day period within which to cure, and such thirty (30) day period shall run concurrently with any period for notice required to be given to the Lessee. 11. Assignment and Subletting. In substitution for Section Nine of the Lease entitled "Subletting and Assignment", the parties agree that the Lessee may not assign any of its rights under the Lease as amended to a third party without the prior written consent of the Lessor, which consent shall not be unreasonably withheld, except that no consent shall be required if such assignment is (a) to the purchaser of all or substantially all of the assets of the Lessee including the FCC license for radio station KUAD-FM or an affiliate of such purchaser who shall continue to broadcast such station from the Transmission Facilities after the closing of such transfer (the "Station Purchaser") or (b) to the Assignor as security given in connection with the Lessee's purchase of the Transmission Facilities. In addition, the 6 Mar-25-0'3 11 :43 From-GRAYDON HEAP " RICHEY LLP T-829 P.009/054 F-119 2435732 B-1439 9-311 04/26/95 03:32P PG 7 OF 22 Lessee may, without the Lessor's consent, sublet all or any part of the Transmission Facilitwhichres or mightassign occur Lease as a mendedin with the reorganization or corporate restructuring its operations. 12 OSreement with Denver Television. Inc. In connection with the execution hereof and the Closing of the Purchase Agreement, the Lessee and DTI, the owner of the adjoining broadcasting facilities and lessee of premises owned by the Lessor and in terms and adjoining the Premises,itcontiguous are uousagreeingproperties. s. Suchaterm and conditions shall be incorporated ns co govern the operation of their contiguous prop into an operating agreement, which such parties may agree to modify from time to time and which shall be recorded with the Weld County Recorder. Subject to the provisions of the next succeeding sentence of this paragraph 12, in the event that the adjoining broadcasting facility is acquired by the Lessor or any successor or assign of the Lessor, the possession thereof by such person shall be subject to the terms of any such agreement then in effect and recorded.with the Weld County Recorder. In the event, however, that the Lessor or any successor or assign acquires the adjoining broadcast facility by an abandorunent thereof or as the result of the occurrence of an event of default under the lease therefor, the Lessor and its successors and assigns shall be subject to the terms of such an operating agreement only if the Lessor shall have been previously provided a copy of such operating agreement and not objected to the terms thereof within ninety (90).days after receipt thereof. If the Lessor exercises its right of first refusal pursuant to paragraph 5 herein or if the Lessor agrees to accept the abandonment of the Transmission Facilities pursuant CO paragraph 7 herein, then, in either event, the possession of the Transmission Facilities by the Lessor or anys successor cn or assign of the Lessor shall be subject to the terms of any such operating agreement in effect and recorded with the Weld County Recorder. 13. Default. Section Seventeen of the Lease entitled "Notice of Default" and Section Eighteen of the Lease entitled "Default" are hereby deleced•in their entirety and substituted with the following provisions: a. Lessee's Default. The occurrence of any one of the following event shall constitute a default and breach of the Lease, as amended, by the Lessee: i. The vacating or abandonment of the Premises by the Lessee except in accordance with the provisions of paragraph.7 hereof. ii. The failure by the Lessee to make any payment of rent or any other payment required to be made by the Lessee under the Lease as amended; as and when due, where sch failure shall en ) days after receipt of thereof is made by the Lessor 1properly addressed ue for a period of tto the OLes Lessee by certified mail,1reetum notice receipt requested. iii. The failure by the Lessee to observe or perform any of the covenants, conditions or provisions of the Lease as amended to be observed or performed by 7 Mar-23-03 ' 11 :43 From-GRAYDON HEAD R RICHEY LLP T-820 P.009/054 F-119 24357^_2 8-1489 P-311 04/26/95 O3 :32P PG 8 oF 22 the Lessee where such failure shall continue for a period of thirty (30) days after receipt of written notice (properly addressed to the Lessee by certified mail, return receipt requested) thereof by the Lessor to the Lessee: provided, however, that if the nature of the Lessee's default is such that more than thirty (30) days are reasonably required for its cure, then the Lessee shall not be deemed to to in default if the Lessee commences such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion. b. Remedies in Default. In the event of any such default or breach by the Lessee, the Lessor may from time to time, in its sole discretion, with legal notice and without limiting the Lessor in the exercise of a right or remedy which the Lessor may have by reason of such default or breach, elect to: i. Terminate the Lessee's right to possession of the Premises by any lawful means, in which case the Lease as amended shall terminate and the Lessee shall irnmediat'ely surrender possession of the Premises to the Lessor. In such event, the Lessor shall be entitled to recover from the Lessee all damages incurred by the Lessor by reason of the Lessee's default, including, but not limited to, the cost of recovering possession of the Premises, reasonable attorney's fees and the unpaid rent and other charges and adjustments called for herein for the balance of the Term or Renewal Period then in effect, less the amount of future rent that the Lessee proves could be mitigated under applicable Colorado law., Unpaid installments of rent or other sums shall bear interest from the date due at the maximum legal rate; or ii. Maintain the Lessee's right to possession, in which case, the Lease as amended shall continue in effect whether or not the Lessee shall have abandoned the Premises. In such event, the Lessor shall be entitled to enforce all of the Lessor's rights and remedies under the Lease as amended, including the right to recover the rent, reasonable attorney's fees and any other charges and adjustments as may become due under the Lease as amended. c. Default by Lessor. The Lessor shall not be in default unless the Lessor fails to perform its obligations under the Lease within a reasonable time, but in no event later than thirty (30) days after receipt of written notice by the Lessee to the Lessor and to the holder of any first mortgage or deed of trust covering the Premises whose name and address shall have been theretofore furnished to the Lessee in writing, specifying wherein the Lessor has failed to perform such obligations; provided, however, that if the nature of the Lessor's obligation is such that more than thirty (30) days are required for performance, then the Lessor shall not be in default if the Lessor commences such cure within such thirty (30) day period and thereafter diligently prosecutes the same to completion. In no event shall the Lessee have the right to terminate the Lease as amended, it being agreed that the Lessee's remedies shall be limited to damages and/or an injunction. 14. Tower Site. Section Eleven of the Lease entitled "Construction of New Building and Tower" is hereby deleted in its entirety and substituted with the provisions of this 8 Mar-25-A3 11:44 From-GRAYDON HEAD ° RICHEY LLP T-829 P.O1O/O54 F 119 paragraph 14. 2435722 5-1489 P-311 04/26/95 03:32P PG 9 of 22 The Lessee ell have the right to Transmissionmake such erations,Facilities. ThevLesseesshalt remove changes as the Lessee may deem necessary any existing debris from the Tower Site. The Lessee shall indemnify the Lessor for any claims by contractors, subcontractors, materialmen, laborers or the like from mechanics' liens or other liability relating to any of the Lessee's construction activities within the Premises. • The Lessee shall keep the Premises and all improvements owned by the Lessee on the Premises in good repair and in compliance with applicable local codes. However, the Lessee shall have no obligion to restore or replace, at the Lease as amended any tower or building located on the Premises. other termination of the Premi es ration or Any improvement on the Premises existing as of the date hereof or any improvement constructed by the Lessee on the Premises and all alterations, improvements, changes or additions thereon shall be the property of the Lessee, subject to the provisions providing for the sale or abandonment of the Transmission Facilities contained in paragraphs 5 and 7, respectively, hereof. Upon the expiration or other termination of the Lea a as amended, the Le see all u on written re uest from the Lessor, and at the Lesse ' e 11 improvements owned by the Lessee on the Premises and substantially restore he the Pemii5 es to its condition before the Transmission Facilities were erected. Upon restoring the Lessee shall provide the Lessor written notice thereof. The Lessor shall within sixty (60) days of receiving said notice provide written notice of any unsatisfactory restoration. 15. Znde tion. a. Section thisiThirteen f the 15 isentitled "Indemnification Id n emni ication of Lessor" is hereby deleted in its entirety The Lessee does hereby covenant and agree e wi liability, damages,r that it will pen t indemnify and hold the Lessor harmless from and against any or judgments arising from injury to person or property sustained by anyone in and about the Premises due to any act or acts of omission or commission of the Lessee or the Lessee's officers, agents, servants, employees, contractors, assignees or invitees. The Lessee shall, at its own cost and expense, defend against any and all suits or actions which may be brought against the Lessor because of any such above-mentioned matter, ilaimarty or claims. Their an Lessee shall carry, or require that any third party using the amount that is reasonable and necessary to protect against any and all claims, demands, actions, judgments, costs, expenses and liabilities which may arise or result, directly or indirectly, from the Lessee's use of the Premises, except such liability as shall arise out of the negligence of the Lessor. The Lessor shall be named as an additional insured on all such insurance policies. The Lessee shall also carry such in nsurance ct that as will be pra otect to to the rom ll claims under any workmen's compensation on 9 Mar-25-,73• 11 :44 From-GRAYD0N HEAD 4 RICHEY LLP 1-829 P.011/054 F-119 2435722 S-1439 F-311 O4/26/95 O3: 32P FO 1O OF 22 Lessee. All insurance required hereunder shall remain in force so long as the Lessee uses the Premises as permitted herein. The Lessor shall not be responsible or liable for any damages to any property, fixtures, building or other improvements of for any injury to the Lessee or to any of the Lessee's officers, agents, servants, employees, contractors, customers or assignees, except as may result from any act or acts of omission or commission of the Lessor or the Lessor's officers, agents, servants, employees, assignees, contractors or others on the Premises at the instance of Lessor. b. Immediately following the fourth sentence of Section 6 of the First Amendment, the following sentence shall be added: The Lessor shall, at its own cost and expense, defend against any and all suits or actions which may be brought against the Lessee because of any such use, acts or omissions on the Premises. 16. .Arbitration. a. Subject to the provisions of subparagraph b below, the Lessor and the Lessee agree to submit to mediation, and, should settlement not occur, to binding arbitration any and all claims, disputes and controversies between them (and their respective employees, officers, directors and agents) relating to the subject and contents of the Lease as amended and its negotiation, execution, performance, administration, modification, extension or completion. Any such mediation and arbitration shall proceed in Denver, Colorado, shall be governed by Colorado law and shall be conducted in accordance with the Commercial Mediation Rules and Commercial Arbitration Rules of the American Arbitration Association ("AAA"). If, within thirty (30) days after service of a written Demand for Mediation by any party, the mediation does not result in a settlement of the dispute, then any party to the mediation may demand arbitration. b. Nothing in subparagraph a above and nothing in the exercise of any right CO mediate or arbitrate pursuant thereto shall limit the right of the Lessor to file or institute default remedies under subparagraph 13.b above or under Colorado's forcible entry and detainer or unlawful detainer statutes or limit the right of the Lessee to file or institute default remedies under paragraph 13.c above. c. Any arbitration pursuant to the Lease as amended shall be conducted before a single neutral arbiter with experience in commercial real estate leases. The AAA shall submit to the parties engaged in the arbitration a list of persons meeting the criteria specified above, and the parties shall select a neutral arbiter from that list in the mariner established by the AAA. d. Any arbitration conducted hereunder shall be scheduled by the arbiter so 10 Mar-25-43' 11:44 From-GRAYDON HEAD a RICHEY LIP 1-829 P.012/054 F-118 2435722 B-1489 P-3t1 04/26/95 03 :32P PG 11 OF 22 that the presentation of all evidence and argument will be completed within ninety (90) days after delivery of the demand for arbitration. e. In any arbitration pursuant to the Lease as amended, the arbiter shall decide (either after reviewing only documents, or with a hearing, at the discretion of the arbiter) any pre-hearing motions which the parties may file which are substantially similar to motions to dismiss or for summary judgment. f. In any arbitration hereunder, discovery shall be permitted in accordance with Chapter 4 of the Colorado Rules of Civil Procedure as in effect on January 1, 1994. Scheduling of such discovery may be determined by the arbiter, and any discovery disputes shall be finally determined by the arbiter. g. The Colorado Rules of Evidence in effect at the time of arbitration shall control the admission of evidence at any hearing in any arbitration hereunder; provided, however, no error by the arbiter ientered theplicai by the arbiter. erprtation of the Rules of Evidence shall be grounds for vacating any award h. In any arbitration conducted pursuant to the Lease as amended, the arbiter shall not discuss the arbitration, or any part thereof, with any of the parties or any of their officers, directors, employees, attorneys or agents ex parte. In addition, the arbiter shall not discuss the award, or any prospective award, with any other person or entity until after the rendering by the arbiter of his decision. i. In any arbitration conducted pursuant to the Lease as amended, the arbiter shall express his decision, and any award made by him, in a writing to be delivered to each of the parties, which writing shall explain the reasons for the award and the calculation of any monetary award. The arbiter shall reach his decision on, and deliver the 30 days above- described writing with respect to, any arbitration conducted hereunder within thirty (30) after the close of the presentation of evidence by all of the parties to the arbitration. j. The arbiter shall award to the prevailing party, if any, as determined by the arbiter, all of its costs and fees. The phrase "costs and fees" shall mean all reasonable pre and post-award expenses of the arbitration, including the fees of the arbiter, administrative fees, travel expenses, out-of-pocket expenses, photocopying expenses, telephone and fax expenses, court costs, witness fees and attorneys' fees. k Any party to an arbitration conducted hereunder may seek reconsideration of all or any part of the original decision of the arbiter by filing a written request therefor with the arbiter and serving the same on all of the other parties to the arbitration within ten (10) days after the date of delivery of the arbiter's original decision. Any other party desiring to respond to such a request may do so within ten (10) days after delivery of the request for reconsideration. No further responses will be permitted. The arbiter shall consider any such request(s), either based solely on the documents filed or after a hearing, as 11 Mar-25-01' 11 :44 From GRAYDON HEAD & RICHEY LLP T-829 P.013/054 F-110 2435722 B-1489 P-311 04/26/95 03:32P PG 12 OF 22 issue his written decision on ny he may determine in his sole 0s bcreon. The 'ter ssionlof the last timely-filed request aor such requests within thirty )("3 ) day after submission response. 1. There shall be no right to appeal from the final decision of the arbiter in any arbitration conducted hereunder. m. Suit may be brought, and judgment entered upon, any award entered by the arbiter in any court having jurisdiction and may be enforced and collectedin the manner judgments of said court are normally enforced and collected. Any party a against ad whom O disclose to the party monetary monetary upon award is t entered heparty's ten r consents request,tal iinforma on properly discoverable in a proceeding such Ruleatter 69 ofof Civil ut the necessity of service of under Rule s of the r papers within ten (10) days of the service of such written service further process or other pap request. 17. Affirmation of the Lease. Except as amended herein, the Lessor and the Lessee affirm that the entire lease agreement with the Assignor is contained in the Original Lease as modified and amended by the Extension Agreement and the First Amendment and, by thei execution hereof, acknowledges and ratifies the same. 18. Notice. Each notice, consent, request, demand or other communication required or permitted under the Lease as amended herein shall be in. writing and shall be deemed to have been duly given only upon (a) receipt if delivered by hand or FedEx or other comparable overnight deliver service or (b) five (5) days after having been mailed, certified or registered United Stares mail, postage prepaid, addressed as follows: • (a) if to Lessor: William E. and Vera L. Dumler 13626 E. Bates, #410 Aurora; Colorado 80014-3685 with a copy to: Mr. D. Scott Dumler 4075 Chippewa Drive Boulder, Colorado 80303 (b) if to Buyer: Northern Colorado Radio, Inc. c/o Brill Media Company, Inc. 420 N.W. Fifth Street, Suite 3-B 12 Mar-25-03 11 ;44 From-GRAYDON HEAP ° RICHEY LLP T-829 P.014/054 F-119 2435722 B-1489 P-311 04/26/95 03:32P PG 13 OF 22 Evansville, IN 47708 Attn. Alan R. Brill with a copy to: Charles W. Laughlin, Esquire Thompson & McMullan 100 Shockoe Slip Richmond, Virginia 23219 • or when so delivered or mailed to such other place or person as a party hereafter may from time to time have designated in a prior written notice to the other party. 19. Counterparts. This Amendment may be executed in counterparts, each of which shall constitute and.all of which together shall constitute one and the same instrument. 20. Binding Effect. This Amendment shall not be effective and shall not be recorded with the Recorder of Deeds unless and until Closing, as described in the Purchase Agreement, has occurred. At such time except as otherwise specifically modified herein, the Lease shall remain in full force and effect, and to the extent that any of the terms and conditions of the Lease contradict any of the terms of this Amendment, the terms and conditions hereof shall be deemed to be controlling. IN WITNESS WHEREOF, the undersigned have executed or caused this Second Amendment to Lease to be executed as of the date first forth above. 4 Ji_zajail pi) William E. Dumler C Vera L. Dumler STATE OF COUNTY O SUBSCRIBED, SWORN TO AND ACKNOWLEDGED before me thisJf tday of , 1995 by William E. Dumler and Vera L. Dumler. w_ -s "fn�i Al .� _ Alma M. Baur Notary Public•Arizona � • Maricopa County Notary Public My Commission Expires 5/30/98 13 Mar,-25-53 11:45 From-GRAYDON HEAD . ,CHEY LLP T-828 P.015/054 F-118 Northern Colorado Radio, Inc., a Virginia corporation By: 1/99 • STATE OFgal&,64—. ) COUNTY ) - rSU �BSCRMED, S cRN TQ ACKNO G before o me Northern yof a_ ,0� , 1995 by (iL.e.n. - �1_�.QJ, che i- �/./r-eac4.i nf ado Radio, Inc., a Virginia corporation. My commission expires: a4 /997- Lnf2� // - No is • • 2435722 B-1489 P-311 04/26/95 03:32P PG 14 OF 22 r^ H:\ALISON\SRTLL\NCR-TOH\L I'-L5.7 14 REGENT BROADCASTING OF FORT COLLINS, INC. USR-1457 CRIME PREVENTION THROUGH ENVIRONMENTAL DESIGN (PURSUANT TO SECTION 1F OF CONDITIONS OF APPROVAL) On March 11, 2004, Quin Morrison, Chief Radio Engineer of Regent Broadcasting of Fort Collins, Inc. met with Deputy Rudisill of the Weld County Sheriffs Office to discuss the Crime Prevention Through Environmental Design Program. The department report is attached. Quin Morrison, Chief Radio Engineer F:\KFL\REGENT COMMUNICATIONS\SUPPLEMENT2 ATTACHMENT.wpd EXHIW, • (1501 O/46'7 A �a6 a:pa Shenff John 0. Cooke too �o-"1 assCOL March 11, 2004 "1 Quin Morrison 600 main St Windsor Co 80550 Headquarters 1950"0" Street Quin, the following are the recommendations I've made after viewing the Greeley, CO 80631 transmission site with you on March 11, 2004. I hope this helps with the security of Ph. (970)356-4015 Fax(970)304-6467 you transmission site. Most of the recommendations are things that you are already working on. If you have any questions please feel free to contact me. Location: Fort Lupton Substation 330 Park Avenue KUDA Transmission Site Ft. Lupton, CO 80621 12751 Weld County Road90 Ph. (303)857-2465 Fax(303)857-3027 Pierce Co. The transmission site is located off of a dirt county road. The Site is located on the Southwest Complex North side of WCR 90 and West of WCR 27. There is a single gate access to the 949 WCR 24% buildings; the driveway is approximately 100 yards in length. There is minimal ;mont,CO 80504 traffic to and from the transmission site. There is a chain across the driveway to limit Pit. (720)652-4215 access. Fax(720)652-4217 3 North Jail Complex I 2110"0" Street f�t� , Greeley, CO 80631 j'-r}ti4 ' YOU ni s4*n �"''�`4.1,; ;1" - '� t '� ' ,,, r*�`;'.,' An,4 Ph (970)356-4015 s � s ti, ng Y,1' �i Ext 3922 Fax(970)304-6461J. . sx«.N 4° '=1/4d�aL ut ..11 ri hi/ y n e ±r� e .•g1�5.s x ' N � tl if Lj!L, cilhd yt//C/1 �/ , ,,rl��., �� ENTERANCE FROM WELD COUNTY ROAD 90 II'rld( utlltit . Personal: There is a limited number of employees that work at the site, however the employees that do work at the site need to feel safe in there work environment. The transmission site is in a rule location and is at lest a half mile away from other buildings or homes. A few recommendations for employees would be to have employees have photo identification on them at all times, additional lighting on the outside of the building for night time workers 1 t. I r . ■ (` 2 x ark i n z� ,,„, iii ", iy 7 R T a t' .: y ". :17.,',. lyfftix R iritz r c L x 4 vy ,,y. �1 +� rt allay„ ' i,itctrt'l %itA M1 .it aJ� *S k a„ ' { N4 C s at�,�p, i" r s ADDITIONAL LIGHTING ON THE EAST SIDE OF THE BUILDING Equipment: The transmission site is still under renovation, when this is completed the equipment that will be required on site is minimal. Most of the equipment will be located inside of the fenced area or inside the building. This will help to eliminate any theft that could occur. It is recommended that the fence line stay clear so the building can be seen without obstruction. r Sheriff jofin B. Cooke $OAlp.6t + coL `, i:� (x k�ti� �� k A CLEAR FENCELINE WILL HELP TO SEE THE BUILDING Security: The transmission site is in an area that does not have a lot of vehicle traffic or people in the area. This could create a number of problems to the security of the site, (no one to report suspicious activity). There is limited access to the site by one entrance off of Weld County Road 90 and the property in not fenced. This creates an issue of security of the property. In most cases if there is a fenced area this limits the access of unwelcome visitors or trespassers on the property. The fencing around the building will help to keep people out of the restricted area and away from the tower. The expense of a fence around the property could be more then what property owners would want to invest. My recommendation would be to replace the chain across the driveway with a gate and add a fence panel on each side of the gate. Along with the new gate, post no trespassing signs at the entrance to the property. With the new gate and some additional lighting the property and the building will protected as best as can be. Stalo t Sheriff f]ohn B. Cooke fI. \y it '1to Coyci Witco for { t , P #S Y{gt r✓ i 3y' Jb' tt 1( 1 �3He' Ht• °•••,,-t uu4�I ., e �4-. - T�� l'• 8x. ?•,• e •P -. 7• 3,- - ''Y t 'X til. 3 • `—'x „—„„w 1 r �Fl IMr e h 5 h'i JDI. 6. sA 1 +Mhti �� pU., R itlY � i 1 i �.r s " � � F7:rvT .� � 4 e.'v,. N S / @� ✓' �'a a ADDING A FENCE PANLE ON EACH SIDE OF THE GATE ,— Closing: The main purpose for the recommendations I have made is to help in the area of crime prevention. We all know that we can not prevent all crime but if by being proactive in certain areas we may be able to reduce some types of crime. If you have any questions about this report or you have questions please feel free to call me any time. Deputy Roy Rudisill Weld County Sheriff's Office 1950 "O" St. Greeley Co. 80631 970-356-4015 EXT Graydon Head & — Ritchey LLPt° Y � t "" x,�.n 2004 •Attorneys at Law Jeffrey L.Stainton Direct Dial: (513)629-2822 E-Mail: jstainton@graydon.com March 02, 2004 VIA E-MAIL AND REGULAR MAIL Mr. David M. Keneipp Vice President Legal Affairs Fox Television Stations, Inc. 1999 South Bundy Drive Los Angeles, CA 90025-5235 Re: Regent Broadcasting Tower, Weld County, Colorado Dear Mr. Keneipp: Our law firm represents Regent Broadcasting of Ft.Collins,Inc.,and this letter and its enclosure is in response to your letter of February 9, 2004 to Kenneth Lind, Regent's local counsel on the above- referenced matter. John Kropp, a partner in my office, has reviewed your comments to the draft Operating Agreement and discussed them with Regent. I am writing you this letter because John is out of the office all week but wanted to keep this matter moving forward in his absence. Attached is a marked copy of the Operating Agreement showing changes that were acceptable to Regent. You will see that most of your comments were acceptable except for the consent to modifications requirement. We are of the position that if both parties are contractually bound to use good engineering practices,comply with FCC rules and regulations,cooperate generally and not interfere with the other party's transmissions that this should provide adequate legal protection. Please advise if you have any questions. John will be contacting you early next week to discuss this in detail with the hope of reaching an agreement. Best regards, G ON HEAD & RITCHEY LLP Je rey L. Stainton C: Bill Stakelin (w/encl.) CMIBR David Remund (w/encl.) John Kropp (w/encl.) Kenneth Lind (w/encl.) www.graydon.com Mailing Address Cincinnati Office Kentucky Office P.O. Box 6464 1900 Fifth Third Center 2500 enter Drive Cincinnati,Ohio 45201-6464 511 Walnut Street Suite 300 Cincinnati, Ohio 45202-3157 Ft. Mitchell,Kentucky 41017-7070 telephone(513)621-6464 telephone(859) 282-8800 fax(513)651-3836 fax(859) 525-0214 OPERATING AGREEMENT This Operating Agreement ("Agreement") is entered into this day of JanuaryMarch, 2004, by and between Regent Broadcasting of Fort Collins, Inc., a Delaware corporation("Regent")and Fox Television Stations, Inc., a Delaware corporation ("Fox"). WHEREAS, Fox is the owner and operator of a certain communications transmission tower, transmitter building and accessory buildings and equipment located on approximately 39 acres of land leased from William E. Dumler and Vera L. Dumler ("Dumlers") in Weld County, Colorado (the "Fox Tower"). The premises on which the Fox Tower is located is described on Exhibit "A" attached hereto (the "Fox Tower Premises"); and WHEREAS, Regent is the owner and operator of a certain communications transmission tower, transmitter building and accessory buildings and equipment located on approximately 16 acres of land leased from Dumlers in Weld County, Colorado (the "Regent Tower"). The premises on which the Regent Tower is located is described on Exhibit "B" attached hereto (the "Regent Tower Premises"). The Fox Tower Premises and the Regent Tower Premises are adjoining parcels. NOW, THEREFORE, in consideration of the mutual covenants contained herein, it is agreed as follows: ARTICLE I JOINT REPRESENTATIONS, WARRANTIES AND COVENANTS OF REGENT AND FOX 1.1 Insurance Coverage. Regent and Fox shall each maintain general liability insurance coverage on its respective operations on the Regent Tower Premises and Fox Tower Premises and shall, upon reasonable request of the other party, obtain a certificate of insurance evidencing proof of general liability insurance coverage with respect to its operations. The limits of such insurance shall not be less than $1,000,000 per occurrence, $2,000,000 in the aggregate and a $4,000,000 umbrella policy. Each party shall also require any contractor or subcontractor performing work on such party's tower to maintain general liability insurance coverage in the same or greater amounts. Each party shall be an additional insured on the other party's liability policies with respect to the Premises and the policies obtained by any of the other party's contractors or subcontractors 1.2 Indemnification. Regent and Fox shall defend, indemnify and hold harmless each other from and against any and all losses, costs, damages, liabilities and expenses, including reasonable attorneys' fees and expenses incurred by one another respectively arising out of or related to: (a) any breach of the Agreements or Warranties given or made by Regent or Fox respectively in this Agreement; or (b) the operations on the Regent Tower Premises or Fox Tower Premises,respectively. 1.3 Cross Easements for Guy Wires and Anchors. The parties acknowledge and confirm the existence of cross easements created in their respective leases for the Regent Tower Premises and the Fox Tower Premises for guy wires and anchors to the parties respective towers, and agree to share any maintenance costs associated with said cross easements equally on a 50/50 basis. The parties shall not interfere with the reasonable use of these easements by the other Ply 1.4 Shared Access Easement. The parties acknowledge and confirm the existence of a shared road access easement created in their respective leases for access to the Regent Tower Premises, the Fox Tower Premises, the parties' respective towers, transmitter buildings, and other improvements. More specifically, the subject shared access road commences north from Weld County Road 90, curves to the northwest, and generally forks off northerly to end at the Regent Tower Premises and northwesterly to end at the entrance to the Fox Tower site operations. The parties agree to install a permanent locked gate at the access road entrance from Weld County Road 90, and to share on a 50/50 basis the cost of the gate and its installation, as well as all repair and maintenance costs associated with the said access road and gate. Each of the parties shall be provided keys to all gate locks, if any, and the parties shall not interfere with the reasonable us of the access easement by the other party. 1.5 Binding Covenants. The provisions of this Agreement shall be binding on the parties hereto and their respective successors and assigns. Any document creating or transferring an interest in the Regent Tower or the Fox Tower shall contain specific notice of this Agreement and shall bind all users of either tower to the provisions of this Agreement. ARTICLE II MISCELLANEOUS 2.1 Cooperation. The parties acknowledge that the towers are located on adjoining parcels and that their mutual cooperation is vital to the safe and efficient maintenance and operation of both towers. The parties agree to cooperate with each other in good faith to address and resolve day-to-day mutual operating issues as they may arise and to implement and enforce the provisions of this Agreement. Without limiting the generality of the foregoing. the parties also agree as follows. (a) The parties agree to cooperate in reducing power at one or more mutually acceptable times in the event of maintenance or installation of approved new or replacement equipment Each party will keep its equipment maintained in accordance with applicable FCC rules and regulations and otherwise in accordance with good engineering practices in accordance with_accepted standards in the broadcast industry. Each party will cause its tower to be inspected not less frequently than annually by a qualified tower inspector, (b) To the extent either party makes any modification. replacement or addition (il to any equipment located on a party's tower or (ill to equipment located elsewhere on such party's Premises that would materially increase the aggregate power consumption at the combined Premises. then the party seeking to make such modification. replacement or addition wilL at its own expense. arrange for the installation of additional or supplemental power capacity for its Premises, - 2 - .L ft) Fach party warrants that such party's equipment and the installation. maintenance. and operation thereof will not cause interference with any existing radio or television transmitting or receiving equipment installed on the other party's Premises. Should such interference occur. as determined by an independent engineering report the interfering party will promptly make all necessary repairs. at its own expense. to eliminate such interference. The engineering report will be paid for by the party determined to be the interfering party. If the interference cannot be eliminated within ten (101 days after receipt of notice from the other party. the interfering party will cease operating the equipment causing the interference. except for intermittent testing for the purpose of correcting such interference. Unless interference is due to failure of existing equipm n the responsibility for eliminating the interference shall he home by the operator of the equipment that was most recently installed,modified.or replace& 2.2 Notices. All notices, consents, requests, demands and other communications hereunder are to be in writing, and are deemed to have been duly given or made when delivered in person; on the date noted on the return receipt of the delivery date or attempted delivery date, when mailed by United States mail, first class, return receipt requested first class postage prepaid; in the case of telegraph or overnight courier services, on the day of delivery by the telegraph company or overnight courier service with payment provided for; or when dispatched by facsimile transmission (with facsimile transmission confirmation being deemed conclusive evidence of such dispatch); and in each such case addressed as follows: In the case of a notice to REGENT, such notice shall be delivered to: Regent Broadcasting of Fort Collins, Inc. ATTN: William L. Stakelin, President&COO c/o Regent Communications, Inc. 100 East RiverCenter Blvd., 9th Floor Covington, KY 41011 Facsimile: (859) 292-0352 with a copy to: John J. Kropp, Esquire Graydon Head &Ritchey LLP 1900 Fifth Third Center 511 Walnut Street Cincinnati, OH 45202 Facsimile: (513) 651-3836 - 3 - In the case of a notice to FOX, such notice shall be delivered to: Fox Television Statiessr iflerStalialgaa ATPN: 100 E. Speer Blvd. nenver.Colorado 80203 Attn: Vice President/General Manager Facsimile: with a copy to: Mark G. Grueskin, Esquire Fox Television Stations.Inc, 1999 S. Bundy Drive Jos Angeles.California 90025 Attn: Legal Department Isaacson, Rosenbaum, Woods 3z Levy, P.C. 663 17th Street, Suite 2200 Denver, CO 80202 Facsimile: (303)292 3152110)584-1155 or to such other address as any Party may designate by notice to the other Parties in accordance with the terms of this Section 2.3 Recording. Either party may record this Agreement in the real property records for Weld County, Colorado. 2.4 Waiver. No consent or waiver, express or implied, by any party in the performance of obligations hereunder shall be deemed or construed to be a consent or waiver to or of any other breach or default in the performance by such other party of the same or any other of its obligations. Failure on the part of any party to complain of any act or failure to act of any other party or to declare any other party in default, irrespective of how long such failure continues, shall not constitute a waiver by such party of that party's rights hereunder. 2.5 Entire Agreement This Agreement, including all exhibits hereto, contains the entire agreement between the parties and fully supersedes all prior agreements and understandings between the parties. 2.6 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall constitute an original but all of which, taken together, shall constitute one and the same document. 2.7 Date of Agreement. The date of this Agreement shall be the last date of execution of this Agreement by the parties as indicated on dates set below their respective signatures hereto. - 4 - 2.8 Jurisdiction. The parties hereto agree and consent to exclusive venue and jurisdiction of the District Court in and for the County of Weld, Colorado for any court action commenced by either party which relates to this Agreement or the transactions contemplated hereby. 2.9 Binding Effect. The terms and conditions of this Agreement shall apply to and be binding upon the successors and assigns of the respective parties hereto and shall constitute covenants running with title to the described premises'-. 2.10 Construction. When necessary for proper construction, the masculine of any word used in this Agreement shall include the feminine and neuter genders and the singular shall include the plural and vice versa. This entire Agreement shall be construed in accordance with the laws of the State of Colorado. 2.11 Paragraph Headings. ,Paragraph headings contained herein are for convenience only and shall not be considered in interpreting this Agreement. 2.12 Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Agreement shall nevertheless remain in full force and effect. IN WITNESS WHEREOF, the parties have signed this Agreement on the dates set forth below. REGENT BROADCASTING OF FORT COLLINS, INC., a Delaware corporation By: Date Its: ATTEST: STATE OF ) ) ss: COUNTY OF ) - 5 - The foregoing instrument was acknowledged before me this day of JanuaryMarsh, 2004, by , the of Regent Broadcasting of Fort Collins, Inc., a Delaware corporation, on behalf of the corporation. Notary Public FOX TELEVISION STATIONS,INC., a Delaware corporation By: Date Its: ATTEST: STATE OF ) ) ss: COUNTY OF ) The foregoing instrument was acknowledged before me this day of JanuaryMarch, 2004, by , the of Fox Television Stations, Inc., a Delaware corporation, on behalf of the corporation. Notary Public -6- Hello