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Home My WebLink AboutTOWERCO ASSETS LLC (4) - 2010INSURANCE NOT ON FILE WORK MAY X!T PROCEED CLERK OF COUNCIL ll?, ngrE SEP 1 4 2010 AMENDMENT TO LAND LEASE AGREEMENT (GROUND) A-2010-174 THIS AMENDMENT TO LAND LEASE AGREEMENT ("Amendment") is entered as of the latter of the signature dates below by and between the CITY OF SANTA ANA, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("Lessor") and TOWERCO ASSETS LLC, a Delaware limited liability company ("Lessee"). RECITALS A. Lessor entered into that certain Land Lease Agreement (A-2004-138) dated July 6, 2004, with Sprint P.C.S Assets, L.L.C., a Delaware limited liability company ("Sprint/Nextel") (the "Agreement), for certain real property and easements (collectively, the "Premises"), which are a portion of that certain parcel of real property located at 2302 South Raitt, Santa Ana, CA 92704 (the "Land"). B. Sprint/Nextel assigned all its right, title and interest in, to and under the Agreement to Tower Entity 4 LLC ("Tower Entity"), by that certain Assignment and Assumption of Ground Lease dated September 23, 2008 (the "Assignment"). Thereafter, Tower Entity was acquired by and merged into Lessee. C. The Assignment was recorded in the Official Records of the County of Orange, State of California, as Document No. 20090001215098, on March 16, 2009. B. Lessee desires to sublease space at the Premises to Clear Wireless LLC ("Clearwire"), and Lessor agrees to consent to such sublease, all in accordance with the terms and conditions as set forth below. NOW, THEREFORE, for and in consideration of the promises and mutual covenants herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows: 1. Sublease. Pursuant to the requirements of the Agreement, Lessor hereby consents to Lessee entering into a sublease with Clearwire ("Clearwire Sublease") to allow for the co-location of Clearwire equipment in conformance with the site plan, equipment plan and antenna configuration approved by the City, attached as Exhibit A and incorporated by reference. 2. Rent. As consideration for Lessor's consent to the Clearwire Sublease, the Rent shall be increased by the sum of Three Hundred and no/100 Dollars ($300.00) per month effective as of the first day of the month following the commencement date of the Clearwire Sublease and continuing through the term of the Clearwire Sublease (the "Sublease Fee"). The Rent, as increased hereby, shall continue to increase pursuant to the terms of the Agreement. The Sublease Fee shall terminate on the date the Clearwire Sublease terminates or expires and the Rent thereafter shall be reduced by an amount equal to the Sublease Fee as of the date of such termination or expiration. CA2941 3. Notices Lessee's address set forth in Section 26 of the Agreement is deleted and replaced with the following: TowerCo Assets LLC 5000 Valleystone Drive Cary, NC 27519 Attn: Property Management TowerCo ID: 4. Agreement in Full Force. All terms and conditions of the Agreement not expressly modified by this First Amendment shall remain in full force and effect, and, in the event of any inconsistencies between this Amendment and the terms of the Agreement, the terms set forth in this Amendment shall govern and control. Except as expressly amended hereby, the Agreement shall remain in full force and effect as of the date thereof. 5. Counterparts. This Amendment may be executed in one or more counterparts which shall be construed together as one document. 6. Defined Terms. Unless otherwise defined, all defined terms used in this Amendment shall have the meanings ascribed to them under the Agreement. 7. Successors and Assigns. Upon full execution by Lessee and Lessor, this Amendment (i) shall be binding upon and shall inure to the benefit of each of the parties and their respective successors, assigns, receivers and trustees; and (ii) may be modified or amended only by a written agreement executed by each of the parties. 8. Non-Binding Until Fully Executed. This First Amendment is for discussion purposes only and does not constitute a formal offer by either party. This Amendment is not and will not be binding on either party until and unless it is fully executed by both parties. [SIGNATURES APPEAR ON THE FOLLOWING PAGES. CA294 I IN WITNESS WHEREOF, the parties have executed this Amendment as of the day and year first below written. ATTEST: LESSOR: CITY OF SANTA ANA, a charter city and municipal corporation organized and MARIA D. HUIZAR?-' existing under the Constitution and laws of Clerk of the Council the State of C ornia?? By: APPROVED AS TO FORM: Name: DAVID N. REAM JOSEPH W. FLETCHER City Attorney By: j q4 Lain{- 'Sheedy Assistant City Attorney Its: City Manage Date: !' Y LESSEE: TOWERCO ASSETS LLC, a Delaware limited liability company Y: Name: Michael P. MacPherson Its: Vice President / General Manager Date: ?" -5-• "? CA2941 A $..? Q a a s i 2 LL, N a w 0 won P - ai 1 91 ll a ~ Qs? m / r kk. LL co ?U tr?yy Q W Q co N $ z (D T.- 0 -Rt •? ZWW0 00 O CO L) ~ N Z NZ CL a CD Cl) 0 m x it .Di z ?o S iny 4, ? 5 , .w C a p p IND?" ? Ilk" 141 WIMP ? 94 I N Him Z kk € ?? Olt I iii I a6= , 11 11 12 ii i j 3 j $ W ? -1 ea a ' if y -- d; m l 'y 7 g 'LS'iR3? a HMO 11111111 ??2 ? ? Rd ..? b a `- J ?j Z J a a W Z N z O #' n w LA a ? gge? St i 0 ?? i .y.?.... Q I I I 1 ? w I I I 3 1 y? 1 I I S r Q w t- i r U m `F a •? $ ,w •i? o o z _- W z_ a?a a N OR ?? Q o_ t Z~ CO 2 W W ?a LL. N 1 Q a q f ?. sj N an c z va a 0 ? Zw v i / q LA CO W 11 $ S IL- L OR a i I i Q 2 W J W 2 ??g ® ? 4 mg IRV E 4 a 11 w p ? i Z 11 v rotor w S Ill O 7 /1 ; L 7: \ ' ? l7 LL Z O i 4 v 4 i ? O ? K (? U z Q Z z w ? y >? ?? i ;' _ R I 2 z Q J § 1- In lit V 4 4 1 ?6 Q g x m ~ T e I V' =9 r, a W a zb Ito 2 F M L all z v ag , a w ? N qq ZQ ZQ h l r-- sd s Am. §a ??a YY 2 ?? iE p 2 Am" I It'll m _ e$: a s c? a V> 9 = o Z N ?? a Z 02 ?M 22 ?i LA 1 1 N ? N p 80 ?4 ?a e I d7 8 ? tt ¢6i ti I, Av? I ?4a ? ICI ??a ? d Y I oil ,a?coKO- CERTIFICATE OF LIABILITY INSURANCE ?? a/1/2012 DATE (MM/DD/YYYY) 3/16/2011 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NE TIVELY A E D, XTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DO??T,??I??J UT?? C?DIY?/iCT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the cerflflcate holder fa an ADDITJ(JJV4?4 JN$,yRED, ?? ppl y(IpsJ ?rylst be endorsed. If SUBROGATION IS WAIVED, subJect to the tarma and conditions of the policy, certain p I s tnay_r,Aqu[?e an;e A statement on this certlflcate does not confer rights to the certlflcate holder In Ilau of such endorsement(s). ._- , ?_ '.' I..., r- !'y r ? PRODUCER Lockton Com anies, LLC-1 Kansas Ci[y 444 W. 47th Street, Suite 900 Kansas Cit MO 641 1 2 1 906 A/ No E:c , ac No - (816) 960-000 E-MAIL INSURER A : CDntJTl etltal CaSUaI COm an 20443 INSURED SPRINT PCS ASSETS, L.L.C. INSURER B : American Casual Com an of Readin PA 20427 14966 6480 SPRINT PARKWAY OVE R LAND PARK KS 66251 INSURER C c Trans onation Insurance Com an 20494 / ? 1 1 , ? _ ?? fT !J<V? - 7 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYpE OF INSURANCE AD L SUER pOLIGY NVMBER P LICY EFF POLICY EXP LIMITS A GENERAL LIABILITY N N GL4014104273 4/1/2011 4/1/2014 EACH OCCURRENCE 2 000 000 X COMMERCIAL GENERAL LIABILITY DAMA TO RENTED XXXXXXX CLAIMS-MADE ? OCCUR MED EXP An one rson XXXXXXX X CONTRACTUAL LIAB. PERSONAL 8 ADV INJURY $ 2 OOO OOO X *TENANTS LEGAL LIAB GENERAL AGGREGATE $ 1 O 000 000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS -COMP/OP AGG $ 3 000 000 PRO- X P I $ f{ AUTOMOBILE LU\BILITY ]v ]?J BUA40141042$7 4/1/2011 4/1/2014 OMBINED SINGLE LIMIT $ 2 OOO OOO X ANY A U TO BODILY INJURY (Per person) $ XXXXXXX p V y AUTOS NED EE gUTOSULED BODILY INJURY (Per eceitlant $ J{J{X}{X}[X HIRED AUTOS NON-OWNED AUTOS PROPERTY DAMAGE $ XXXXXXX Cara ekee ers $ Included UMBRELLA LIAB OCCUR EACH OCCURRENCE $ XXXXXXX EXCESS LIAB CLAIMS-MADE NOT APPLICABLE AGGREGATE $ XXXXXXX DED RETENTION $ g C B WO AND RKERS COMPENSATION EMPLOYERS' LIABILITY Y/N N WC40 1 4 1 0422 5<<RETRO)) 4/1/2011 4/1/2012 WC STAT - OTH- X B ANY PROPRIETOR/PARTNER/E%ECUTIVE OFFICER/MEMBER E%CLUDED4 ? N/A WC4014104239(DEDUCTIBLE WC4014104242 (CA) 4/1/2011 4/]/201] 4/I /2012 4/1/2U12 E.L. EACH ACCIDENT $ 1000000 g cMeaaaery la NHI N/A IN MONOPOLISTIC STAT S E.L- DISEASE - EA EMPLOYEE I OOO 000 DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT I OOO OOO DESCRIPTION OF OPERATONS /LOCATIONS /VEHICLES /(Attach ACORD 101, Additional Ramarlcs Schedule, If more apace fs required) •FIRE DAMAGE IS INCLUDED IN BROADER TENANT'S LEGAL LIABILITY FORM WITH LIMITS OF $1,000 000 PER OCCURRENCE. THE CITY OF SANTA ANA, ITS OFFICERS AGENTS, REPRESENTATIVES, EMPLOYEES AND VOLUNTEERS Al'2E ADDITIONAL INSUREDS ON A PRIMARY BASIS AS REQUIRED BY CzONTRACT AND SUBJECT TO POLICY TERMS AND CONDITIONS. RE: INSTALLATION, OPERATION 8c MAINTENANCE OF TELECOMMUNICATIONS EQUIPMENT. w d??. a Pc???- ? ;a - r 255'1292 _ { _2,_ CITY OF SANTA ANA ; . ? St tt Sheed ATTN: CARLA MACK-THOMPKIN S' 20 CIVIC CENTER PLAZA .... nttornev SANTA ANA, CA 92702 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ?CORDANCE WITH THE POLICY PROVISIONS. TION. All rights reserved The ACORD name antl logo are registered marks of ACORD ?---ao?o- ??y- SHOULD ANY OF THE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL MAIL WRITTEN NOTICE IN ACCORDANCE WITH THE POLICY PROVISIONS TO THE CERTIFICATE HOLDER NAMED WITHIN THE STATED TIME FRAMES OF 30 DAYS, EXCEPT FOR REASON OF NON-PAYMENT OF PREMIUM AT 10 DAYS. FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. Miscellaneous Attachment : M463964 Master ID: 14966, Certificate ID: 2551292 POLICY NUMBER: SEE ATTACHED CERTIFICATE COMMERCIAL GENERAL ENDT. P7 LIABILITY CG 2010 03 97 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED --- OWNERS, LESSEES OR CONTRACTORS -- SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: THE CITY OF SANTA ANA, ITS OFFICERS, AGENTS, REPRESENTATIVES, EMPLOYEES 8? VOLUNTEERS. OR ANY PERSON OR ORGANIZATION FOR WHOM ADDITION AS ADDITIONAL INSURED USING THIS FORM, AS SPECIFICALLY REQUESTED 1N A WRITTEN CONTRACT OR AGREEMENT. THE CITY OF SANTA ANA, IT'S OFFICERS, AGENTS, REPRESENTATIVES, EMPLOYEES, AND VOLUNTEERS, ARE ADDITIONAL INSUREDS WHICH IS ON PRIMARY BASIS, AND ALL OTHER INSURANCE SHALL BE NON-CONTRIBUTORY. (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) Who Is An Insured (Section II) is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of your ongoing operations performed for that insured. Miscellaneous Attachment : M3185 Certificate ID :2227218 . 11I CERTIFICATE OF LIABILITY INSURANCE ?? 4/1/2013 F DATE 3/29/DD/YYYY) 3/29/2012 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Lockton Companies, LLC-1 Kansas City CONTACT 444 W. 47th Street, Suite 900 K C 1 AX No EXt ; No ansas ity MO 64112-1906 (816) 960-9000 E-MAIL ADDRESS: INSURER(S) AFFORDING - - INSURER A : Continental Casual COm an 20443 INSURED SPRINT PCS ASSETS, L.L.C. ± 1 n L.CJ-Xtl V Vk-'?,S INSURER B : American Casual Company of Reading, PA 20427 14966 6480 SPRINT PARKWAY OVERLAND PARK KS 66251 ?Q GCS 1 INSURER C : Transportation Insurance Company 20494 1t k-1 Lli c i i -A p INSURER E, COVERAGES SPR0003 DE CERTIFICATE NUMBER. 222721 R REVISION NUMBER: XXXXXXX THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. MSR TYPE OF INSURANCE ADDL SUER POLICY NUMBER POLICY EFF POLICY EXP LIMITS A GENERAL LIABILITY N N GL4014104273 4/1/2011 4/1/2014 EACH OCCURRENCE 2 000 OOO X COMMERCIAL GENERAL LIABILITY PREMI ES [F. To RENTED CLAIMS-MADE EK]OCCUR MED EXP An one person) XXXXXXX X CONTRACTUAL LIAB. PERSONAL & ADV INJURY s2,000,000 X -TENANTS LEGAL LIAB GENERAL AGGREGATE $ 10,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 3,000,000 X P LI Y E LO $ A AUTOMOBILE LIABILITY N N BUA4014104287 4/1/2011 4/1/2014 COMBINED SINGLE LIMIT Ea accident $ 2,000,000 X ANY AUTO BODILY INJURY (Per person) $ XXXXXXX AUTOWNED AUTOSULED BODILY INJURY (Per accident $ XXXXXXX HIRED AUTOS AUUTOSWNED Perr acEcidenDAMAGE $ XXXXXXX Gara ekee ers $ Included UMBRELLA LIAB OCCUR EACH OCCURRENCE $ XXXXXXX EXCESS LIAB CLAIMS-MADE NOT APPLICABLE AGGREGATE $ XXXXXXX DED RETENTION $ $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y/N N WC4014104225(RETRO) 4/1/2012 4/1/2013 WC STATU- OTH- X T CRY LIMITS[ I FR B B ANY OFFICER/MEMEREXCLUDED? ECUTIVE ? NIA WC4014104239(DEDUCTIBLE WC4014104242(CA) 4/1/2012 4/1/2012 4/1/2013 4/1/2013 E.L. EACH ACCIDENT $ 1000000 B (Mandatory in NH) If yes describe under N/A IN MONOPOLISTIC STAT S E.L. DISEASE - EA EMPLOYEE 1,000,000 , DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT 1 000 000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES /(Attach ACORD 101, Additional Remarks Schedule, if more space is required) *FIRE DAMAGE IS INCLUDED IN BROADER TENANT'S LEGAL LIABILITY FORM WITH LIMITS OF $1 000 000 PER OCCURRENCE THE , , . CITY OF SANTA ANA ITS OFFICERS, AGENTS, REPRESENTATIVES, EMPLOYEES & VOLUNTEERS ARE ADDITIONAL INSUREDS WHICH , IS ON A PRIMARY BASIS, AND ALL OTHER INSURANCE SHALL BE NON-CONTRIBUTORY, AS REQUIRED IN THE CONTRACT AND INCLUDED IN THE POLICY FORM. RE: INSTALLATION OPERATION & MAINTENANCE OF TELECOMMUNICATIONS EQUIPMENT AT , VARIOUS LOCATIONS. • x.11"' Y? (?. i ?, - -;. ???... .1t;a?. 11,. 2227218 CITY OF SANTA ANA PARKS, RECREATION & COMMUNITY SERVICES ATTN: DOLORES RAMOS 888 W. SANTA ANA BLVD, SUITE 200 PO BOX 1988 M-23 SANTA ANA CA 92702 ACORD 25 (2010/05) All rights reserved SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. f The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL MAIL WRITTEN NOTICE IN ACCORDANCE WITH THE POLICY PROVISIONS TO THE CERTIFICATE HOLDER NAMED WITHIN THE STATED TIME FRAMES OF 30 DAYS, EXCEPT FOR REASON OF NON-PAYMENT OF PREMIUM AT 10 DAYS. FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. Miscellaneous Attachment : M463964 Master ID: 14966, Certificate ID: 2227218 POLICY NUMBER: SEE ATTACHED CERTIFICATE COMMERCIAL GENERAL ENDT. P7 LIABILITY CG 2010 03 97 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED --- OWNERS, LESSEES OR CONTRACTORS -- SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: THE CITY OF SANTA ANA, ITS OFFICERS, AGENTS, REPRESENTATIVES, EMPLOYEES & VOLUNTEERS. OR ANY PERSON OR ORGANIZATION FOR WHOM ADDITION AS ADDITIONAL INSURED USING THIS FORM, AS SPECIFICALLY REQUESTED IN A WRITTEN CONTRACT OR AGREEMENT. THE CITY OF SANTA ANA, IT'S OFFICERS, AGENTS, REPRESENTATIVES, EMPLOYEES, AND VOLUNTEERS, ARE ADDITIONAL INSUREDS WHICH IS ON PRIMARY BASIS, AND ALL OTHER INSURANCE SHALL BE NON-CONTRIBUTORY. (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) Who Is An Insured (Section II) is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of your ongoing operations performed for that insured. Miscellaneous Attachment : M3185 Certificate ID : 2227218 CG 20 10 03 97 Copyright, Insurance Services Office, Inc., 1996 Page 1 of 1 Miscellaneous Attachment : M3185 Certificate ID : 2227218