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Home My WebLink About20230440.tiffEsther Gesick From: Sent: To: Subject: noreply@weldgov.com Thursday, October 5, 2023 12:51 PM CM-ClerktoBoard; Tina Powell; CM-Communications-DeptHead Fast Tracked Contract ID (7502) _ Contract # 7502 has been Fast Tracked to CM -Contract Maintenance. You will be notified in the future based on the Contract information below: Entity Name: SPRINT SPECTRUM LLC Contract Name: EQUIPMENT TRANSFER Contract Amount: $0.00 Contract ID: 7502 Contract Lead: TPOWELL Department: COMMUNICATIONS Review Date: 1/1/2025 Renewable Contract: NO Renew Date: Expiration Date:1/1/2025 Tyler Ref #: Thank -you ot4et - D 4L-/-0 Esther Gesick From: Sent: To: Cc: Subject: Bruce Barker Thursday, February 9, 2023 2:49 PM Esther Gesick Tina Powell RE: Sprint Spectrum Documents Consent Miscellaneous. I see them as being receipts for the items being transferred. From: Esther Gesick <egesick@weld.gov> Sent: Thursday, February 9, 2023 2:47 PM To: Bruce Barker <bbarker@weldgov.com> Cc: Tina Powell <tpowell@weld.gov>; Esther Gesick <egesick@weld.gov> Subject: FW: Sprint Spectrum Documents Hi Bruce, Just confirming — on Monday, did you want these as New Business with a combined approval Resolution, or just Consent -Miscellaneous to capture the existing signatures? Also, I noticed on the Amendment that Sprint hasn't signed yet, so we'll need to hold it as a CTBTemp until they send us an executed copy. Esther E. Gesick Clerk to the Board 1150 O Street/P.O. Box 758/Greeley, CO 80632 tel: (970) 400-4226 Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you have received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. From: Bruce Barker <bbarker@weldgov.com> Sent: Tuesday, February 7, 2023 4:14 PM To: Esther Gesick <egesick@weldgov.com> Cc: Tina Powell <tpowell@weld.gov> Subject: Sprint Spectrum Documents 2023-0440 Ctrl ��z�1 DocuSign Envelope ID: A1F386FC-69F1-4601-BBF1-A3A4E3D1F44C Site ID: DN13XC301 EQUIPMENT TRANSFER AGREEMENT This EQUIPMENT TRANSFER AGREEMENT (this "Agreement") is made and entered into as of the date of the last party to execute this Agreement (the "Effective Date"), by Sprint Spectrum Realty Company, LLC, (formerly limited partnership) a Delaware limited liability company, successor in interest to Sprint Spectrum L.P., or any affiliate or successor in interest ("Transferor"), in favor of Board of County Commissioners for Weld County, State of Colorado ("Transferee"). Transferor and Transferee shall individually be referred to as a "Party" and collectively as the "Parties". WHEREAS, the Parties (or their respective predecessors in interest) entered into a Lease and Agreement dated November 10, 1997, as may have been amended (collectively, the "Lease") for Transferor to utilize certain portions of 3101 35th Avenue, Greeley, CO 80620 (the "Property"); WHEREAS, a Notice of Non -Renewal was sent to Transferee on May 4, 2022, stating that the Lease would expire effective November 9, 2022 ("Lease Expiration Date"). The Parties agree that no further notice is required evidencing the end of Transferor's tenancy at the Property. The Parties further agree that title to the Transferred Property (as defined below) shall pass to Transferee on the Effective Date (as defined below) and the Transferred Property shall not be removed by Transferee. On the Lease Expiration Date, all Rent and other fees payable under the Lease shall cease; WHEREAS, this Agreement specifically relates to the Transferred Property and does not affect, amend or limit any other rights or obligations of the Parties under the Lease; NOW, THEREFORE, in consideration of the terms, conditions, covenants and mutual promises set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto, intending to be legally bound, hereby agree as follows: 1. Equipment and Surrender Obligations. a) Surrender Obligations and Transfer of Title. Transferee agrees that Transferor shall surrender the premises in an "as -is" condition. Transferor shall leave, convey, transfer, and assign all equipment, leasehold improvements, and related items installed on the Property listed in Exhibit A ("Transferred Property"). Title to all Transferred Property automatically passes to Transferee and Transferee accepts the Transferred Property on an "as is" basis. Transferor shall remove its equipment not specified on Exhibit A ("Transferor's Surrender Work"). rs DocuSign Envelope ID: A1F386FC-69F1-4601-BBF1-A3A4E3D1F44C Site ID: DN13XC301 b) Cooperation and Access. Transferee agrees to cooperate with Transferor regarding any necessary actions, including obtaining any required permits or other approvals. Transferor shall have the right of access to the Property at no cost, on a twenty-four (24) hours a day, seven (7) days per week basis. c) Mutual Release. Transferor and Transferee release and waive any claims against the other Party and such Party's successors, assigns, parent, subsidiaries and affiliates, arising out of the Lease and Transferor's Surrender Work, excepting any Security Deposit, prepaid -rent, rent credits or abatements owed to Lessee. 2. Covenants of Transferor. Transferor hereby covenants with, and represents and warrants to, Transferee that, as of the Effective Date: a. Transferor is lawfully seized and possessed of the Transferred Property; b. Transferor has the right to sell, transfer and convey the Transferred Property to Transferee; c. The Transferred Property at the Site(s) is, and shall be transferred to Transferee, free and clear of all security interests, liens, and other encumbrances of any type or description. EXCEPT AS EXPRESSLY SET FORTH HEREIN, TRANSFEROR MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF CONDITION, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 3.Miscellaneous. a. This Agreement supersedes all prior discussions and agreements between the Parties with respect to the transfer of the Transferred Property and other matters contained herein, and this Agreement contains the sole and entire understanding and agreement between the Parties with respect thereto. In the event of any inconsistency or conflict between the terms and provisions of this Agreement and the Lease, this Agreement shall control. b. The Parties agree to use reasonable commercial efforts to execute and deliver such additional documents and to do such other acts as may be reasonably necessary or advisable to more fully implement or evidence the transactions contemplated by this Agreement. 2 DocuSign Envelope ID: AlF386FC-69F1-4601-BBF1-A3A4E3D1F44C Site ID: DN13XC301 c. If any provision of this Agreement is unlawful or unenforceable under applicable law, the other provisions and the unlawful or unenforceable provision shall remain in effect to the extent permitted under applicable law. This Agreement shall be binding upon the Parties and their respective successors and assigns. This Agreement shall be governed by and construed and enforced in accordance with the internal substantive laws of the state where the Property is located, regardless of conflict of law principles. The use of the word "or" herein is not exclusive. The recitals set forth in the preamble of this Agreement are hereby incorporated into this Agreement as if fully set forth herein. Any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in interpreting this Agreement. d. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same Agreement. Signed electronic copies of this Agreement (including signatures provided by .PDF or DocuSign) shall be legally binding and deemed as originals. e. The signatories represent and warrant that he or she is duly authorized to execute this Agreement on behalf of their respective Party. ( Remainder of Page Intentionally Left Blank ) 3 DocuSign Envelope ID: A1F386FC-69F1-4601-BBF1-A3A4E3D1F44C Site ID: DN13XC301 IN WITNESS WHEREOF, this Agreement has been executed by the Parties and is effective on the date of the last Party to sign this Agreement, as evidenced below: Transferor: Transferee: Sprint Spectrum Realty Company, LLC, (formerly limited partnership) a Delaware limited liability company DocuSigned by: hot. tiS%,br By: E6F0885B3C39412... Board of County Commissioners for Weld County, State of Colorado L:,caraouo& By:_.. Name: Mark Bi shop Name: Scott K. James Title: Di rector Date: 9/13/2022 4 Title: chairman, Board of county Commissioners Date: 9/7/2022 DocuSign Envelope ID: AlF386FC-69F1-4601-BBF1-A3A4E3D1F44C Site ID: DN13XC301 EXHIBIT A Transferred Property The following equipment Facilities will be left in place and become part of the property being transferred to the Lessor by way of this Agreement. 1. Concrete Pad measuring 20'8" x 10', 2. High Chainlink Fence with Metal Slats measuring 61'6" x 6' Site Address: 3101 35th Avenue, Greeley, CO 80620 Site ID: DN13XC301 Lease ID: DN13XC301-E-001 DS 5 DocuSign Envelope ID: 73F6678D-38FF-4F8C-8C73-5F136E874219 Site ID: DN13XC301 AMENDMENT TO EQUIPMENT TRANSFER AGREEMENT This AMENDMENT TO EQUIPMENT TRANSFER AGREEMENT (this "Amendment") is made and entered into as of the date of the last party to execute this Amendment (the "Effective Date"), by Sprint Spectrum Realty Company, LLC, (formerly a limited partnership) a Delaware limited liability company, successor in interest to Sprint Spectrum L.P., or any affiliate or successor in interest ("Transferor"), in favor of Board of County Commissioners for Weld County, State of Colorado ("Transferee"). Transferor and Transferee shall individually be referred to as a "Party" and collectively as the "Parties". WHEREAS, the Parties entered into an Equipment Transfer Agreement dated September 13, 2022 ("Equipment Transfer Agreement") for Transferor to transfer certain equipment to Transferee. NOW, THEREFORE, in consideration of the terms, conditions, covenants and mutual promises set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto, intending to be legally bound, hereby agree as follows: 1. Exhibit A is hereby deleted in its entirety and replaced with Exhibit A-1 attached hereto and made part hereof. 2. Miscellaneous. a. Except as set forth herein, all provisions of the Equipment Transfer Agreement remain unchanged and in full force and effect. b. The Parties agree to use reasonable commercial efforts to execute and deliver such additional documents and to do such other acts as may be reasonably necessary or advisable to more fully implement or evidence the transactions contemplated by this Amendment. c. This Amendment shall be binding upon the Parties and their respective successors and assigns. This Amendment shall be governed by and construed and enforced in accordance with the internal substantive laws of the state where the Property is located, regardless of conflict of law principles. The use of the word "or" herein is not exclusive. The recitals set forth in the preamble of this Amendment are hereby incorporated into this Amendment as if fully set forth herein. d. This Amendment may be executed in multiple counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same riltF DocuSign Envelope ID:73F6678D-38FF-4F8C-8C73-5F136E874219 Site ID: DN13XC301 Amendment. Signed electronic copies of this Amendment (including signatures provided by PDF or DocuSign) shall be legally binding and deemed as originals. e. The signatories represent and warrant that he or she is duly authorized to execute this Amendment on behalf of their respective Party. IN WITNESS WHEREOF, this Amendment has been executed by the Parties and is effective on the date of the last Party to sign this Amendment, as evidenced below: Transferor: Transferee: Sprint Spectrum Realty Company, LLC, Board of County Commissioners for Weld a Delaware limited liability company County, State of Colorado LEE BY' +2 Name: Mark Bishop Title: Di rector Date: 2/7/2023 2 ,-DocuSigned by: By: ,-A26ADCO2767Mg0.,. Mike Freeman Name: Title: chairman, Board of county commissioners Date: 1/31/2023 DocuSign Envelope ID: 73F6678D-38FF-4F8C-8C73-5F136E874219 Site ID: DN13XC301 EXHIBIT A-1 Transferred Property The following equipment Facilities will be left in place and become part of the property of Weld County by way of this Agreement. 1. Concrete Pad measuring 20'8" x 10', 2. High Chainlink Fence with Metal Slats measuring 61'6" x 6' 3. Equipment Cabinet Site Address: 3101 35th Avenue, Greeley, CO 80620 Site ID: DN13XC301 Lease ID: DN13XC301-E-001 3 Hello