The URL can be used to link to this page

Browse Search

Home My WebLink About940614.tiff RESOLUTION RE: APPROVE MEMORANDUM OF NONEXCLUSIVE LICENSE AGREEMENT BETWEEN ALL-PRO BROADCASTERS, INC. AND THE WELD COUNTY REGIONAL COMMUNICATIONS CENTER AND AUTHORIZE CHAIRMAN TO SIGN WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, the Board has been presented with a Memorandum of Nonexclusive License Agreement between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Weld County Regional Communications Center, and All-Pro Broadcasters, Inc. , commencing April 1, 1994, and ending March 31, 1999, with further terms and conditions being as stated in said memorandum, and WHEREAS, after review, the Board deems it advisable to approve said memorandum, a copy of which is attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the Memorandum of Nonexclusive License Agreement between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Weld County Regional Communications Center, and All-Pro Broadcasters, Inc. , be, and hereby is, approved. BE IT FURTHER RESOLVED by the Board that the Chairman be, and hereby is, authorized to sign said memorandum. BE IT FURTHER RESOLVED by the Board that Jack Statler, Director of the Weld County Regional Communications Center, be, and hereby is, authorized to sign said memorandum. 940614 (Jtzt") C/V1d00 ice " (, CEO (1.L; ro MEMORANDUM OF NONEXCLUSIVE LICENSE AGREEMENT - ALL-PRO BROADCASTERS, INC. PAGE 2 The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 27th day of June, A.D. , 1994, nunc pro tunc April 1, 1994. 1 BOARD OF COUNTY COMMISSIONERS ATTEST: I�yl._444 ltd WELD COUNTY, COLORADO Weld County Clerk J to the Board (P/f� �// ! n Y� 1 W. H. Webster, hairman BY: c�Y'L.f�tps k / 1 l l 1).fen) Deputy C rk to the Board a eik. Hall, Pr -Tem APP VED AS TO FORM: //be E. Baxter +yK/ County At orney Constance L. Harbert /hale Vi/F.14/ � f� Barbara J. Kirk eyer 940614 MEMORANDUM OF NONEXCLUSIVE LICENSE AGREEMENT This Memorandum of Nonexclusive License Agreement is made between All-Pro Broadcasters, Inc. ( "Licensor" ) and the Weld County Regional Communications Center ( "Licensee" ) to reflect the terms of an agreement entered into between the parties on or about February 1, 1994 . WHEREAS, Licensor is the owner of a certain radio tower ( "radio tower" ) located on certain real estate ( "premises" ) with a legal description of : PT NW4 33 2 67 BEG AT THE W4 COR OF SEC 33 N98D24 ' E 180 ' TO TRUE POB N1500 ' N89D24 ' E 935 ' S32D41 'E 1416 .40 ' S300 ' S89D24 'W 1700 ' TO TRUE POB and WHEREAS, said premises and radio tower are used by others for the purpose of generating and transmitting radio broadcast signals, paging, and other communication and related activities and services; and WHEREAS, Licensee desires to use said radio tower and Licensor agrees to allow Licensee the right to use said radio tower on certain terms and conditions . NOW, THEREFORE, IT IS AGREED AS FOLLOWS: 1 . Recitals . The above recitals are hereby incorporated by reference. 2 . License. Licensor hereby grants to Licensee a nonexclusive license to use said radio tower and premises subiect to the limitations hereafter provided. 3 . Term. The term of this License Agreement is from April 1, 1994 through March 31, 1999, at 12 noon, unless previously terminated, and may be renewed each year thereafter for five (5) consecutive one-year terms by written agreement between the parties for each consecu- tive year. Licensee may terminate this License Agreement for any reason and at any time during the least term, provided it gives Licensor no less than 30 calendar days advance written notice of its intent to terminate. 4 . Rent. The rent for each year is $1,200, payable in monthly installments of $100 per month, commencing the first month that the antenna is operational and on the first day of each calendar month thereafter at such place or places as Licensor shall designate from time to time 940614 in writing. 5 . Use of Premises . (a) Licensee shall have the right to use the premises for the purpose of generating and transmitting paging and other communication signals and other related activities . Licensee is given permission to install, maintain, and operate communication equipment on Licensor' s antenna site and Licensor' s property, either in a building currently owned by another party and located on the property, or in a building to be constructed by Licensee and located pursuant to agreement with the Licensor as property owner. Licensee shall restrict its use to such purposes and shall not use the premises for any other purpose without Licensor' s prior written consent. Licensee acknowledges that the premises are used by others and Licensee will cooperate with the other users in a reasonable manner. Licensee acknowledges that a frequency conflict may currently exist with a current user and Licensee agrees that said conflict will be resolved prior to Licensee ' antenna being fully operational . If there is a subsequent conflict between Licensee and any other subsequent user, the Licensor shall require the subsequent user to resolve conflict as more particularly set forth in paragraph 5(b) . (b) Licensee understands that the Licensor, prior to entering into an agreement with any licensee subsequent to this License Agreement for the use of transmission equipment by a subsequent licensee, shall cause said subsequent license to conduct a frequency intermodulation study- iir order to- deter— mine whether there will be any interference to any of the frequencies, including Licensee Weld County' s frequencies, currently being used at the antenna site. If any interference exists, Licensee understands that the subsequent licensee shall be required to eliminate such interference prior to using the radio tower. (c) Licensee agrees that it will do nothing to invalid- ate any agreements thatmay exist between Licensor and other owners or preexisting licensees on the premises . Upon termination of this license, Licensee shall immediately remove its antenna and other communication equipment and restore the premises to its original condition prior to the installation thereof. Any property not removed within ten ( 10) days after termination shall become the property of Licensor. 940614 (d) A fence currently surrounds the premises where the subject radio tower is located. Licensor shall provide Licensee with a key or other appropriate manner of access so that Licensee has access to the radio tower at all times during the term of this License Agreement. 6 . Restrictions on Use. Licensee shall not use the premises in any manner that will increase risks covered by insurance on the premises and result in an increase in the rate or cost of insurance or a cancellation of a policy, even if such use may be in furtherance of Licensee' s business purposes . Licensee shall not keep, use, or sell anything prohibited by any policy of fire, extended, or liability insurance policy or policies covering the premises and shall comply with all require- ments of the insurers applicable to the premises necessary to keep in force the fire, extended, and liability insurance. 7 . Waste, Nuisance, or Unlawful Activity. Licensee shall not allow any waste or nuisance on the premises or use or allow the premises to be used for any unlawful purpose. Licensee agrees to install and use its equipment, the premises, and frequencies which will not cause inter- ference to Licensor or other licensees of Licensor' s property existing on the antenna site at the time of this License Agreement. If any interference cannot be eliminated within 48 hours after written notice by Licensor, Licensee shall disconnect the electric power and shall shut down the equipment until the interference is corrected, removed, and eliminated. 8 . Condition of Premises . Licensee has inspected the premises and accepts the premises in "as is" condition and Licensor makes no express or implied warranty as to the premises or the condition of the premises . 9 . Repairs and Maintenance. (a) Tower. Licensor shall maintain and repair the radio tower at its own expense, except for damages caused by Licensee, which shall be the expense of Licensee. Licensee shall install, maintain, and repair its own antenna and transmission line and any other equipment of Licensee' s at Licensee' s own obligation and expense. 10 . Insurance. Licensee shall carry general comprehensive liability insurance or be self-insured, in accordance with the Colorado Governmental Immunity Act, for all claims that may be applicable to Licensee. Licensee shall also carry such insurance as will protect it from all claims under any Workers ' Compensation laws in effect 940614 that may be applicable to Licensee. All insurance required hereunder shall remain in force for the entire time of this License Agreement. 11 . Assignments and Sub-Lease. (a) Licensee shall not assign this License Agreement or any of its rights hereunder without Licensor' s prior written consent. (b) Licensor may assign all or any portion of its interest in this License Agreement. 12 . Damage and Destruction. (a) Partial Damage or Destruction of Radio Tower. IF the radio tower used by Licensee under this License Agreement shall be so damaged by any casualty as to render the said premises partially unfit for occupancy or use by Licensee for the intended purpose of Licensee, but shall be capable of being repaired at a reasonable expense and within a reasonable time, Licensor shall make such repairs, except with respect to damage to equipment, fix- tures, and leasehold improvement owned by Licensee, which shall be repaired at Licensee' s own expense. The rent shall be reduced proportionately to the extent damage or destruction or repair operations interfere with the business and operations conducted by Licensee on the radio tower. Licensee shall, at its own expense, repair or reconstruct its own fixtures and leasehold improvements installed by Licensee. (b) Substantial Damage or Destruction of Radio Tower. If the radio tower shall become so damaged or destroyed by any casualty as to render the premises totally unfit for the intended purposes of this license, then Licensor shall have the option to either terminate this License Agreement or, if the damage can be restored or repaired within 90 days, make said repairs or reconstruction. Licensor shall notify Licensee in writing within 30 days of its election to either terminate the License Agree- ment or to continue the License Agreement and make the repairs and reconstruction. (c) Abatement of Rent. During such period of time that Licensee cannot use the premises for its intended purposes, the rent shall abate. 13 . Liability and Repairs, Etc . Licensor shall have the right to make any reasonable changes, alterations, or improvements to the premises or radio tower, or both (or 940614 any part thereof) so long as such reasonable changes, alternations, or improvements do not interfere with Licensee' s reasonable use of the radio tower under this License Agreement. 14 . Waiver. No waiver of any breach of any one or more of the conditions or covenants of this License Agreement by either party shall be deemed to imply or constitute a waiver of any succeeding or other breach thereunder. 15 . Subordination. This License Agreement shall be subor- dinate to any and all mortgages, deeds of trust, or other liens or encumbrances which are presently against the premises by Licensor. 16 . Default (a) Notice and Cure. If Licensee is in default under this License Agreement, Licensor shall notify Licensee of such default. If the default involves the payment of rent, Licensee shall have five (5) days after such notice to cure the default. If the default involves any other provision of this License Agreement, Licensee shall have 30 days after such notice to cure the default. If Licensor is in default under this License Agreement, Licensee shall notify Licensor of such default. Licensor shall have 30 days after such notice to cure the default. (b) Remedies . If the period for cure passes and Licensee' s default continues, Licensor may, at its election and upon an additional 30 days notice to Licensee, cancel and terminate the lease and this License Agreement and, upon the expiration of the 30 days notice to terminate, immediately re-enter and repossess the premises with out being guilty of any manner or trespass or forcible entry or detainer. Upon repossession by Licensor pursuant to this paragraph 16 (b) , this License Agreement shall be considered terminated, and Licensee shall have 10 days after termination to remove its antenna and other communication equipment, as provided for in paragraph 5(c) of this License Agreement. If the period for cure passes and Licensor' s default continues, Licensee may then exercise any legal remedies available to Licensee. 17 . Notices . Any notice to be given under this License Agreement shall either be hand delivered, with signed receipt, or mailed to the party to be notified at the 940614 address set forth herein, by registered or certified mail with postage prepaid, and shall be deemed given when so mailed. Any demand or notice to either party may be given to the other party by addressing the written notice to: Licensor: All-Pro Broadcasting, Inc. c/o Willie D. Davis 161 N. LaBrea Inglewood, CA 90301 Licensee: Weld County Regional Communications Center 915 Tenth Street Greeley, CO 80631 18 . Agreement Contingencies . This License Agreement is contingent upon Licensee successfully entering into an agreement with Premier Radio Networks for the nonexclu- sive use of space for equipment in the building located on the subject premises and owned by Premier Radio Net- works, or by Weld County establishing a building on the real property as set forth in paragraph 5, in which to house equipment necessary for operation in conjunction with Licensee' s antenna. It is anticipated that Licensee will have the space available in either the Premier Radio Networks building or its own building on or before April 1, 1994 . 19 . Binding Effect. Subject to the provisions hereof, this Licensee Agreement shall extend to and bind the heirs, personal representatives, successors, and assigns of the parties hereto. LICENSOR: ALL-PRO BROADCASTING,1INC. BY: )19 C1if Gill ATTEST: Ad)MatLICENSEE: WELD COUNTY CLERK TO THE BOARD WELD COUNTY REGIONAL COMMUNICATIONS BY: f X'QQJ-/d. /( CENTER DEPUTY C RK TO THE BOARD �} A BY: . /g2 t o, "4 K W. H. Webster, Chairman 06/29/94 laallpro.gjb WeldCount Boar of Commissioners ack Statler, Director Weld County Regional CommunicationiMitigj4 Hello