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Res 1641 - Lease Agmt Water Twr COUNCIL BILL NO. 2329 RESOLUTION NO. 1641 A RESOLUTION ENTERING INTO A SITE LEASE AGREEMENT FOR SPACE ON THE CITY WATER TOWERS WITH VOICESTREAM PCS I, LLC AND AUTHORIZING THE MA VOR TO SIGN SUCH AGREEMENT. WHEREAS, The Voicestream PCS I, LLC has requested that the city allow the placement of antennas on the city water towers to allow installation of telecommunications antennas and support equipment, and WHEREAS, The City has developed a site lease agreement with the Voicestream PCS I, LLC that outlines responsibilities for use of the water towers, and WHEREAS, The City has determined that it is in the best interests of the city and proper to lease space on the water tower structures; NOW THEREFORE THE CITY OF WOODBURN RESOLVES AS FOLLOWS: Section 1. That the City of Woodburn enter into an agreement, which is affixed as Attachment "A" and by this reference incorporated herein, with the Voicestream PCS I, LLC for use of the city water towers for antennas and support equipment. Section 2. That the Mayor of the City of Woodburn is authorized to sign said agreement on behalf of the City. Page 1 - COUNCIL BILL NO. 2329 RESOLUTION NO. 1641 Approved as to form: ?/.tJ..1- ~ City Attorney APPROVED: Passed by the Council Submitted to the Mayor Approved by the Mayor Filed in the Office of the Recorder ATTEST: ~< Maty Tehnant, Recorder City of Woodburn, Oregon Page 2 - COUNCIL BILL NO. 2329 RESOLUTION NO. 1641 6 - 'Zf) - 200 I Date June 25, 2001 June 26, 2001 June 26, 2001 June 26, 2001 Duplicate Original 1 of 2 SITE LEASE AGREEMENT THIS SITE LEASE AGREEMENT ("Lease") is entered into this _ day of 2001, between CITY OF WOODBURN, an Oregon municipal corporation ("Landlord") and VOICESTREAM, PCS I, LLC, a Delaware Limited Liability Company ("Tenant"). ,- 1. Premises. Subject to the following terms and conditions, Landlord leases to Tenant exclusive use ofa portion of the real property (the "Property") described in the attached Exhibit A. Tenant's use of the Property shall be limited to that portion of the Property together with easements for access and utilities, described and depicted in attached Exhibits B (collectively referred to hereinafter as the "Premises"). 2. Term. The initial term of the Lease shall be five years, commencing on August 1, 2001 (the "Commencement Date"), and terminating at midnight on the last day of the month in which the fifth annual anniversary of the Commencement Date shall have occurred. 3. Permitted Use. The Premises may be used exclusively by Tenant only for permitted uses, which are the transmission and reception of radio communication signals and for the construction, installation, operation, maintenance, repair, removal or replacement of the related facilities, tower and base, antennas, microwave dishes, equipment shelters and/or cabinets and related activities. Tenant shall obtain, at Tenant's expense, all licenses and permits required for Tenant's use of the Premises from all applicable government and/or regulatory entities (the "Governmental Approvals") and may, prior to the Commencement Date obtain a title report, perform surveys, soil tests,. and other engineering procedures on, under and over the Property, necessary to determine that Tenant's use of the Premises will be compatible with Tenant's engineering specifications, system design, operations and Governmental Approvals. Landlord agrees to reasonably cooperate with Tenant (at no cost to Landlord), where required, to perform such procedures or obtain Governmental Approvals. 4. Rent. a. 'Upon the Commencement Date, Tenant shall pay Landlord, as rent, the sum of One Thousand Dollars ($ 1.000.00 ) per month ("Rent"). Rent shall be payable on the first day of each month in advance to, CITY OF WOODBURN, at Landlord's address specified below. b. If this Lease is terminated at a time other than on the last day of a month, Rent shall be prorated as of the date of termination for any reason other than a default by Tenant, and all prepaid Rent shall be refunded to Tenant. Page 1 - SITE LEASE AGREEMENT Duplicate Original lof2 c. If Tenant shall not have obtained all Governmental Approvals necessary to commence its permitted use within one year from the Commencement Date specified above, then Tenant shall, by notice to Landlord, have the right to cancel all rights and obligations under this Lease, provided Tenant reimburses Landlord for expenses incurred in the amount of $500.00. 5. Renewal. Tenant shall have the right to extend this Lease for three additional five-year terms ("Renewal Term"). Each Renewal Term shall be on the same terms and conditions as set forth herein except that rent shall be increased after each term by a percentage equal to the percentage increase in the Consumer Price Index for Urban Wage Earners and Clerical Workers for the Portland Metropolitan Statistical Area measured from commencement or last renewal date of this lease to the (next) renewal date. However, Rent shall not increase more than twenty percent (20%) of the rent paid over the preceding term. Landlord shall be responsible for communicating the amount of the rental adjustment to Tenant and shall provide Tenant with supporting data upon which the adjustment is calculated. This Lease shall automatically renew for each successive Renewal Term unless either party notifies the other, in writing, of that party's intention not to renew this Lease, at least 90 days prior to the expiration of the term or any Renewal Term. If Tenant shall remain in possession of the Premises at the expiration of this Lease or any Renewal without a written agreement, such tenancy shall be deemed a month-to- month tenancy under the same terms and conditions of this Lease. 6. Interference. Tenant shall not use the Premises in any way which interferes with the existing use of the Property by Landlord, or with any use by another tenant which use existed at the time that this Lease was executed (subject to Tenant's rights under this Lease, including non-interference). Tenant has informed itself of Landlord's use of the Property. Ifit is determined that there is identifiable interference between Tenant's electronic equipment and the electronic equipment already permitted on the Property by Landlord for which Tenant is responsible under this Lease, Tenant shall be solely responsible for the timely resolution of all interference concerns that are directly attributable to Tenant's use. In the event that Tenant is unable to satisfactorily resolve all interference concerns which are Tenant's responsibility under this Lease, Tenant may be required to terminate all operations immediately. If, after the first five years of this Lease, it is deemed that Landlord has need of that portion of the Property occupied by Tenant for expansion of Landlord's existing use, Landlord will seek to relocate Tenant on the Property if possible. Such relocation, if required, shall be at Tenant's sole cost and expense. Landlord shall not permit use by others of Landlord's property adjoining the Premises which would unreasonably interfere with, or disrupt, Tenant's use of the Premises. Page 2 - SITE LEASE AGREEMENT Duplicate Original lof2 7. Improvements: Utilities: Access. a. Tenant shall have the right, at its expense, to erect and maintain on the Premises microcellular antenna facilities: antenna pole, antennas, coax, and microcell electronics and equipment cabinet(s) or vault(s) as identified on Exhibit C, (collectively the "Antenna Facilities"). Landlord's prior consent to the plans and specifications for improvements shall be required and shall be deemed given as to those items listed in Exhibit C hereto. Tenant shall cause all construction to occur lien-free and in compliance with all applicable laws and ordinances. The Antenna Facilities shall remain the exclusive property of Tenant. Tenant shall remove the Antenna Facilities upon termination or expiration of this Lease and shall return the Premises to approximate original condition except ordinary wear and tear and shall be liable for any damage caused by such removal. b. Tenant shall, at Tenant's expense, keep and maintain the Premises and improvements now or hereafter located thereon in commercially reasonable condition and repair during the term of this Lease. c. Tenant shall separately meter and pay any additional utilities charges due to Tenant's use. Tenant shall have the right to install utilities, at Tenant's expense, and to improve the present utilities on the Premises. Landlord hereby grants an easement to permanently place any utilities on or to bring utilities across the Property in order to service the Premises and the Antenna Facilities. Utilities shall be limited to the location shown on the attached Exhibit B-1 and be limited to power and telephone utilities. d. As partial consideration for rent paid under this Lease, Landlord hereby grants Tenant an easement ("Easement") for ingress, egress and access (including access as described in paragraph 1) to the Premises adequate to service the Premises and the Antenna Facilities at all times during the term of this Lease or any Renewal Term. Upon notice, Landlord shall have the right, at Landlord's sole expense, to relocate the Easement to Tenant, provided such new location shall not materially interfere with Tenant's operations. Any Easement provided hereunder shall have the same term as this Lease. e. Tenant shall have 24-h.our-a-day, 7-day-a-week access to Premises at all times during the term of this Lease and any Renewal Term, except during an emergency. For the purpose of this Lease, an "emergency" is defined as any man-made or natural event or circumstance causing or threatening loss of life, injury to person or property, human suffering or financial loss, and includes, but is not limited to, fire, explosion, flood, severe weather, drought, earthquake, volcanic activity, spills or releases of oil or hazardous materials, disease, blight, infestation, civil disturbance, riot, sabotage and war. 8. Termination. Except as otherwise provided herein, this Lease may be terminated, Page 3 - SITE LEASE AGREEMENT