Loading...
HomeMy WebLinkAbout2014-07-22; City Council; 21696; Approving License Agreement Verizon Wireless and City to Operate 10 Years Calavera Hills Community ParktCITY OF CARLSBAD - AGENDA BILL 14 ADOPTION OF RESOLUTION APPROVING THE LICENSE AGREEMENT BETWEEN VERIZON WIRELESS LLC, DBA VERIZON WIRELESS, AND THE CITY OF CARLSBAD TO OPERATE A WIRELESS COMMUNICATION FACIUTY FOR 10 YEARS AT CALAVERA HILLS COMMUNITY PARK, 2997 GLASGOW DRIVE, CARLSBAD, CA 92008 AND AUTHORIZING THE CITY MANAGER TO EXECUTE ALL DOCUMENTS. DEPT.DIRECroR CITY ATTY. CITY MGR. RECOMMENDED ACTION: Adopt Resolution No. 2014-188 approving the license agreement between Verizon Wireless LLC, DBA Verizon Wireless, and the City Of Carlsbad to operate a wireless communication facility for 10 years at Calavera Hills Community Park, 2997 Glasgow Drive, Carlsbad, CA 92008 and authorizing the City Manager to execute all documents. ITEM EXPLANATION: The City of Carlsbad is the owner of real property known as Calavera Hills Community Park located at 2997 Glasgow Drive, Carlsbad, CA 92008 and identified as assessor's parcel number 167-101-3500. Verizon Wireless has proposed to construct and operate a cellular communication facility at the park which consists of removal and replacement of an existing light structure and installation of new panel antennas, cable, wire, miscellaneous hardware and an underground vault to house equipment. Verizon Wireless has coordinated its construction plans and schedules with both the Property Management division and the Parks and Recreation Department so that minimal impact to the public will occur during the construction ofthe project. Verizon has also obtained the necessary Minor Conditional Use Permit from the City Planning Commission (Exhibit 2). The term ofthis agreement is 10 years, beginning on the first day ofthe month after the date of issuance of a building permit. The term will run concurrent with the Minor Conditional Use Permit. If the Conditional Use Permit expires before the date that is 10 years from the commencement date, the term will expire on the same date as the Minor Conditional Use Permit. If Verizon Wireless applies for and is granted an extension of the Minor Conditional Use Permit, the agreement will automatically be extended for an additional period equal to the term ofthe extension ofthe Minor Conditional Use Permit. DEPARTMENT CONTACT: Joe Garuba 760-434-2893, Joe.Garuba@carlsbadca.gov FOR CLERK USE. COUNCIL ACTION: APPROVED CONTINUED TO DATE SPECIFIC • DENIED • CONTINUEDTO DATE UNKNOWN • CONTINUED • RETURNED TO STAFF • WITHDRAWN • OTHER-SEE MINUTES • AMENDED • REPORT RECEIVED • FISCAL IMPACT: The License with Verizon Wireless provides for a ten-year term with an annual licensing fee of $42,295.56 for the first year, and to pay a one-time lump sum payment of $10,000 as a construction enhancement buy- in. The first-year license fee is prorated for the five months from August through December 2014 and is to be paid in equal monthly installments of $3,524.58, totaling $17,622.92. The License fee will be adjusted annually on January 1 by the percentage increase in the most recently published Consumer Price Index - All Urban Consumers for the San Diego Metropolitan Statistical Area over the rate in effect on the commencement date ofthe prior year. The annual increase shall not be less than three percent (3%), nor more than six (6%). The minimum estimated revenue over the ten (10) year term is $470,198.54. Lump Sum: $10,000.00 (Construction Enhancement Fee) Year 1: $3,524.58 per month, or $17,622.92 (prorated Aug. - Dec. 2014) Year 2: $3,630.36 per month, or $43,564.42 annually Year 3: $3,739.28 per month, or $44,871.36 annually Year 4: $3,851.45 per month, or $46,217.50 annually Year 5: $3,967.00 per month, or $47,604.02 annually Year 6: $4,086.01 per month, or $49,032.15 annually Year 7: $4,208.59 per month, or $50,503.11 annually Year 8: $4,334.85 per month, or $52,018.20 annually Year 9: $4,464.89 per month, or $53,578.75 annually Year 10: $4,598.84 per month, or $55,186.11 annually ENVIRONMENTAL IMPAa: The construction and installation of small new equipment facilities or structures is a Class 3 Categorical Exception under the California Environment Quality Act (Guidelines Section 15303). The FCC requires compliance with radio frequency power density standards (ANSI/IEEE C 95.1-1992) for the general public; therefore the project would not have a significant impact on the environment. EXHIBITS: 1. Adopt Resolution No. 2014-188 approving the license agreement between Verizon Wireless LLC, DBA Verizon Wireless, and the City Of Carlsbad to operate a wireless communication facility for 10 years at Calavera Hills Community Park, 2997 Glasgow Drive, Carlsbad, CA 92008 and authorizing the City Manager to execute all documents. 2. Location Map. 3. Minor Conditional Use Permit (MCUP 13-06) 4. Licensing Agreement with Verizon Wireless LLC 1 RESOLUTION NO. 2014-188 3 14 15 16 17 20 21 22 23 24 27 28 2 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, APPROVING THE LICENSE AGREEMENT BETWEEN VERIZON WIRELESS LLC, DBA VERIZON WIRELESS, AND THE CITY 4 OF CARLSBAD TO OPERATE A WIRELESS COMMUNICATION FACILITY FOR 10 YEARS AT CALAVERA HILLS COMMUNITY PARK, 5 2997 GLASGOW DRIVE, CARLSBAD, CA 92008 AND AUTHORIZING THE CITY MANAGER TO EXECUTE ALL DOCUMENTS. 6 7 WHEREAS, Verizon Wireless wishes to enter into a License Agreement for the use of 8 property for an unmanned wireless communications facility at Calavera Hills Community Park 9 located at 2997 Glasgow Dr., Carlsbad, CA 92008; and 11 WHEREAS, the City Council agrees to enter into a License Agreement with Verizon 12 Wireless; and 13 WHEREAS, Verizon Wireless agrees to pay a one-time lump sum payment of $10,000, and an annual License Fee of $42,295.56 the first year, pro-rated for the months of August through December 2014 at $17,622.92 payable in equal monthly installments of $3,524.58, adjusted annually on January 1 by not less than 3% and not more than 6% based on the 18 Consumer Price Index - All consumers for the San Diego Metropolitan Area; and 19 WHEREAS, Verizon Wireless agrees to abide by all obligations and conditions of the License Agreement and Minor Conditional Use permit 13-06. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, California, as follows that: 1. The above recitations are true and correct. 25 2. That the City Manager is authorized to execute the License Agreement with 26 Verizon Wireless for the Calavera Hills Community Park on behalf of the City of Carlsbad. 3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 PASSED, APPROVED AND ADOPTED at a Regular Meeting ofthe City Council ofthe City of Carlsbad on the 22nd day of July 2014, by the following vote to wit: AYES: NOES: Council Members Hall, Packard, Wood, Schumacher, Blackburn. None. ABSENT: None. Ma. MATT HALL, Mayor ATTEST: BARBARA ENGLESON,^ty Clerk LOCATION MAP wor TO SCALE PROJECT NAME AGREEMENT BETWEEN VERZION WIRELESS AND THE CITY OF CARLSBAD TO OPERATE A WIRELESS COMMUNICATIONS FACILITY AT CALAVERA PARK PROJECT NUMBER MCUP13-06 EXHIBIT PtOnED BY: SCOTT EVANS PLOT DAW:7/9/14 PATH:D:\UISCELLANEIXJS\LOCAVON UAPS\UCUP1}-06.DWG 4.^^ CITY OF VXARLSBAD Community & Economic Development www.carlsbadca.gov July 2, 2013 Piancom, Inc. Attn; Karen Adier, Agent 302 State Place Escondido, CA 92029 SUBJEa: MINOR CONDITIONAL USE PERMIT NO. MCUP 13-06 - VERIZON WIRELESS CALAVERA HILLS - Request for approval of a Minor Conditional Use Permit (MCUP 13-06) to allow the operation of a wireless communication facility at 2997 Glasgow Drive (Calavera Hills Park), in the Planned Community (P-C) Zone and Local Facilities Management Zone 7. Dear Ms. AdIer, The City Planner has completed a review of your application for a Minor Conditional Use Permit MCUP 13-06 for the installation of a new wireless communication facility consisting of the removal of an existing light standard, the installation of 12 antennas, a microwave dish, and two GPS antennas mounted to a new light standard, the installation of a an underground equipment vault within a sloped landscaped area along Carlsbad Village Drive and additional landscaping to visually screen the underground vault and supporting retaining wall at 2997 Glasgow Drive (Calavera Hills Park). A notice was sent to property owners within a 300' radius of the subject property requesting comments regarding the above request. No comments were received within the ten day notice period (ending on June 21, 2013). After careful consideration of the circumstances surrounding this request, the City Planner has determined that the four findings required for granting a Minor Conditional Use Permit can be made and therefore, APPROVES this request based on the following findings and conditions. Findings: Tliat the requested use is necessary or desirable for the development of the community, and is in harmony with the various elements and objectives of the general plan, including, if applicable, the certified local coastal program, specific plan or master plan in that (a) the use is necessary and desirable for the development of the community because of the benefit and demand for digital communications and data transmissions for businesses, individuals, public agencies and emergency service systems In this part of the City; (b) the proposed use is consistent with the General Plan in that the Open Space (OS) Land Use designation does not preclude the provision of Wireless Communication Facility (WCF) uses. The WCF plan has been found to be consistent with City Council Policy No. 64, Wireless Communication Facilities, in that it Is In a preferred location (within an existing public park) and has a stealth design as discussed in finding number five. The project's location and stealth design comply with General Plan objectives that seek to maintain and enhance Carlsbad's appearance. Planning Division 1635 FaradayAvenue, Carlsbad, CA 92008-7314 T 760-602-4600 F 760-602-8559 ^ © MCUP 13-06 - VERIZON WIRELESS CALAVERA HILLS July 2, 2013 Page 2 2. That the requested use is not detrimental to existing uses or to uses specifically permitted in the zone in which the proposed use is to be located in that the proposed WCF is located within a preferred location (within an existing public park) as listed in Location Guideline A.l.h. of City Council Policy Statement No. 64, and all aspects of the WCF exhibit stealth design in that the panel antennas are mounted inside a radome on a new light standard that will be detailed and painted to match the existing surrounding Ught standards and the equipment is located in an underground vault within a sloped landscaped area along Carlsbad Village Drive. The WCF use Is not precluded by the project's Planned Community zoning or Open Space General Plan Land Use designation. Furthermore, the antennas on the proposed light pole do not visually impact the existing site, do not Interfere with nor are readily visible to other surrounding uses and will not result in any additional building coverage. The project has been conditioned to comply with FCC RF Exposure Guidelines. 3. That the site for the proposed conditional use is adequate in size and shape to accommodate the yards, setbacks, walls, fences, parking, loading facilities, buffer areas, landscaping and other development features prescribed in this code and required by the City Planner in order to integrate the use with other uses in the neighborhood in that the proposed antennas are located within a radome on a proposed light standard that will be detailed and painted to match the existing surrounding light standards. In addition, the equipment enclosure is located in an underground vault within a sloped landscaped area along Carlsbad Village Drive and thereby exhibits stealth design techniques. 4. That the street system serving the proposed use is adequate to properly handle all traffic generated by the proposed use in that the proposed unmanned WCF use would require, on average, only monthly maintenance visits and occasional visits in response to operational problems. 5. That the proposed WCF is consistent with City Council Policy No. 64 in that it is located in a preferred location (within an existing public park) as listed in Location Guideline A.l.h. of City Council Policy Statement No. 64 and exhibits stealth design, as the antennas are located within a radome on a proposed light standard that will be detailed and painted to match the existing surrounding light standards. The equipment enclosure will be located in an underground vault within a sloped landscaped area along Carlsbad Village Drive, 6. That the City Planner has determined that the project belongs to a class of projects that the State Secretary for Resources has found do not have a significant impact on the environment, and it is therefore categorically exempt from the requirement for the preparation of environmental documents pursuant to Section 15303 (New Construction of Small Structures) of the state CEQA Guidelines. In making this determination, the City Planner has found that the exceptions listed in Section 15300.2 ofthe state CEQA Guidelines do not apply to this project, 7. The City Planner has reviewed each of the exactions imposed on the Developer contained in this resolution, and hereby finds, in this case, that the exactions are imposed to mitigate impacts caused by or reasonably related to the project, and the extent and the degree of the exaction is in rough proportionality to the impact caused by the project. 7 MCUP 13-06 - VERIZON WIRELESS CALAVERA HILLS July 2, 2013 Page 3 Conditions: 1. Approval is granted for MCUP 13-06 as shown on Exhibits "A" - "K" dated July 2, 2013 on file in the Planning Division and incorporated herein by reference. Development shall occur substantially as shown unless otherwise noted in these conditions. 2. If any of the following conditions fail to occur, or if they are, by their terms, to be implemented and maintained over time, if any of such conditions fail to be so implemented and maintained according to their terms, the City shall have the right to revoke or modif/ all approvals herein granted; deny or further condition issuance of all future building permits; deny, revoke, or further condition all certificates of occupancy issued under the authority of approvals herein granted; record a notice of violation on the property title; institute and prosecute litigation to compel their compliance with said conditions or seek damages for their violation. No vested rights are gained by Developer or a successor in interest by the City's approval of this Minor Conditional Use Permit. 3. Staff is authorized and directed to make, or require the Developer to make, all corrections and modifications to the MCUP 13-06 documents, as necessary to make them internally consistent and in conformity with the final action on the project. Development shall occur substantially as shown on the approved Exhibits. Any proposed development different from this approval shall require an amendment to this approval. 4. The Developer/Operator shall and does hereby agree to indemnify, protect, defend and hold harmless the City of Carlsbad, its Council members, officers, employees, agents, and representatives, from and against any and all liabilities, losses, damages, demands, claims and costs, including court costs and attorney's fees incurred by the City arising, directly or indirectly, from (a) City's approval and issuance of this Minor Conditional Use Permit, (b) City's approval or issuance of any permit or action, whether discretionary or non-discretionary, in connection with the use contemplated herein, and (c) Developer/Operator's installation and operation of the facility permitted hereby, including without limitation, any and all liabilities arising from the emission by the facility of electromagnetic fields or other energy waves or emissions. 5. The Developer shall comply with all applicable provisions of federal, state, and local ordinances in effect at the time of building permit issuance. 6. This project shall comply with all conditions and mitigation measures, which are required as part of the Zone 7 Local Facilities Management Plan and any amendments made to that Plan priorto the issuance of building permits. 7. MCUP 13-06 shall be reviewed by the City Planner on a yearly basis to determine if all conditions of this permit have been met and that the use does not have a substantial negative effect on surrounding properties or the public health, safety and general welfare. If the City Planner determines that: 1) the minor conditional use permit was obtained by fraud or misrepresentation; or 2) the use for which such approval is granted is not being exercised; or 3) the conditions of approval have not been met; or 4) the minor conditional use permit is being or recently has been exercised contrary to any of the terms or conditions of approval; or 5) the use for which such approval was granted has ceased to exist or has been suspended for one year or more; or 6) the use is in violation of any statute, ordinance, law or regulation; or 7) the use s MCUP 13-06 - VERIZON WIRELESS CALAVERA HILLS July 2, 2013 Page 4 permitted by the minor conditional use permit is being or has been so exercised as to be detrimental to the public health, safety or welfare or so as to constitute a nuisance, the City Planner shall hold an informal public hearing and after providing the permittee the opportunity to be heard, the City Planner may revoke and terminate the minor conditional use permit in whole or in part, reaffirm the minor conditional use permit, modify the conditions or impose new conditions. 8. This Conditional Use Permit is granted for a period of 10 years from July 2, 2013 through July 1, 2023. This permit may be revoked at any time after a public hearing, if it is found that the use has a substantial detrimental effect on surrounding land uses and the public's health and welfare, or the conditions imposed herein have not been met. This permit may be extended for a reasonable period of time not to exceed ten (10) years upon written application of the permittee made no less than 90 days prior to the expiration date. The Planning Commission may not grant such extension, unless it finds that there are no substantial negative effects on surrounding land uses or the public's health and welfare. If a substantial negative effect on surrounding land uses or the public's health and welfare is found, the extension shall be denied or granted with conditions which will eliminate or substantially reduce such effects. There is no limit to the number of extensions the Planning Commission may grant. 9. Prior to the issuance of a building permit, owner/applicant shall submit to the City a Notice of Restriction to be filed in the office ofthe County Recorder, subjectto the satisfaction ofthe City Planner, notifying all interested parties and successors in interest that the City of Carlsbad has issued a Minor Conditional Use Permit on the real property owned by the owner/applicant. Said Notice of Restriction shall note the property description, location of the file containing complete project details and all conditions of approval as well as any conditions or restrictions specified for inclusion in the Notice of Restriction. The City Planner has the authority to execute and record an amendment to the notice, which modifies or terminates said notice upon a showing of good cause by the owner/applicant or successor in interest. 10. This approval shall become null and void if building permits are not issued for this project within 18 months from the date of project approval. 11. Devetoper shall report, in writing, to the City Planner within 30 days, any address change from that which is shown on the permit application. 12. Developer/Operator shall comply with the Federal Communication Commission's guidelines on limits for human exposure to radio frequency (RF) electromagnetic fields. Within six (6) months after the issuance of occupancy, and with any time extension or amendment request, the Developer/Operator shall submit to the City Planner either (1) verification that the project is categorically excluded from having to determine compliance with the RF exposure guidelines per 47 CFR 51.1307(b)(1); or (2) a project implementation report which provides cumulative field measurements of RF emissions of all antennas installed at the subject site. The report shall quantify the RF emissions and compare the results with the exposure limits established by the FCC guidelines. Said report shall be subject to review and approval by the City Planner for consistency with the Project's preliminary report on RF exposure submitted with the initial project application and for consistency with the FCC guidelines. If, on review, the City finds that the Project does not meet the FCC guidelines, the City may revoke or modify this conditional use permit. MCUP 13-06 - VERIZON WIRELESS CALAVERA HILLS July 2, 2013 Page 5 . 13. Developer shall submit and obtain City Planner approval of a Final Landscape and Irrigation Plan showing conformance with the approved Preliminary Landscape Plan and the City's Landscape Manual. Developer shall construct and install all landscaping and irrigation as shown on the approved Final Plans. All landscaping shall be maintained in a healthy and thriving conditton, free from weeds, trash, and debris. All irrigation systems shalt be maintained to provide the optimum amount of water to the landscape for plant growth without causing soil erosion and runoff. Engineering; 14. Developer shall comply with the City's Stormwater Regulations, latest version, and shall implement best management practices at alt times. Best management practices include but are not limited to pollution treatment practices or devices, erosion control to prevent silt runoff during construction, general housekeeping practices, pollution prevention and educational practices, maintenance procedures, and other management practices or devices to prevent or reduce the discharge of pollutants to stormwater, receiving water or stormwater conveyance system to the maximum extent practicable. Developer shall notify prospective owners and tenants ofthe above requirements. Code Reminders: 15. The applicant shall comply with Chapter 11,16 of the Carlsbad Municipal Code for any encroachment or work proposed within the public right-of-way. The applicant shall obtain all permits prior to commencing work. 16. Approval of this request shall not excuse compliance with ail applicable sections of the Zoning Ordinance and all other applicable City ordinances in effect at time of building permit issuance, except as otherwise specifically provided herein. 17. Premise identification (addresses) shall be provided consistent with Carlsbad Municipal Code Section 18.04.320. NOTICE Please take NOTICE that approval of your project includes the "imposition" of fees, dedications, reservations, or other exactions hereafter collectively referred to for convenience as "fees/exactions." You have 90 days from the date of final approval to protest imposition of these fees/exactions. If you protest them, you must follow the protest procedure set forth in Government Code Section 66020(a), and file the protest and any other required information with the City Manager for processing in accordance with Carlsbad Municipal Code Section 3.32.030. Failure to timely follow that procedure will bar any subsequent legal action to attack, review, set aside, void, or annul their imposition. You are hereby FURTHER NOTIFIED that your right to protest the specified fees/exactions DOES NOT APPLY to water and sewer connection fees and capacity charges, nor planning, zoning, grading or other similar application processing or service fees in connection with this project; NOR DOES IT APPLY to any fees/exactions of which you have previously been given a NOTICE similar to this, or as to which the statute of limitations has previously otherwise expired. lb MCUP 13-06-VERIZON WIRELESS CALAVERA HILLS July 2, 2013 Page 6 This decision may be appealed by you or any other member of the public to the Planning Commission within ten days of the date of this letter. Appeals must be submitted in writing to the Planning Division at 1635 Faraday Avenue in Carlsbad, along with a payment of $638.00. The filing of such appeal within such time limit shall stay the effective date of the order of the City Planner until such time as a final decision on the appeal is reached. If you have any questions regarding this matter, please feel free to contact Austin Silva at (760) 602-4631. Sincerely, (3^ hzGdo CHRIS DeCERBO Principal Planner CD:AS:sm Don Neu, City Planner Michele Masterson, Senior Management Analyst Liz Ketabian, Parks & Recreation Chris DeCerbo, Principal Planner David Rick, Project Engineer File Copy DMS/Data Entry [ / WIRELESS TELECOMMUNICATIONS FACILITY LICENSE AGREEMENT This License Agreement ("Agreement") made as of the latter signature date helow (the "Effective Date") is made by and between the City of Carlsbad, a Municipal Corporation ("Licensor"), and Verizon Wireless (VAW) LLC, d/b/a Verizon Wireless ("Licensee"). RECITALS A. Licensor is the ovraer of real property located at the Calavera Community Park ("Property") located at 2997 Glasgow Dr., Carlsbad, Califomia 92010 and more particularly described in Exhibit "A." B. Licensee desires access to and limited use of a portion of the Property, as further described below to install, maintain and operate a wireless telecommunication facility with equipment as more particularly described in the corresponding Conditional Use Permit. Once approved, the Conditional Use Permit will be attached to this Agreement as Exhibit "B" and will be made a part of this Agreement. C. Licensor is willing to permit Licensee access to and limited use of a portion of the Property for this stated purpose and pursuant to the below terms and conditions. NOW, THEREFORE, the parties agree as follows: GRANT OF LICENSE 1. Scope of License, (a) Licensor grants to Licensee a non-exclusive license (the "License") to use that portion of the Property described in Exhibit "C" (the "Premises") for the purposes of installing, maintaining, and operating the wireless telecommunication facility with equipment described in Exhibit "B" and Exhibit "D" ("Communication Equipment"). In addition to being subject to the terms and conditions in this Agreement, this License and Licensee are subject to the terms and conditions of Exhibit "B" and all other required govemment approvals. (b) The Premises may be used for (i) the transmission of and reception of communication signals provided that such frequency or frequencies are within those for which Licensee, or any entity which controls, is controlled by or is under common control with Licensee, is duly licensed by the Federal Communications Commission ("FCC"), and (ii) the constmction, alteration, maintenance, repair, replacement and relocation of related antennas, equipment, cables and facilities and improvements related thereto, and (iii) activities related to any ofthe foregoing, provided such activities do not require an expansion of the Premises or violate Licensee's duties of non-interference set forth herein (collectively, "Licensee's Permitted Use"). 2. Term of License, (a) This Agreement and the License granted hereunder is contingent upon Licensee obtaining a valid corresponding Conditional Use Permit, which Conditional Use Permit shall be attached hereto as Exhibit "B." The initial term ofthis Agreement and the License granted thereunder shall commence on the first day of the month after the date of issuance of a building permit by the govemmental agency charged with issuing such permits ("Commencement Date") and shall be for ten (10) years ("Initial Term"). 1 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name; Calavera Hills (b) If the Exhibit "B" Conditional Use Permit expires before the date that is ten (10) years from the Commencement Date, the Initial Term shall expire on the same date as the expiration of Exhibit "B" Conditional Use Permit. This Agreement shall automatically be extended for an additional period equal to the term for which the Licensee seeks to extend the corresponding Exhibit "B" Conditional Use Permit so long as Licensee applies for and obtains an extension to the corresponding Exhibit "B" Conditional Use Permit before Exhibit "B" Conditional Use Permit expires. (c) If Licensee fails to obtain a valid extension to the term of Exhibit "B" Conditional Use Permit before it expires, this Agreement and the License granted thereunder shall be automatically terminated, and Licensee shall immediately cease its operation and use of the Property and Premises; provided, however, this Agreement shall continue to be in full force and effect if Licensee has commenced the renewal of the Conditional Use Permit prior to its expiration and is diligently pursuing such renewal. Licensee shall have ninety (90) days following the expiration or earlier termination of this Agreement to retum the Premises to Licensor in the same or like conditions that existed before Licensee occupied the Property and Premises, reasonable wear and tear and casualty damage excepted. Notwithstanding Paragraph 14 below. Licensee shall pay the monthly License Fee in effect for the last month of the then current term during said ninety (90) day period. (d) In the event that this Agreement expires pursuant to Paragraph 2(b) above, and prior to its expiration Licensee is diligently pursuing renewal of the Conditional Use Permit, and Licensee desires to continue operating its wireless communication facilities on the Property, Licensee shall pay Licensor an annual License Fee an amount equal to two hundred percent (200%) ofthe License Fee ("Holdover Fee") identified in Paragraph 3(a) below, including any increase that may have occurred pursuant to Paragraph 3 below. Notwithstanding the foregoing, if Licensee applies for an extension of the Conditional Use Permit at least one (1) year before the Conditional Use Permit expires and is diligently pursuing renewal of the Conditional Use Permit but the Conditional Use Permit has not been extended at the time of its expiration. Licensee shall not be required to pay the Holdover Fee. (e) The Initial Term and any subsequent term of this Agreement and the corresponding Exhibit "B" Conditional Use Permit shall not each exceed ten (10) years in duration. 3. License Fee, (a) Licensee shall pay to Licensor an annual fee (the "License Fee") of Forty-Two Thousand Two Hundred Ninety-Five and 56/100 Dollars ($42,295.56) which shall be payable in equal monthly installments without abatement, deduction, or offset, on the first day of each month. Licensee shall also make a one-time lump sum payment to Licensor of Ten Thousand Dollars ($10,000.00) as a construction enhancement fee required by the Parks department within forty-five (45) days following the issuance of the building permit. The License Fee will be adjusted annually on January 1 by the percentage increase in the most recently published Consumer Price Index - All Urban Consumers for the San Diego Metropolitan Statistical Area over the rate in effect on the Commencement Date of the prior year. This annual increase shall not be less than three percent (3%) or more than six percent (6%). (b) In addition to the License Fee noted in Paragraph 3(a) above, the Licensor shall also receive additional License Fees as other users attach to the support stracture constracted on the 2 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills Premises ("Collocation"). The additional License Fees shall be an additional fifty percent (50%) ofthe effective Licensee Fee ("Collocation License Fee") for each additional collocation tenant allowed under Exhibit "B" Conditional Use Permit and co-locating at the Premises. Licensee shall pay a One Thousand Dollar ($1,000.00) administration fee to Licensor for each co-locator. Any co-locator at the Premises shall be instracted to pay its Collocation License Fee directly to the Licensor. The Licensee shall not be responsible to the Licensor for the collection or payment of Collocation License Fees by any co-locator to the Licensor, and the Licensee shall have no liability to the Licensor in the event of failure of such payment by any co-locator. In this event: (i) the Licensee shall have no liability of any nature to the Licensor for failure to sublet all or any part of the Premises to any or all potential co-locator(s), and (ii) at Licensor's request. Licensee will provide Licensor with a tri-party agreement to be executed by the Licensee, its co-locator, and Licensor to confirm direct payment obligation fi-om the co-locator to the Licensor and to indicate Licensor has been notified of the Collocation. th (c) If any monthly License Fee payment is not received by Licensor by the fifth (5 ) day ofthe month in which it is due, the fee payment shall be deemed delinquent and ten percent (10%) interest shall accrae on the unpaid amount. Notwithstanding the foregoing. Licensee shall not be in default hereunder unless any License Fee or other payment due hereunder is not brought current within ten (10) days after Licensee's receipt of notice of such late payment. If Licensee is delinquent for two (2) or more months in any twelve (12) month period. Licensor may immediately terminate this Agreement and demand removal of Licensee's wdreless telecommunication facility and equipment, including, without limitation any specially installed or ancillary equipment required by Licensee for its v^dreless telecommunication facility from the Premises and Property within ten (10) business days, or if such equipment is not removed within such ten (10) business day period. Licensor may remove the facility and all equipment associated with Licensee's wireless telecommunication facility itself and charge Licensee for the actual cost of removal and storage reasonably incurred by Licensor. 4. Relationship of License and Exhibit B Conditional Use Permit, (a) The granting of the License under the Agreement is contingent upon the (i) initial granting of the Exhibit "B" Conditional Use Permit or (ii) the subsequent granting ofany extension of Exhibit B Conditional Use Permit and (iii) the continuing validity of Exhibit "B" Conditional Use Pennit. This Agreement shall automatically terminate upon the expiration or revocation of Exhibit "B" Conditional Use Pennit, except as provided in Paragraph 2(c) above. The modification or extension of Exhibit "B" Conditional Use Permit does not obligate the Licensor to modify or extend this Agreement nor does the continuing validity of Exhibit "B" Conditional Use Permit preclude the Licensor from exercising any rights imder this Agreement, including the right to terminate this Agreement for convenience under Paragraph 13 below. (b) Licensee shall have the right, at its expense, to install, constmct and maintain on the Premises a light standard stracture for Licensee's cellular transmission equipment (the "Light Standard") which shall in compliance with Exhibit "B" Conditional Use Permit for Licensee's Pennitted Uses described in Section 1(b) above. The Light Standard and Licensee's equipment building ("Building") shall house and contain the equipment described in Exhibit "D" Communications Equipment. The Light Standard and Communications Equipment are sometimes hereinafter collectively referred to as "Antenna Facilities". Licensee makes no warranty that the future users will not cause interference in or on the Property. A full sectored array shall mean (i) 3 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills panel antennas together with all associated cable, wire and other miscellaneous hardware or (ii) omnidirectional antennas together with all associated cable, wire and other miscellaneous hardware. All Antenna Facilities shall be constmcted, installed and operated within the Premises; provided however, that Licensor also grants to Licensee an aerial "easement" above those portions of the Property over which the antennas, related appurtenances, and branches of the Light Standard, may extend ("Aerial Easement"). The Aerial Easement shall automatically terminate at the termination ofthe Conditional Use Permit or this Agreement, whichever occurs later. Throughout the term of this Agreement, Licensee shall own the Light Standard. Licensor shall be responsible to maintain and repair any lights and light support arms not installed by Licensee on the Light Standard in good condition, reasonable wear and tear excepted, and in compliance with all applicable laws, all at Licensor's sole cost and expense, and with the same level and standard of care it uses for the maintenance and repair of its other light fixtures on Licensor's property. Licensor shall use its best efforts to maintain and repair its lights and light support arms without disturbing or affecting Licensee's equipment. Licensor acknowledges and agrees that (1) Licensee's communications equipment is highly sensitive, (2) Licensee's communications equipment may only be handled by properly trained and qualified personnel, and (3) Licensee shall be solely responsible for the maintenance, repair and handling of all of Licensee's equipment, antennas, and any other of Licensee's improvements during the term of this Agreement. (c) No Collocation shall be permitted on or to Licensee's Light Standard unless collocation was first contemplated and authorized in the companion Exhibit "B" Conditional Use Permit and this Agreement. If collocation was not contemplated in the initial Agreement and this Agreement is being amended to permit collocation, the party seeking approval for collocation shall complete all Califomia Environmental Quality Act required environmental review prior to the amending of this Agreement. (d) If required by Licensor, Licensee shall install landscaping and irrigation (collectively, "Landscaping") on the Premises in conformance with the site plans approved by the City. The installation of inigation shall include connection to Licensor's existing inigation system at the Property. Licensee shall maintain the Landscaping installed on the Premises to the reasonable satisfaction of the Licensor for a period of two (2) years from the date the Landscaping is installed on the Premises in conformance with the approved site plans (i.e., the date the installation of the Landscaping passes final inspection by the City), except that Licensor will be responsible for watering the Landscaping during this two-year period. After the two-year period. Licensor will maintain the Landscaping installed on the Premises for the remainder ofthe term of this Agreement. In the event the Landscaping damages Licensee's Communications Equipment, Licensee shall release Licensor from liability for such damage, except to the extent such damage arises from the negligence or willful misconduct of Licensor, its employees, agents or representatives. 5. Limitations on License. Nothing in this Agreement is intended to create an interest or estate of any kind or extent in the Property, Premises, or Aerial Easement. Licensee further acknowledges and agrees that this Agreement does not create a landlord-tenant relationship and Licensee is not entitied to avail itself of any rights afforded to tenants imder the laws of the State of Califomia. 4 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills (a) Except as permitted pursuant to Paragraph 5(b) below. Licensee may not assign, sublicense or transfer the License, in whole or in part, to any other persons or entity, nor may Licensee allow any other person or entity to co-locate its wireless facilities on Licensee's Antenna Facilities without the prior written consent of Licensor, which Licensor may withhold in its sole discretion. Licensee may not transfer the License to any collocating tenant, nor may additional collocations occur without the prior vwitten consent of Licensor. Any attempt by Licensee to do so without first obtaining Licensor's prior written consent is grounds for immediate revocation or termination of the License by Licensor. For approval of any sublicense of Licensee's Antenna Facility or communication equipment to another person or entity, Licensor will require additional compensation as set forth in Paragraph 3(b) above. (b) Notwithstanding the foregoing, Licensor's approval shall not be required for the transfer of rights and obligations under this Agreement to Licensee's parent, a subsidiary of Licensee's parent or an affiliate of Licensee that is wholly owned and controlled by Licensee or Licensee's parent, provided Licensee gives Licensor written notice of such action at least thirty (30) days prior to any such transfer. "Control" means the right and power to direct substantially all ofthe management and policies of the affiliate. Failure to provide written notice prior to transfer is grounds for immediate revocation or termination of the License by Licensor. 6. No Wananty. Except as otherwise expressly set forth herein. Licensor makes no wananty or representation that the Premises are suitable for Licensee's use. Except as otherwise expressly set forth herein. Licensee has inspected the Premises and accepts the same "AS-IS." Licensor is under no obligation to perform any work or provide any materials to prepare the Premises for Licensee. LICENSEE'S OBLIGATIONS Licensee shall: 7. Use the Premises solely for the purposes allowed within the scope ofthe License. If required by Licensor or as a condition of granting a Conditional Use Permit, a security fence, consisting of chain link constraction or similar but comparable constraction, shall be placed around the perimeter of Licensee's Antenna Facilities. All improvements shall be at Licensee's expense. Licensor will maintain the Premises in a reasonable condition. 8. (a) Licensee shall operate its Antenna Facilities in a manner that will not cause unmitigated interference with the use or enjoyment ofthe Property by Licensor and other lessees or licensees in and/or on the Property as of the Commencement Date of this Agreement including, if applicable, but not limited to, the HVAC systems, roof, electronically controlled elevator system, computers, telephone systems, or any other system serving the Property and/or its occupants. Licensor hereby acknowledges that Licensee's use of the Premises for Licensee's Permitted Use shall not constitute an impermissible interference. (b) All operations of Licensee shall be lawful and in compliance with all applicable Govemmental Requirements (as hereafter defined), mles and regulations including, but not limited to those of the FCC and the Federal Aviation Administration ("FAA"). "Govemmental Requirements" shall mean all requirements under any federal, state or local statutes, rales, 5 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills regulations, ordinances, or other requirements of any duly constituted public authority having jurisdiction over the Property (including, without limitation, the Premises). (c) Licensee shall indemnify Licensor and hold it harmless from all expenses, costs, damages, loss, claims or other expenses and liabilities arising from any unmitigated interference caused by Licensee's failure to comply with FCC or FAA rales and regulations that is not curtailed within thirty (30) days after Licensee receives written notice of such interference from Licensor. Licensee shall be responsible for all costs associated with any tests deemed necessary to resolve any and all interference as set forth in this License. If such interference caused by Licensee's failure to comply with FCC or FAA rales and regulations has not been conected within thirty (30) days after Licensee receives notice thereof from Licensor, Licensor may require Licensee to remove the specific items from the Antenna Facilities causing such interference until such interference ceases. (d) Licensor shall not materially alter its existing or contemplated use of the Property, nor shall Licensor permit third party lessees, licensees, or agents to obtain rights to the Property, after the Effective Date hereof, to use any portion of the Property in any way which interferes with the operations of Licensee. Without limiting the generality of the foregoing. Licensor hereby acknowledges that in the event of any interference with Licensee's Permitted Use as a resuh ofthe transmission or reception (or both) of radio, microwave or other telecommunications signals by a fiiture lessee, licensee or occupant of the Property, Licensee's rights hereunder to conduct Licensee's Permitted Use shall be and remain superior to the rights of any such future lessee, licensee or occupant, subject, however, to the provisions of Paragraph 8(f) below. Licensor further acknowledges that interference with Licensee's operations shall cause Licensee to suffer ineparable injury and entitie Licensee, in addition to exercising any other rights hereunder or under applicable law, to seek the immediate enjoinment of such interference against the interfering party. (e) Subject to the provisions of Paragraph 8(d) above. Licensor reserves the right to license other portions of the Property to other parties during the term of this Agreement and License. Accordingly, Licensor agrees that any other person or entity who may install equipment subsequent to the Effective Date in and/or on the Property will be permitted to install only such communications equipment that is of the type and frequency that will not cause any interference to Licensee or persons or entities claiming through or under Licensee. In the event any such person or entity's equipment causes such interference. Licensor will cause the interfering party to take all steps necessary to conect and eliminate the interference or such interfering party will be required to cease operations until such interference is removed. To the extent that Licensee's operations are not within the parameters of its FCC license, this protection from co-located interference will not be applicable, but it shall be applicable with respect to those operations, or portions thereof, falling within the FCC license parameters. Notwithstanding the foregoing. Licensee's right to be free from interference and Licensor's duties conceming the prevention and/or conection of interference shall be subject to Paragraph 8(f) below. (f) In the event that Licensee commences using the Premises in a manner as to which Licensee is not presently licensed by the FCC but with respect to which Licensee hereafter obtains necessary FCC licensure. Licensee's right to conduct such particular use shall be subordinate to the use ofthe Property by Licensor and other licensees or occupants thereof existing on or before 6 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills tiie date on which Licensee commences such use. Licensor shall be under no obligation to exercise the duties conceming interference described above in Paragraph 8(e) above v^dth respect to a future use ofthe Premises by Licensee as described in this Paragraph 8(f). 9. Licensee is fully responsible for Licensee's Antenna Facility installed on the Premises by Licensee, including providing fire, theft, and extended coverage insurance. 10. Comply with all applicable federal, state, and local laws, including FCC regulations. City ofCarlsbad City Council Policy No. 64, and related City of Carlsbad Municipal and Zoning Code provisions, as amended from time to time. 11. (a) Secure all necessary permits or conditional use permits from any govemmental agency to install Licensee's Antenna Facility on the Premises. Licensee may substitute, modify and/or add to its Antenna Facility located on the Premises from time to time, provided that Licensee first obtains any and all required govemmental approvals for such substitution, modification and/or addition and the written approval of Licensor, which approval shall not be unreasonably denied, delayed or conditioned. Notwithstanding the foregoing. Licensee shall be entitied to perform wdthout Licensor's consent, equipment repairs or replacements v^th equipment of a "like kind" or substantially similar in nature. Licensor reserves the right to increase the License Fee if the Licensor determines that the substitutions, modifications, or additions materially alter the scope of the License. In addition, any change to Licensee's approved antennae type, number of antennas, antenna location and/or changes in transmitter type and power output shall, at the sole expense of Licensee, be made in accordance with applicable regulations issued by the FCC. If Licensee's plans and specifications are approved by Licensor, Licensee shall notify all other telecommunications and information services providers located on the Property per Paragraph 29 below (hereinafter "Carrier"), in writing, as to the scheduled date and time of commencement of constraction or installation of Licensee's modified equipment not less than five (5) business days prior to such date. Any unauthorized modification to Licensee's Antenna Facilities shall be deemed a breach of this Agreement and Licensor shall give Licensee written notice of such breach. After receipt of such written notice. Licensee shall have fourteen (14) days in which to cure the breach, provided Licensor may extend such cure period if, in Licensor's sole discretion, it determines that the nature of the cure is such that it reasonably requires more than fourteen (14) days. Licensor may not maintain any action or effect any remedies for defauh against Licensee unless and until Licensee has failed to cure the breach within the time periods provided in this Paragraph. (b) Maintain Exhibit "B" Conditional Use Permit and all of the certificates, permits and other approvals, which may be required from other federal, state or local authorities, and any temporary easements or other rights of entry, which are required from any third parties. Licensor shall cooperate with Licensee in its efforts to obtain such approvals and/or temporary easements or rights of entry, as may be required for Licensee's Antenna Facility as approved in Exhibit "B" Conditional Use Permit. If (i) any application and/or negotiations by Licensee for any required certificate, permit, license, temporary easement, right of entry, approval, policy of titie insurance, or agreement is finally denied, rejected and/or terminated, (ii) any such certificate, permit, license, temporary easement, right of entry, approval or agreement is canceled, or expires, or lapses or is otherwise withdrawn or terminated, (iii) any Hazardous Materials (as defined in Paragraph 18 below) are discovered or otherwise become located on the Property or the Premises, other than as 7 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills direct resuh of Licensee's activities, or (iv) due to technological changes or business changes. Licensee determines that it is no longer practical to use the Premises for Licensee's intended purposes, then Licensee shall have the right to terminate this Agreement, which termination shall be effective no sooner than one hundred eighty (180) days from delivery of written notice from Licensee to Licensor, provided Licensee has removed all of its personal property, fixtures, electrical meters, and equipment from the Premises and Property by that time. 12. Licensee is responsible for all utilities and any property taxes imposed as a result of the use of the Property by Licensee. Licensee specifically acknowledges that the grant of the License may subject Licensee to certain taxes under Califomia Revenue and Taxation Code section 107.6 and agrees it is solely responsible for the payment of these taxes. 13. (a) One time during the term of this Agreement, at Licensee's sole expense and within one hundred eighty (180) days after Licensee's receipt of written notice ("Notice Period") from Licensor, protect, temporarily disconnect, relocate, modify or remove (collectively, "Relocate") its Light Standard, Communication Equipment, Building, and/or other property if Licensor determines, in its sole discretion, which may be exercised once during the term of this Agreement, that Licensee's Light Standard, Communication Equipment, Building, and/or other property are inconsistent with or interfere with Licensor's current or planned use ofthe Property or Premises; provided, however that if Licensor requests Licensee to Relocate prior to the expiration ofthe seventh (7"') year of the term of this License, Licensor shall pay seventy-five percent (75%) of Licensee's reasonable costs and expenses related to such relocation. Notwithstanding the foregoing, Licensee shall not be required to Relocate until such time that Licensee obtains all requisite govemmental approvals and permits (collectively, "Approvals") related to such relocation; provided however that if the timeframe to obtain such Approvals exceeds the Notice Period, Licensee shall be entitled to install a cell site on wheels ("COW") on the Property for up to six (6) months, while it continues to seek the Approvals. In the event the Approvals are not obtained within such six (6) month period despite Licensee's diligent efforts. Licensor, in its reasonable discretion, shall extend the period of time during which the COW may remain on the Property. Further, in consideration for Licensor's consent to enter into this Agreement, Licensee waives any and all rights it may have under federal or state law for relocation assistance benefits if Licensor requires Licensee to relocate or make use of the Property or Premises in such a way as to displace Licensee from the Property or Premises. Licensee shall execute any further commercially reasonable documentation of this release and waiver mutually acceptable to Licensor and Licensee as Licensor may reasonably require in the future. (b) If Licensee does not protect, temporarily disconnect, relocate, or remove itsLight Standard, Communication Equipment, Building, and/or other property within the time period specified above. Licensor may remove the Light Standard, Communication Equipment, Building, and property and charge Licensee for the actual cost of removal and storage. Altematively, upon Licensee's request. Licensor may approve the abandonment of Licensee's Light Standard, Communication Equipment, Building, or personal property in place. Upon approval. Licensee shall execute, acknowledge and deliver to Licensor any necessary documents to transfer ownership of its Light Standard, Communication Equipment, Building, and personal property to Licensor in "as is, where is" condition, and without wananty of any kind. 14. Intentionally Omitted. 8 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills 15. Exercise due diligence in utilizing the Premises of Licensor so as to not interfere with utilization ofthe Property or Premises by Licensor or other authorized persons, and Licensee agrees to comply with any rales and regulations Licensor may promulgate at any time in reference to utilization ofthe Property or Premises by any party other than Licensor provided the same does not conflict with the terms and conditions of this Agreement and notice of same is given to Licensee. 16. (a) Waive all claims against Licensor for any damages to the personal property and Antenna Facility of Licensee in, upon or about the Property and Premises and for injuries to any employees of Licensee or their agents in, upon, or about the Property or Premises from any cause arising at any time, except any damages arising from the gross negligence or willful misconduct of Licensor or hs agents, employees or contractors. In addition, except to the extent of the gross negligence or willftil misconduct of Licensor or its agents, employees or contractors. Licensee will indemnify, defend, and hold Licensor, including all of its elected and appointed officials, officers, employees, contractors and agents ("Indemnified Parties"), exempt and harmless from any damage or injury to any person, or any property, to the extent arising from the use ofthe Property or Premises by Licensee or Licensee's officers, employees, contractors, or agents, or from the failure of Licensee to keep the Antenna Facility in good condition and repair, reasonable wear and tear excepted, as provided for in this Agreement. (b) Neither party shall be liable to the other, or any of their respective agents, representatives or employees for any lost revenue, lost profits, loss of technology, rights or services, incidental, punitive, indirect, special or consequential damages, loss of data, or interraption or loss of use of service, even if advised of the possibility of such damages, whether under theory of contract, tort (including negligence), strict liability or otherwise. (c) Licensee's indemnification shall include any and all costs, expenses, reasonable attomeys' fees and liability incuned by the Indemnified Parties in defending against such claims, whether the same proceed to judgment or not. 17. (a) Obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection wdth use of the Property or Premises by Licensee or Licensee's agents, representatives, employees or contractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in tiie State of Califomia. The insurance canier is required to have a cunent Best's Key Rating of not less than "A-:Vn". (b) Maintain the types of insurance coverage and minimum limits indicated below, unless the Risk Manager for the City of Carlsbad approves a lower amount. These minimum amounts of coverage will not constitute any limhations or cap on Licensee's indemnification obligations under this Agreement. Licensor, its elected officials or Board of Directors, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Licensee pursuant to this Agreement are adequate to protect Licensee. If Licensee believes that any required insurance coverage is inadequate. Licensee will obtain such additional insurance coverage, as Licensee deems adequate, at Licensee's sole expense. 9 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills 1) Commercial General Liability. $1,000,000 combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, the general aggregate will be twice the required per occurrence limh. 2) Automobile Liability. $1,000,000 combined single-limh per accident for bodily injury and property damage. 3) Workers Compensation and Employer's Liability. Worker's Compensation limhs as required by the Califomia Labor Code and Employer's Liability limhs of $1,000,000 per accident for bodily injury. (c) Licensee will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 1) Licensor and the City of Carlsbad will be named as additional insured on the Commercial General Liability Policy. 2) Licensee will obtain occunence coverage that must be maintained for the duration of the Agreement. 3) This insurance will be in force during the life of the Agreement and any extensions of h and will not be canceled without thirty (30) day's prior written notice to Licensor and the City of Carlsbad in accordance with Paragraph 32 below. (d) Prior to Licensor's execution of this Agreement and annually thereafter. Licensee will fumish certificates of insurance to Licensor and City of Carlsbad. (e) If Licensee fails to maintain any or all of the required insurance and in the amount specified. Licensor may immediately terminate this Agreement. (f) Licensee shall provide Licensor copies of any endorsements and certificates of insurance required by the Agreement. 18. Licensor and Licensee shall each refrain from using, generating, storing or disposing of any Hazardous Material on, under, about or within the Property in violation of any law or regulation. "Hazardous Material" shall mean petroleum or any petroleum product, asbestos, any substance knovra by the State of Califomia to cause cancer and/or reproductive toxicity, and/or any substance, chemical or waste which is identified as hazardous, toxic or dangerous in any applicable federal, state or local law or regulation. In the event of a breach ofthis provision by either party, the other may terminate this Agreement upon thirty (30) days vwitten notice to the other (unless such breach is cured within such thirty (30) day period) and pursue any remedies to which it is entitied by law. 19. If necessary. Licensee will install at its ovra cost: (a) a separate electrical panel and meter for its Antenna Facility and equipment and be responsible for all electrical costs attributable thereto. 10 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills (b) a separate water meter for any landscaping required by Exhibh "B" Conditional Use Permh or other federal, state, or local approval and be responsible for all water and maintenance costs attributable to the this requirement. 20. Provide Licensor with "as-builf drawings for the Antenna Facility within sixty (60) days after the Antenna Facility is installed. 21. Perform the installation in a neat, responsible, workmanlike manner, using generally accepted constmction standards, consistent with such reasonable requirements as shall be in imposed by Licensor. 22. Repair or refinish, at Licensee's sole cost and expense, any surface or other portion ofthe Property or Premises that is damaged by or during the installation, maintenance, or operation of the Antenna Facility. Without limiting any other available remedies, if Licensee fails to commence repairing or refinishing such damage within thirty (30) days after receipt of Licensor's notice. Licensor may, in hs sole discretion, but without any obligation to do so, repair or refinish the damage and Licensee shall reimburse Licensor all actual costs and expenses reasonably incuned in the repair or refinishing. 23. Ensure that the Premises are maintained in a clean, safe condition and that Licensee's Antenna Facility is in good repair and free ofany defects. LICENSOR'S OBLIGATIONS Licensor vsdll: 24. Allow the constraction, installation, operation, and maintenance of Licensee's Antenna Facility on the Property and Premises for use by Licensee, as approved in Exhibh "B" Conditional Use Permit. 25. Allow reasonable ingress and egress for Licensee to the Property twenty-four (24) hours per day, seven (7) days per week (a) for maintenance purposes, and Licensee shall provide Licensor with at least four (4) hours prior notice before access for such maintenance purposes; and (b) in the event of an emergency, where "emergency" shall be defined as an imminent threat of bodily injury, bodily harm or property damage where immediate access is required, or cases of equipment or antenna failure. 26. Be responsible for its ovm equipment. 27. Grant any necessary temporary easement or right of entry for as long as this License is in effect, as required for extension of electric and telephone service to the Premises as specified in Exhibh "B" Conditional Use Permh. 28. Licensor and hs agents shall have the right to enter the Premises upon twenty-four (24) hour's advance notice to Licensee, during reasonable business hours, for any purpose consistent with Licensor's status as the owner of the Property and Licensor under this Agreement. Such right is in addition to and in lieu of any right Licensor may have as the local regulatory authority. In the event of an emergency, the notice requirement will be waived for such entry 11 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills requirements, "emergency" shall be defined as an imminent threat of bodily harm, bodily injury or property damage where immediate entry is required. Licensor shall provide written notice to Licensee of such entry immediately after making entry in such circumstances. Under emergency circumstances. Licensor may access Licensee's equipment cabinets located on the Premises; provided however that Licensor shall first complete and submh to Licensee the "Cell Site Hard/Soft Key Access Request Form" attached hereto as Exhibh "E." Licensor shall use hs best efforts to first contact Licensee and give Licensee a reasonable amount of time under the circumstances to be present while Licensor accesses such equipment cabinets. 29. Licensor reserves the right to enter into agreements with other parties, including, but not limited to additional Caniers for use of the Property. In the event that an additional Carrier is licensed to use the Property, h shall be such Carrier's responsibility, at hs expense to ensure that such installation is constmcted and operated in accordance with applicable FCC regulations. If Licensor approves such Carrier's plans and specifications. Licensor shall notify Licensee in writing as to the scheduled date and time of commencement of constraction and installation ofthe Carrier's facilities and equipment not less than five (5) business days prior to such date. The Carrier's facility, equipment and location, and any change to the additional Canier's approved facilities, equipment and location shall be made compatible with Licensee's facilities and equipment at Carrier's sole expense. Except as othenvise required or permitted by applicable law, disputes between the Licensee and the other Carriers over the use of the Property shall be submitted to Licensor's City Manager or an authorized designee for final resolution. GENERAL PROVISIONS 30. Any breach of Licensee's obligations under this Agreement, other than the failure to pay applicable fees when due hereunder, which breach is not cured within thirty (30) days of notice to Licensee of such breach, is grounds for revocation or termination of this License by Licensor. 31. Any action at law or in equity brought by either of the parties for the purposes of enforcing a right provided by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of Califomia, and tiie parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 32. All notices under this Agreement shall be in writing and, unless otherwise provided in this Agreement, shall be deemed validly given if sent by certified mail, retum receipt requested, or via recognized ovemight courier service, addressed as follows (or to any other mailing address which the party to be notified may designate to the other party by such notice). All notices properly given as provided for in this section shall be deemed to be given on the date received or refused when delivered as provided herein when sent. Should Licensor or Licensee have a change of address, the other party shall immediately be notified as provided in this section of such change. 12 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills LICENSEE: LICENSOR: Verizon Wireless (VAW) LLC, City of Carlsbad d/b/a Verizon Wireless 405 Oak Avenue 180 Washington Valley Road Carlsbad, CA 92008 Bedminster, New Jersey 07921 Attn: Joe Garaba Attn: Network Real Estate Titie: Municipal Property Manager (Site: Calavera Hills) 33. The waiver by Licensor of any breach of any term, covenant, or condition in this Agreement shall not be deemed to be a waiver of such term, covenant, or condition for any subsequent breach ofthe same or any other term, covenant, or condition ofthis Agreement. 34. If any part of any provision of this Agreement or any other agreement, document, or writing given pursuant to or in connection with this Agreement is finally determined to be invalid or unenforceable under applicable law, that part or provision shall be ineffective to the extent of such invalidity only, and the remaining terms and condition shall be interpreted so as to give the greatest effect to them. 35. The terms and conditions of this Agreement shall bind and inure to the benefit of Licensor and Licensee and, except as otherwise provided in this Agreement, their respective heirs, distributees, executors, administrators, successors, and assigns. 36. The terms and conditions contained in this Agreement supersede all prior oral or written understandings between the parties conceming the subject matter of this Agreement. Notwithstanding this, nothing in this Agreement is intended to alter or abrogate actions taken or conditions imposed by Licensor in hs capacity as regulatory authority. 37. This Agreement shall not be modified or amended except by a writing signed by authorized representatives of the parties. 38. The above rechals are incorporated into this Agreement 39. All identified or refened to Exhibhs are incorporated into this Agreement by this reference. [Signatures appear on next page] 13 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills IN WITNESS WHEREOF, Licensee and Licensor have executed this Agreement effective the day and year first written below LICENSEE Verizon Wireless (VAW) LLC, d/b/a Verizon Wireless Brian Mecum Area Vice President Network Date: LICENSOR City of Carlsbad, a Mimicipal Corporation Steven Its: Manager Date: OcJ[u- •2^4' ^Lf- ATTEST: City Clerk Date: 1 - ^- IM •n. If required by Licensor, proper notarial acknowledgment of execution by Licensee must be attached. Ifa Corporation, Agreement must be signed by one corporate officer from each of the following two groups. *Group A. Chairman, President, or Vice-President ** Group B. Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CELIA3ii^Sm^^P^y Attomey t/^g^»City Attomey 14 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 State of California County I On personally appeared before me, XSm^hgVJ^^^i NpU/yl^i'^ I J Here Insert Name and Title of the Officfer Name{s) of Signer(s) DIANA AGUIRRE I Commission # 2015275 i Notary Public - California i Riverside County * My Comm. Expires Mar 26.20171 - I I * * « I I I I • « who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Place Notary Seal Above Signature: OPTIONAL Signature df Notary Public Though the information below is not required by law. It may prove valuable to persons relying on the document and could prevent Iraudulent removal and reattachment ot this form to another document. Description of Attached Document . . , Title or Type of Document: ]/\/\y^^<=k^^mc^'^ f^t'^/ ^<^Vrx^/^Tr<:»)W- _ Number of Pages: / I Document Date: Signer(s) Other Than Named Above: Op'OM^b^f^ Capacity(ies) Claimed by Signer(s) Signer's Name: Bl^<iMfV M^CUM ^ Corporate Officer - Tillers^: hfif^'^^iAd^ • Individual • Partner — • Limited • General • Attorney in Fact • Trustee • Guardian or Conservator • Other:. Signer's Name: • Corporate Officer — Title(s): • Individual • Partner — • Limited • General • Attorney in Fact • Trustee • Guardian or Conservator • Other: •9innfir Is Rsprfisenting: VgVI^ WtVekSS Signer Is Representing:. © 2072 Nattonal Notary Association • NationalNotaryorg • 1-800-US NOTARY (1-800-876-6827) Item #5907 VERIZON WIRELESS (VAW) LLC d/b/a VERIZON WIRELESS ASSISTANT SECRETARY'S CERTIFICATE I, Karen M. Shipman, do hereby certify that I am a duly elected, qualified and acting Assistant Secretary of Verizon Wireless (VAW) LLC, a Delaware limited liability company (the "Company"), and as such I am authorized to execute this certificate. In such capacity, I further certify that: As stated in the Operating Agreement of the Company, the business and affairs of the Company shall be managed by its Manager. The Manager duly appomted officers with the authority to execute documents on behalf of the Company. Brian Mecum is duly appointed, qualified and acting under delegated authority, to sign on behalf of the Company, as Area Vice President Network. Dated: July 11,2014 r (^_^JKare|i M. Shipman- Assistant Secretary Witness my hand and official seal, this the // ^ day of July, 2014 (Official Seat) Official Signafure of Notary Arfsne C. Beli Commission # 2047583 Notary Public, State of New Jersey My Commission Expires Augusta, 2018 EXHIBIT A DESCRIPTION OF "PROPERTY" All that certain real property situated in the County of San Diego, State of Califomia, described as follows: That portion of Lot "J" of Ranch Agua Hedionda, in the City of Carlsbad, County of San Diego, State of Califomia, according to map thereof no. 823, filed in the office of the County Recorder of San Diego County, November 16,1896, being more particularly described as follows: Beginning at the most northeasterly comer of Carlsbad Tract No. 81-47 in said City ofand State, according to map thereof no. 10565, filed in the office of the County Recorder of San Diego County on January 17,1983; thence south 69°28'42" West 754.99 feet (record 754.89 feet per map no. 10565), along the northerly boundary of said tract no. 81-47, to the most northwesterly comer of said tract 81-47, said point being on the centerline of Glasgow Drive as dedicated to the public per map no. 10565; thence continuing South 69°28'42" west, 30.02 feet to the westerly line of Glasgow Drive and the trae point of beginning; thence continuing south 69°28'42" west, 623.26 feet to a point on the easterly line of an easement for public purposes for document no. 85-263533, recorded July 24, 1985, said point being on a curve concave westerly and having a radius of 1042.00 feet, a radial line to said point bears south 85°33'46" east; thence northwesterly, along said easterly line of Tamarack Avenue, along the arc of said curve, through a central angle of 23°03'26" 419.33 feet; thence north 18°37'13" west, 197.62 feet to the beginning of a tangent curve concave southeasterly and having a radius of 25.00 feet; thence northwesterly, northerly and northeasterly, along the arc of said curve, through a central angle of 90°00'00" 39.27 feet; thence along the southerly line of an easement for public roadway purposes per document no. 86-075424, recorded Febraary 26, 1986, north 71°22'48" east, 384.68 feet; thence leaving said southerly line south, 18°37'12" east, 150.00 feet; thence north 71°22'48" east, 130.00 feet to the westerly line of an easement for public roadway purposes per document no. 86-075424, recorded Febraary 26, 1986; thence along said northerly line, south 18°37'12" east, 460.04 feet to the trae point of beginning. Assessor's Parcel Number: 167-101-35 MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills EXHIBIT B CONDITIONAL USE PERMIT MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills EXHIBIT C DESCRIPTION OF "PREMISES' (See attached Site Plan) MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills o 1 a if i i ii I °13 S 1 II p I 3| J g ^ 38 • 'S i = i 1' I S i I a o > 5 s <S> ^ I ii i ! i 1 fA ll ll ii H Z a > o sa I z to 53: z o > 33 D m l— m aim !>!« X -I o ® ii ® ® n HS m Ut li ll 3 \ \ sR-'i^iiigPsoijiiiSsi ? siJlliipii^siSsi^^si i'r. s £-"*s-*ssis>-^qiHi°e^i5S o:ic=ci"*^§''iSs"5Ps|i 0 |3 33 5?=^ 1 H Ss si ii 3i ?i| i ii 5^1 III lii 58' •3^ is 'is ii Ip is s 3^ 8 fi s is, I M nil i I m ill i}i ip IP 11= il' is! ii i; Z si ii SI: ip s.-s Sip 63;: lis 2S> ggj^^ 11 IP 1 ii i 5S ? CD ^1 > i ; ? Ml! s ss il S Si ii s! o is a- ss 5 *s qs; IS S-S ii ii II Cd 90 ii«ii|^1?repil|ii|ipip||piiPi|i O" II D3 90 EXHIBIT D DESCRIPTION OF "COMMUNICATION EQUIPMENT' (See Plan Pages A-1, A4 and A-5 attached) MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills o s s 1 1 Ifsllfffllllffsf , ir 1 1 dd A-1 1 SHEET TITLE ENLARGED VUALT PLAN 1 PROJECT NAME -VERA HI 97 GLASGOW DR RLSBAD. CA 92C AN DIEGO COUN' APPROVALS PREPARED FOR P.O. BOX 19707 NE, CA 9Z623-! (949) Z86-7000 i w 5 S i 5 CO 90 io z D > 3J O m f-m % O z > I 1 m 5 ® Si 5S ® ® 11 a ii IP TO tOP OF CMSSON FOOTING MI lllJ llll CD 1 90 EXHIBIT E CELL SITE HARD/SOFT KEY ACCESS REQUEST FORM MASTER LICENSE AGREEMENT - REVISED MARCH 2014 Licensee Site Name: Calavera Hills CELL SITE ACCESS HARD/SOFT KEY REQUEST FORM VetlTOtlw/re/ess • Contractor • Vendor/Supplier Company Name Company Phone # Sub-Contractor for **PLEASE PRINT CLEARLY** LAST NAME: FIRST NAME: DRIVER LICENSE #: EMPLOYEEID# WORK PHONE: STATE: PAGER: MOBILE PHONE: ALTERNATE NUMBER: REASON FOR ACCESS: **PLEASE READ AND SIGN BELOW** I understand the Cell Site Hard/Soft Access Key and IVR pass code I receive are for my personal use only to supply services for Verizon Wireless, and are NOT transferable. I further understand activity ofthis key and pass code Is monitored at all times and I am responsible for this activity. Should any incident, including but not limited to damage, theft or vandalism affecting Verizon Wireless, occur where this key and/or pass code is utilized for access, I will accept full responsibility and both my employer and I Shall be jointly and severally liable for any associated losses and will compensate Verizon Wireless accordingly. I UNDERSTAND AND ACCEPT THAT ANY UNAUTHORIZED OR IMPROPER USE OF THIS KEY OR PASS CODE MAY LEAD TO MY TERMINATION AS A SERVICE PROVIDER TO VERIZON WIRELESS. Upon termination of my services with my contracting company or earlier if my assignment in providing services to Verizon Wireless is terminated, I will surrender this key to Verizon Wireless and notify Verizon Wireless of my termination so that the pass code can be deactivated. If this key is lost or stolen or if my pass code is compromised, I will report such fact to my contracting company and to Verizon Wireless immediately. I understand that I will be charged a replacement fee to cover the cost ofthe key (to be determined at time of loss). User Signature Date User's Manager Signature Date PLEASE PRINT User's Manager Name VZW Manager/Director Signature PLEASE PRINT VZW Manager/Director DATE