HomeMy WebLinkAbout2016-11-08; City Council; Resolution 2016-226RESOLUTION NO. 2016-226
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD,
AUTHORIZING THE CITY MANAGER TO EXECUTE A RATIFICATION OF AN
AMENDED AND RESTATED LICENSE AGREEMENT WITH STC ONE, LLC FOR
CONTINUED USE OF ELLERY RESERVOIR FOR ITS WIRELESS
COMMUNICATION FACILITY {2237 JANIS WAY)
Exhibit 1
WHEREAS, STC One's wireless communications facility at Ellery Reservoir has been operational
since 1997; and
WHEREAS, the wireless communications facility's Minor Conditional Use Permit (MCUP 08-01)
was approved in August 2006, and expired August 19, 2016; and
WHEREAS, city staff has negotiated an amended and restated license agreement with STC ONE,
LLC, for continued use of the site for its wireless communications facility ({{Agreement"); and
WHEREAS, on September 12, 2016 the city granted a Minor Conditional Use Permit renewal to
Crown Castle International, which operated the site for STC ONE, LLC (MCUP 08-01x1) for a period of
ten {10) years, retroactive to August 19, 2016, through August 18, 2026; and
WHEREAS, the Agreement will generate $43,564 in revenue for the city over the first year of
the agreement and will increase a minimum of 3% in January of each year, for a total minimum revenue
over the term of the Agreement of $499,417.
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.
2. The City Manager is hereby authorized to execute the Ratification of the Amended and
Restated License Agreement with STC ONE, LLC, which is attached hereto as Attachment A.
Exhibit 1
PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of
Carlsbad on the 8th day of November, 2016, by the following vote, to wit:
AYES: Hall, Wood, Schumacher, Blackburn, Packard.
NOES: None.
ABSENT: None.
(SEAL)
WIRELESS TELECOMMUNICATIONS FACILITY
CITY OF CARLSBAD
RATIFICATION OF AMENDED AND RESTATED LICENSE AGREEMENT
This Ratification of Amended and Restated License Agreement ("Agreement") made
as of the latter signature date below (the "Effective Date") is made by and between the City
of Carlsbad ("Licensor"), and STC One LLC, a Delaware limited liability company,
registered in California as Tower Company One LLC, by and through Global Signal
Acquisitions III LLC, a Delaware limited liability company, its attorney in fact
("Licensee").
RECITALS
A. Licensor is the owner of real property located at the Ellery Reservoir Site
("Property") located at 2237 Janis Way, Carlsbad, California 92008, and more particularly
described in Exhibit "A".
B. Carlsbad Municipal Water District and Licensee entered into a License
Agreement dated April 6, 2010 (the "Original Agreement") whereby Licensee licensed
certain real property, together with access and utility easements, located in San Diego
County, California from Licensor, all located within the Property.
C. 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 No.
MCUP 08-0lxl (the "Conditional Use Permit") attached to this Agreement as Exhibit "B"
and will be made a part of this Agreement.
D. 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.
E. Licensor and Licensee agree that the Original Agreement shall be amended by
deleting it in its entirety and restating the Original Agreement as provided for herein.
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
Licensee Site Name: Mt Kelly
BUN#: 880230
Equipment"), with an exclusive license for the interior of the equipment cabinet shown on
Exhibits "B" and "D", subject to Licensor's right of entry as set forth in Paragraph 28. 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
government approvals.
(b) The Premises may be used for (i) the transm1ss10n 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 construction, alteration, maintenance, repair, replacement and relocation of related
antennas, equipment, cables and facility and improvements related thereto, and (iii)
activities related to any of the 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 of this
Agreement and the License granted thereunder shall commence on August 19, 2016
("Commencement Date") and shall, subject to 2(b) below, be for ten (10) years ("Initial
Term").
(b) If the Exhibit "B" Conditional Use Permit expires before the date that is ten (1 0)
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 may be extended for an
additional term not to exceed ten (1 0) years 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. Licensee shall have ninety (90) days
following the expiration or earlier termination of this Agreement to return 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 ("Return Period").
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 the expiration of the Return Period, if Licensee is diligently pursuing renewal of the
Conditional Use Permit, and Licensee desires to continue operating its wireless
communication facility on the Property, Licensee shall pay Licensor an annual License Fee
Licensee Site Name: Mt Kelly
BUN#: 880230 2
an amount equal to two hundred percent (200%) of the 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 for its continued operations of its wireless communication facility on
the Property pursuant to the terms and conditions of this Agreement. For purposes of this
subsection (d) "diligently pursuing" shall mean Licensee's application for renewal of
Conditional Use Permit has been deemed complete by Licensor and no additional
submission(s) is (are) required of Licensee by Licensor for approval of the renewal of the
Conditional Use Permit.
3. License Fee. (a) Commencing on the Commencement Date, Licensee shall pay
to Licensor an annual fee (the "License Fee") of Forty-Three Thousand Five Hundred Sixty-
Four and 431100 Dollars ($43,564.43) which shall be payable in equal monthly installments
without abatement, deduction, or offset, on the first day of each month. 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) Licensee shall also make a one-time lump sum payment to Licensor in the
amount of Five Thousand Dollars ($5,000.00) for administrative expenses required by the
Licensor, such payment to be made within forty-five (45) days following the
Commencement Date.
(c) If any monthly License Fee payment is not received by Licensor by the fifth
(5th) day of the month in which it is due, the fee payment shall be deemed delinquent and
ten percent (10%) interest shall accrue 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 (1 0) 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 wireless telecommunication facility and equipment, including,
without limitation any specially installed or ancillary equipment required by Licensee for its
wireless telecommunication facility from the Premises and Property within ten (1 0) business
days, or if such equipment is not removed within such ten (1 0) 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.
(d) In addition to the License Fee defined above, the Licensor shall also receive an
additional fee for each additional user that attaches to the Antenna Tower (the "Collocation
Licensee Site Name: Mt Kelly
BUN #: 880230 3
Fee"). The Collocation Fee shall be an amount equal to fifty percent (50%) ofthe effective
License Fee. Licensee is also to pay an initial One Thousand Dollar ($1 ,000.00)
administration fee for each additional user. If the additional user's collocation agreement
expires or terminates for any reason, the Collocation Fee shall no longer be paid to 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) the initial granting of
the Exhibit "B" Conditional Use Permit or (ii) the subsequent granting of any extension of
Exhibit "B" Conditional Use Permit and (iii) the continuing validity of Exhibit "B"
Conditional Use Permit. This Agreement shall automatically terminate upon the expiration
or revocation of Exhibit "B" Conditional Use Permit, 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 under
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, construct and maintain on
the Premises cellular transmission equipment (the "Antenna Facility") in compliance with
Exhibit "B" Conditional Use Permit for Licensee's Permitted Uses described in Section 1(b)
above. Licensee's equipment building ("Building") shall house and contain the equipment
described in Exhibit "D" Communications Equipment. The Antenna Facility and
Communications Equipment are sometimes hereinafter collectively referred to as "Antenna
Facility". A full sectored array shall mean (i) 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. The Antenna Facility shall be
constructed, installed and operated within the Premises.
(c) If required by Licensor, Licensee shall install landscaping and irrigation
(collectively, "Landscaping") on the Premises in conformance with the approved site plans
as described in MCUP 08-01xl. 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 entitled to avail itself of any rights afforded to
tenants under the laws of the State of California.
(a) No collocation shall be permitted onto Licensee's Antenna Tower unless
collocation was first contemplated and authorized in the companion MCUP 08-01xl and
Licensee Site Name: Mt Kelly
BUN#: 880230 4
this Agreement. Notwithstanding the foregoing, Licensor hereby consents to the collocation
of Sprint and Clearwire existing on the site under the Original Agreement.
(b) 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 facility on Licensee's Antenna Facility.
(c) 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 of the 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 Warranty. Except as otherwise expressly set forth herein, Licensor makes
no warranty 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
7. Licensee shall use the Premises solely for the purposes allowed within the scope
ofthe License. All Licensee improvements shall be at the Licensee's expense. Licensor will
maintain the Premises in a reasonable condition.
8. (a) Licensee shall operate its Antenna Facility in a manner that will not cause
unmitigated interference with the use or enjoyment of the Property by Licensor and other
lessees or licensees in and/or on the Property as of the Commencement Date of the Original
Agreement including, if applicable, but not limited to, the HV AC 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
Governmental Requirements (as hereafter defined), rules and regulations including, but not
limited to those of the FCC and the Federal Aviation Administration ("FAA'").
"Governmental Requirements" shall mean all requirements under any federal, state or local
statutes, rules, regulations, ordinances, or other requirements of any duly constituted public
authority having jurisdiction over the Property (including, without limitation, the Premises).
Licensee Site Name: Mt Kelly
BUN #: 880230 5
(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 rules 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 rules and
regulations has not been corrected within thirty (30) days after Licensee receives notice
thereof from Licensor, Licensor may require Licensee to remove the specific items from the
Antenna Facility causing such interference until such interference ceases.
(d) 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 of the Property by Licensor and other licensees or occupants
thereof existing on or before the date on which Licensee commences such use. Licensor
shall be under no obligation to exercise the duties concerning interference described in
Paragraph 29(b) below with respect to a future use of the Premises by Licensee as described
in this Paragraph 8( d).
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. Licensee is required to comply with all-applicable federal state and local laws,
including FCC regulations, City of Carlsbad City Council Policy No. 64, and related City of
Carlsbad Municipal and Zoning Code provisions, as amended from time to time.
11. (a) Licensee is required to secure all necessary permits or conditional use
permits from any governmental 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
governmental 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 entitled to perform without
Licensor's consent, equipment repairs or replacements with 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 construction or installation of Licensee's modified equipment
Licensee Site Name: Mt Kelly
BUN#: 880230 6
not less than five (5) business days prior to such date. Any unauthorized modification to
Licensee's Antenna Facility 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 twenty-five (25) days in which to commence 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 twenty-five (25) days.
Licensor may not maintain any action or effect any remedies for default against Licensee
unless and until Licensee has failed to commence to cure the breach within the time periods
provided in this Paragraph.
(b) Licensee is required to 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 title 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 a direct result 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 California Revenue and
Taxation Code section 107.6 and agrees it is solely responsible for the payment of these
taxes.
13. (a) Licensee shall, at Licensee's sole expense and within one hundred eighty
( 180) days after Licensee's receipt of written notice ("Notice Period") from Licensor to
protect, temporarily disconnect, relocate, modify or remove (collectively, "Relocate") its
Antenna Facility, Communication Equipment, Building, and/or other property if Licensor
determines, in its sole discretion, that Licensee's Antenna Facility, Communication
Equipment, Building, and/or other property are inconsistent with or interfere with
Licensor's current or planned use of the Property or Premises; provided, however that if
Licensor requests Licensee to Relocate prior to the expiration of the seventh (ih) year of the
Licensee Site Name: Mt Kelly
BUN#: 880230 7
Initial Term of this License Agreement, 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 governmental 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, may 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 Relocate its Antenna Facility, Communication Equipment,
Building, and/or other property within the time period specified above, Licensor may
remove the Antenna Facility, Communication Equipment, Building, and property and
charge Licensee for the actual cost of removal and storage. Alternatively, upon Licensee's
request, Licensor may approve the abandonment of Licensee's Antenna Facility,
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 Antenna Facility, Communication Equipment, Building, and
personal property to Licensor in "as is, where is" condition, and without warranty of any
kind.
(c) In the event that Licensor determines in its sole discretion that it is no longer
practical to allow Licensee to use the Premises for Licensee's intended purposes, then
Licensor shall have the right to terminate this Agreement, which termination shall be
effective no sooner than one (1) year from delivery of written notice from Licensor to
Licensee. If Licensor requests Licensee to remove its Antenna Facility, Communication
Equipment, Building, and/or other property within the time period specified in the written
notice and the request for removal is made prior to the expiration of the seventh (ih) year of
the Initial Term of this License Agreement, Licensor shall pay seventy-five percent (75%)
of Licensee's reasonable costs and expenses related to such removal of its Antenna
Facility, Communication Equipment, Building and/or other property at the Premises.
Notwithstanding the foregoing, Licensor may allow Licensee to install a cell site on wheels
("COW") on the Property for up to one (1) year, while it seeks to obtain another location to
site its facilities. In the event that Licensee is unable to obtain, within such one (1) year
period, despite Licensee's diligent efforts, Licensor may, in its sole discretion, 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
Licensee Site Name: Mt Kelly
BUN#: 880230 8
all rights it may have under federal or state law for relocation assistance benefits, if any, if
Licensor requires Licensee to remove 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.
14. Intentionally Omitted.
15. Licensee shall exercise due diligence in utilizing the Premises of Licensor so as
to not interfere with utilization of the Property or Premises by Licensor or other authorized
persons, and Licensee agrees to comply with any rules and regulations Licensor may
promulgate at any time in reference to utilization of the 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) Licensee shall 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 negligence or willful misconduct of Licensor or its agents, employees or contractors. In
addition, except to the extent of the negligence or willful 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 of the 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
interruption 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
attorneys' fees and liability incurred by the Indemnified Parties in defending against such
claims, whether the same proceed to judgment or not.
17. (a) Licensee shall 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 with 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 the State of
Licensee Site Name: Mt Kelly
BUN #: 880230 9
California. The insurance carrier is required to have a current Best's Key Rating of not less
than "A-:VII".
(b) Licensee shall 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 limitations 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.
1) Commercial General Liability. $2,000,000 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 limit.
2) Automobile Liability. $2,000,000 combined single-limit per accident for
bodily injury and property damage.
3) Workers Compensation and Employer's Liability. Worker's
Compensation limits as required by the California Labor Code and Employer's
Liability limits 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 occurrence 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 it and will not be canceled by Licensee without thirty (30) day's prior
written notice to Licensor and the City of Carlsbad in accordance with Paragraph 32
below.
(d) Upon Licensor's execution of this Agreement and annually upon policy
renewals thereafter, Licensee will furnish certificates of insurance to Licensor and City of
Carlsbad.
Licensee Site Name: Mt Kelly
BUN #: 880230 10
(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.
(g) Licensee may self-insure any of the required insurance under the same terms
and conditions as outlined herein and will provide Licensor notice of intent to self-insure
along with a Certificate of Self-Insurance outlining the required coverage.
(h) The limits required by this agreement may be met by a combination of primary
and excess or umbrella policies.
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 known by the State of California 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 of this provision by either party, the other may terminate this
Agreement upon thirty (30) days written notice to the other (unless such breach is cured
within such thirty (30) day period) and pursue any remedies to which it is entitled by law.
19. If necessary Licensee will install at its own cost:
(a) a separate electrical panel and meter for its Antenna Facility and
equipment and be responsible for all electrical costs attributable thereto.
(b) a separate water meter for any landscaping required by Exhibit "B"
Conditional Use Permit or other federal, state, or local approval and be responsible
for all water and maintenance costs attributable to this requirement.
20. Licensee shall provide Licensor with "as-built" drawings for the Antenna
Facility within sixty (60) days after the Antenna Facility is installed.
21. Licensee shall perform the installation in a neat, responsible, workmanlike
manner, using generally accepted construction standards, consistent with such reasonable
requirements as shall be in imposed by Licensor.
22. Licensee shall repair or refinish, at Licensee's sole cost and expense, any surface
or other portion of the 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 its sole discretion, but without
Licensee Site Name: Mt Kelly
BUN#: 880230 I I
any obligation to do so, repair or refinish the damage and Licensee shall reimburse Licensor
all actual costs and expenses reasonably incurred in the repair or refinishing.
23. Licensee shall ensure that the Premises are maintained in a clean, safe condition
and that Licensee's Antenna Facility is in good repair and free of any defects.
LICENSOR'S OBLIGATIONS
Licensor will:
24. Allow the construction installation, operation, and maintenance of Licensee's
Antenna Facility on the Property and Premises for use by Licensee, as approved in Exhibit
"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 own equipment.
27. Grant any necessary temporary right of entry for as long as this License is in
effect for electrical and telephone service to the Premises.
28. Licensor and its 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 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 submit to Licensee the "Cell Site Hard/Soft Key Access Request Form"
attached hereto as Exhibit "E". Licensor shall use its 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. Subject to Paragraph 29 (a) and (b) below and Licensee's other rights under this
Agreement, Licensor reserves the right to enter into agreements with other parties,
including, but not limited to additional Carriers for use of the Property. In the event that an
additional Carrier is licensed to use the Property, it shall be such Carrier's responsibility, at
Licensee Site Name: Mt Kelly
BUN#: 880230 12
its expense to ensure that such installation is constructed 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 construction and installation of the Carrier's facility 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 Carrier's approved facility, equipment and
location shall be made compatible with Licensee's facility and equipment at Carrier's sole
expense. Except as otherwise 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.
(a) Licensor shall not permit third party lessees, licensees, or agents to obtain rights
to the Property, after the Effective Date of the Original Agreement, 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 result of the transmission or reception (or
both) of radio, microwave or other telecommunications signals by a future third party 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 third party future
lessee, licensee or occupant, subject, however, to the provisions of Paragraph 8(d) above.
Licensor further acknowledges that interference with Licensee's operations from future third
party lessees, licensees, or occupants may cause Licensee to suffer irreparable injury and
entitle Licensee, in addition to exercising any other rights hereunder or under applicable
law, to seek the immediate enjoinment of such interference against the interfering third
party.
(b) Subject to the provisions of Paragraph 29( a) above, Licensor reserves the right
to license other portions of the Property to other third parties during the term of this
Agreement and License. Accordingly, Licensor agrees that any other third 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 third person or entity's equipment causes
such interference, Licensor will cause the interfering third party to take all steps necessary
to correct and eliminate the interference or such interfering third 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 concerning the prevention
and/or correction of interference shall be subject to Paragraph 8( d) above.
Licensee Site Name: Mt Kelly
BUN#: 880230 13
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 California, and the parties waive all
provisions oflaw 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, return
receipt requested, or via recognized overnight 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.
LICENSEE:
Global Signal Acquisitions III LLC
c/o Crown Castle USA Inc.
Attn: Legal Dept.
2000 Corporate Drive
Canonsburg, PA 15317
(Site: Mt. Kelly 880230)
LICENSOR:
City of Carlsbad
1200 Carlsbad Village Dr.
Carlsbad, CA 92008
Attn: Curtis Jackson
Title: Real Estate Manager
33. The waiver by Licensor or Licensee 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 of the same or any other term, covenant, or condition of
this Agreement.
34. If any part of any provlSlon 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, distributes, executors, administrators, successors, and assigns.
Licensee Site Name: Mt Kelly
BUN#: 880230 14
36. The terms and conditions contained in this Agreement supersede all prior oral or
written understandings between the parties concerning 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 its capacity as regulatory authority.
3 7. This Agreement shall not be modified or amended except by a writing signed by
authorized representatives of the parties.
38. The above recitals are incorporated into this Agreement
39. All identified or referred to Exhibits are incorporated into this Agreement by
this reference.
40. Deletion of Original Agreement. Licensor and Licensee agree that effective as
of Effective Date of this Agreement, the Original Agreement is hereby amended by deleting
it in its entirety and restating the Original Agreement as provided for in this Agreement.
Licensee Site Name: Mt Kelly
BUN#: 880230
[Signatures appear on next page]
15
IN WITNESS WHEREOF, Licensee and Licensor have executed this Agreement
effective the day and year first written below
LICENSEE:
STC ONE LLC,
a Delaware limited liability company,
registered in California as Tower
Company One LLC
company
R.Christopher Mooney
Vice President
Title: ------------, .. :.liiJ
Title:
Date: ===~=~=~==i=z=.:.._~ ....... 6======== I I
LICENSOR:
City of Carlsbad
ATTEST(
CityClerk\ LAD. i!7!l1Jf~
Date: /,;z),;J.o!Llp
If required by Licensor, proper notarial acknowledgment of execution by Licensee must be
attached. If a 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, Director, Manager
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: CELIA BREWER, City Attorney
By:
AssistB:HfJ1Deputy City Attorney
Licensee Site Name: Mt Kelly
BUN#: 880230 16
EXHIBIT A
LEGAL DESCRIPTION OF PROPERTY
ALL OF THAT PORTION OF LOT "J" OF RANCHO AGUA HEDIONDA, IN THE CITY OF
CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO
MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN
DIEGO COUNTY, NOVEMBER 16, 1896, DESCRIBED AS FOLLOWS:
BEGINNING AT THE MOST NORTHERLY CORNER OF LOT 17 OF OCEAN
VIEW ESTATES AS SHOWN ON MAP THEREOF NO. 5825, FILED IN THE OFFICE OF
THE COUNTY RECORDER OF SAN DIEGO COUNTY, JANUARY 25, 1967;
THENCE NORTH 58° 59' 34" EAST, A DISTANCE OF 242.89 FEET TO THE TRUE
POINT OF BEGINNING OF THE PORTION TO BE DESCRIBED;
THENCE FROM SAID TRUE POINT OF BEGINNING SOUTH 23° 20' 06" EAST, A
DISTANCE OF 200.00 FEET;
THENCE SOUTH 65° 20' 06" EAST, A DISTANCE OF 103.00 FEET;
THENCE NORTH 66° 39' 54" EAST, A DISTANCE OF 115.00 FEET;
THENCE NORTH 33° 41' 38" EAST, A DISTANCE OF 62.67 FEET;
THENCE NORTH 10° 32' 29" WEST, A DISTANCE OF 139.44 FEET;
THENCE NORTH 69° 20' 06" WEST, A DISTANCE OF 180.00 FEET;
THENCE SOUTH 58° 59' 34" WEST, A DISTANCE OF 139.14 FEET TO THE TRUE
POINT OF BEGINNING.
AS SHOWN FOR CONVENIENCE SAKE ON ATTACHMENT "A" ATTACHED
HERETO AND MADE A PART HEREOF. (16-A)
Licensee Site Name: Mt Kelly
BUN#: 880230 17
, ..
' , • ,
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II
Licensee Site Name: Mt Kelly
BUN#: 880230
J._.
'-~·
EXHIBIT A
~"'I
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18
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"" N ;;»
Licensee Site Name: Mt Kelly
BUN#: 880230
EXHIBITB
CONDITIONAL USE PERMIT
(See Attached MCUP-08-0lxl)
19
Jon Dohm
Crown \.astie l'lmt~atiOflal
s:e 107
u1 but camll<l ~m•t
~~!.) Solrtma, CA 9UOI
(Citvof
Caflsliad
Ulf!CT: MQJP H;OJ!!) • rg U! Mm!M! m!I-~IlK! to illklw the corll!n.-lcptratloll alld
matlllf'~f! of a ~-~ rolntnllntC.tlbf! f<~,tJilt\' ~.!!I'd i!l 2?~7 Jafli~ Wl'f, In tl•to II-A·10.000
Ut!"''ld~al ~gritultllll'!f ZOM and ltx111 Ftdfi!ie M1~mttn! 2ooll t
The Cltr f'lcnner ~ ~eted 11 rMew of your epplicatlon for a Mii'IOI Condllbnalll$1! f'eanit MCUP
OEH»x~ for the t011ti!lUtd ooemion of I wirtle» a>mmllnic41iorl f«illty ~ttd It 2237 1Mi1 Way A
nQtiee wts sent to JitOJ>ti'TY owners wi!llin a 300' red'M of 1M Nbjcc:t I)IOptrly reqwstlnt comments
regartJrc the 1bcm l'e(llK!St. ~b were rece!Vtd within the ten !fly ootia: period (todinc on .Ill..,
18, ~016la!lli a re~st tor an Anl'li~ll'llbve Hczri~~C ~~m filec. On tl.lly 27. 2Clli. the City n.nner held
a~ Admln.t1.1r.ltM Heannc to COf!Siclet said reMa PWiic testimony wa ld~. Met careful
<~~~~of the evmee prem~ted at tile Admims111twe Hearr.,g, the atv Planner has Cletermmed
tllat the to\lr ftlldlf18$ Jeillllred tcr gran~ a M!norConclit,onal u~ PM'ml1 can be fl'll!de and tltm!fo11,
APP!tOVB el!lf re<)\10~ ba$0\i or! UIO lolowll'l& flnltnp 1M eonditlor4
That tilt' rfQIJMlfd IlLII " l"lfCtttSI/'V or oorabtt fOI tilt dwtklpmtnt ot tile comm!.l!lty, and IS In
harmoov with ttw vJtloo\ ~u ilf!d objl!aM>s of the sener11 plln, mlud~~&lf appliCable, lhe
c~:<llfled klul roi~Sti!IJXlVl!'ll. Spi!t1llc J8n or masttr plan In lMt thluulc COMIIail' wl1tl tM
e-ta! Pliw! In thilt the lt-4 Rltsldentlall.llnlf Ike ~on doll$ l'liOt .,....,... U.. proWion fll
wna. Commutt!Q11on Pt<l~ {WCP)-. The wa Is l«:lltM on a public llllllty II'ISI:allatlon 1t1 a
~,ldtmlal mM (Eller, RaerYDitl wflldl h not publidy aam11btt 1M thllrl!foq Is a Jftftl'f..t
locltloo JIUI'SIIIIrt ll:l aty O:lulldl JIQky No. 14. ~ ComnurniUtlon F1dldts. The profe'ct's
locltloo and mlih fut palm tm flesicn also enable the ptOjee!ll:l ~ wth: thl Gtemnl Plan
obfeetiws that_. to !Uifttaillend enbla c.mtw.rs llllltlrMCe.
:l. lbtt the retlt~~:~d use 1$ not detrimental to cxlstlnt WitS or touRs ~ly wmitted ;n the mt~t
In wtuclllht p~ we Is kl be ~ in tim: h uiltinc wa wll not mult in any lldcldoMI
bulldl!w CIOYttaP and tllln Wil uno ~tothee.xlsli• fit~.
~. ihat "'' sb ror the prOfX!Md eond!tiolllf uce IS adeq\Jite in s~M and s!\3po 1Cl a«oMIIIOCII!te tile
Yii!Js, setb~li:s. wails, l'ei!CK, putln& loldlftS ~ buHtr 1rex. l~!'laK:ap.lr!S and otht'r
(ommul'lity&E~:ooomk ~v~t
li'bMIIIO Ollll«ttn lllhlWMlt """'1141~ Dl +tiD·fll4 r~~ l i'!'l;<!!flt4'm!HI ~~<...,thiW:~ ~
Licensee Site Name: Mt Kelly
BUN#: 880230 20
MCIJP OS Oll€1-PC$1SO MOUNT KEllY
Septembtt 12, 201G
~Mi~~~@
dev.-loptN~nt ft.~ttn> prtsoi.l43d in lhi$ eo® and rtquirt!d by thll City Pl.ann~r in ordtr to intt&ratt
the list wid! other l»t$ In the ntlghborhood ln ttlat the wa ., e>Utlllfl and 1'1() rnodlfkriom 1ft
beln& propoHd. The odlfn•l•pPRMI or the use -•••ted on
4. 1 hal thE Stftl!'t systtm strvi!l! t!\t' ptOI)Osed UU !$~·to ptOptrty tla!'ldlfQ all traftic 8tlltl'attd
by t~ pfOPO$td ust tn tMt die \.~~fUnned WCF e.ce woulcl rtq1tlre, on :Mir.J811 only molthty
malatenance "'sit$ and occdoltlvblts In respome to opmtlontl problems.
s. That thE prooost>d WCJ isOJI'Kistf'ntwlrllOtvCcltn:iiPolicy No. 64 in thath lsloc31H lnanKidlntl:al
zone on the siW of a I'IOI'l-publidy acctaibll puNt utfty imtlll:ttion OMIOd by tho CarlsM4
Munidpol Water District (Ellery Rosei'IICikJ, which tile Polley We:ntHies at a ,.md loeatioa for
WCfs. Also, 1hc ptulenteni'8J are loaUd within 1 ft&l)( ptlm tree and the equipment boltes wt
s.atttned by pultk vetw by a stope am:t lald!lalplfll, both ofwhkh CDnlplr wllh the Pollcy'sdutp
IUldellnel for sttalth dulp. Ft.lf't'tltri'IO, tM projfld ... bHn condltielned to comply witt\ tM
~ulttrntnt to ruintain «~mpli~ with FCC IF bposun GuldtliftH.
6. ~t lht City Planner ht) d~ttrmmed t!Nt the pro.iet.t beklnr> to • tm$ of J~VietU thtt the SUite
~cretarv tor P.esa.ntS has found ib ROt have a sttnltleant :mpan 011 thP erMI'OI'II'Dtnt. and r IS
tll.trtfott eat~ly txtmM from tht rtqUirtment tor tht pteparatiOft of envlrcnmtntll
doeume!'lts pursuant to Section 1$301-EXISTING FMI.ll'V, of tlht state CEO.A GUdelt~es, In malOne
thi~ det~rrninMion, lbe: City Plann~r ht~ found thtt the tx«::ptiom li:$ttd in ~tion 153002 of the
state CEQA Guidelines do rot aPJ)Iy to !Ills proj~t
7. The Planninc Commls.'ion hx rwlc:!Ytod t.kil of tho O*tions itnpoS<!d on tbt Dcvelopercontaintd in
this ~$0lution, and hereby fincb, ln this mse, that the e)llctlons are Imposed to mitigate impacts
taused by o.r reasooably rdated tQ die proje\,1, il11 dw.! exWtlt aad ~ Oeilet or the eXlll::llon ~ !It
rcolllfl proJX)nlona~ m thE lmpr. caused bJ thE projtet
1. Approval Is era!lltd fer MClJP ti-Olll as shown on Exhblts "A"'-"D" diti!Cl Se~ 12,201600
ble m the Plllming Oivi$l0n .w:1 mcorporatftl htrt+n by rtftttntt. ~nt shill occur
sullstantialiy at $hown ~ otlttrwist notttl in tfleso <.Ordtions.
2. If anv of the followin& wnditbns fd to occ;ur, or If they ae. 11v lhek' letnts, to bf lrm>lemtnled iOO
ma~ntalnt«l ~>Ytr Ume, lf any of sll(h toldtlols fall to bf $0 Implemented and mamwned acrotdlne
10 t~r t•rms. tbt Oty shall haw tilt risJ'It to ri'/Okt Of mcdfy allapprcwals bettin 81fttd; dtny or
further condition issuante of all future buildlnc permits; deny, revoke, 01 fut1her condi!ion all
eertifb1ts of O«uppi''C'{ iS~ued under the IIUthority of ·~ ~ncremd; record a noll« of
vbiatiOfl on the PI'OIIelt'¥ tile: lnsd.ute and prosecute l1lptl:)n to compel their comP'QPa'! WlttlsalO
tolldltlon$ or SHk damapc fl:lr thtlr vio~. ltio wned riahts art galntd by Otvtloptr or ;
tl.l«tfwr in interest by the City's approqt of this: Minor Q)ncltiOJSal UH hrmlt.
3. Steff is •utOOrized and <ln:tted to me, or rtQuire the Ofveloper to matt, •• mrn:ttte ~d
IOOdifkatiOJIS m the MCUP O&oOW ~ • net:eSAI'Y to ""'*them lmtlmaltv ~~nt n
m mnfonnity ~ tilt final action on ltlt pi'Cjtrt O.WopNnt sNII occur substantially" shown on
the approved bhlb!U. My proJ)<>ttd dtvtloprHn\ dfftnnt m tl\is approwl shal require M
amendment to this ~L
Licensee Site Name: Mt Kelly
BUN#: 880230 21
MCIJPOt..Qlxl -P(S 150 IAOUfff l(fU'V
St:!ptember 12. 2016
~. Tte Developer/Operators hi~ and does nereb{arree to ~rnllttv. orotPI'1, ~t~n<l aft(! Midharmt!s~
tnt lrty of t:an~d. It~ Ct>!lll<'ellr'l4!!mNns, oftctrs, ~OVtli's, agents, a no rt,:·no~ntativti, from and
asainst any and al :iablitits, knses, dafN~tS, Ct'tlllnds, dahm and C0$1:S, ir~dudirc court COSt$ and
attome(sfe~l ii'OJ!red by the City orbin&directfyorindite<tly, from (a)Cw/$ approval and issuance
oft Ills Minor Comlltlona! uw Perrmt ttl) Oty'sapprovat or lss~t of any permit or actiOn whether
dl~~lonary or non-dlsaftlonary, ill ronMC'OOrl wittl th! use contemplated hl!ttll"', aN'I (tl
Dtwiopc~r/OJ»~W'' intlabtion and opqration of the fadlit)· pc~rmtted hfreby,. indudins without
hmitation, lr!llnd aM tmb11itles oris,ns 1rom the e!riss&on by the f«ility ofclectrorr,..netic fields or
other erte'lV wtves or em iss~
'l liP Develo!)!l'r shal co~ with all applicabiP ~n'lisJOm at tedernt, s:tatE>, aoo local orchr\ances: tn
efiect at th. time of bv~dins permit imsance.
(). Titb p•oject $hall cClmply with all conditions •Uld mitlr.atlon measure~ wt•lch art req"lrtc1 i$ part of
t.ht 7one 1 lOUI Fadfltitr> r.41tlitlement Plar and an; amendmellt.S made l£l ttlat 1!1an pnor r.o th!
IUlJai'IC& of bUIIdlf'l8 Jll'ml it~
7. MCUP08-0b:1 shtll be rt\·~wtd by the Oty Planner ott • y1:arly b.:ti> to detc:m'line if alt Q:Jnditionl of
thl) perml! have beer1 met and that th! us.t> ~ not htvt' a substantial neeatm et'fect on s.urmur1d~
ptoptrtit!s or ;he public ~ann, saftoty and aenera! "Neifare. If~ Clty PlaMef dP.tlrmlnts that 1)
tht m100r rondltlona 1 u"' pc~rmlt WM obtained by traoo or INsl'l'pl'fSGnbtion; or 2) tilt ust for which
f>Uch approval is grnnted is not being ~rti~d; or 3) the conditions of approvel have not been tnet;
or 4) tile minor conditional usc permit b bt~ or lllCtntlv has been exerd~ cootrtry to ony of the
tel ms or toodllbns or •PP'~; or 5) the use for which suct1 apf)r(MH was ~finted has ceased to exist
or has been suspendfd for OM ~ar or more; or 6) tN!I ~ I$ 1n Vk>la!OO of any ttatute, ord~•.
taw or r'ftUiatbn; or 7} the usa pc~rmttted by the mtnOr conditional ult permit i$ bt~ or has been !1:>
c:!'Xercistd as 10 bt detrir'nontal to the public healtr~ ~fety or ~rt or so as to constit~o~te 1 t\1.1~,
the City Plonner shill hold tn inbmol publk: he11rirc and after providing the penniUH the
OJlPOfiunity to bE' ~ant ltre City Plilme>r may rerott' and tl'rmlnate tte flllnoro:ll"ldltlonal ust petl!'lit
In wt1ot! (J( fn part rpafflrm the mmr rondit!MaltKe pwmit, mot~iiy the condition~ or impost ntw
conditia~.
& This ConditioMI Use Pemlit b panted For 1 period of 10 ltttn) yeats retroaalniV fro111 Aucust ~.
2016 tlm:mgh AUptt 18, 20Z6, ThiS permit may be ~ 81 arrt time aftt<or a pvbiiC tleariflt 1f 11 s
found tn;at tho us:t ha' a ~tlbstantlal dttrwn•ntal effect on S'IJI'1'0Undins land uses and thf public's
health and wtlfan!, r:K thll conditions imposed hcreill h11ve not been met. Thb permit rn.y be
eK'Iend<'.'d for a reoSOMbk period of the rrot 10 e~ 10 {tt•) ~upon written applcetlon of the
permittee maoe no Is \bill 90 c:a,s prior to the ex»~nruon date. The Planarrg CommiSSIOn MaV not
etant such ectfll510n, unitS'S It finds that tMMSI'P m SU!:Mtantial neea~ •tt.rts on ~rroundinSiand
lRM or thf pUbic's health and Wl)lfate. If I substantial flleS<ttive effect On $Uf1'0\.ll'ldjl1i! land U$0$ Of
the public's health and welflrt is found, the e>etenslon sholllm denied or panted with conditions
wi'Kh will eliminate or subltantitly reduce SU(h eife~:b. There bm knit to the nuntber of ex~
the Planninc Co11m~ion mllY crtnt.
9 ~lopi!r /Opc~Dtor shall comptr with tl'lt Fteleral Communication Comn~iPion'$8uidtlines on lmlb
tor human t~um to facio hequlillnC'f (ltF) .aectromagnetic Field$. Within si:K (61 mol'lths after the
isswnce of occup~tq, and with onv time e~mion or emendment requ~$. the Otvefo~r/Operator
Licensee Site Name: Mt Kelly
BUN#: 880230 22
MCUP Ol!·Ohl-PO l ~0 MOUNT IIHLY
Septerrber 1.2, 2016
!'!!1!04
shall soomlt to tlle Uty Planner either tl) venfa::a1Jon tllit the project is c:at~lty exc:IU<Ied from
having to rtcMerrnq comp•3ne2 wltl'l the RF el!posure guidelinto~ peor 47 CAl §1. U07Cb) (1); or (211
project i'Y'Iphunent<~~tion r•p<lrt whicll providel cumrulatiw fitld meawrements of Its: emit>~ons of a1
antenna1 inst.tlled at the subje(.t slt~. The report shal quantlfy the 1\f emil!lliom tlld compere t~
rtiiJI~ with tile ~Uft! lhnlts establtshed ~ the FCC ~lmes. Said report shall be r.ub.iel:t to
rfNtf'W and approval~!¥ th& Otv Ptan .. r to• ron~ with tM PmjeCt't pn-llm:n:~ry rf'port or RF
~l!pOSIYO submitted with tho illitial projeet application and tor COf'l!;is;lenc.y witin the FCC suide!inn.
If, on r~iew, the City finds that the l'i-oj«t doe$ not rn«t t~ rtts~lines, the City may revolce CY
modify ttl:) ton:ltlon41 use pennll.
10 Dev•loper mal rt'clftiln the tlc:llrty • to mount the J1aN11 antea11.u as d«K.e as ponible to IN! fllull
palm ttW •ml ad.tllddi1ioftal pJllm frollds to co,.,.ty witt1 the sWalth dfticn c:riWril of City Council
Poky No. 64 within ON yew from appn:~~r~l.tate.
llf.Vt>IOpil>r Shlilll submit fO U\i> City PlaMPr, .a 14' l( ~-cnpy of fM Slta Plllll and Bf!va1tonl ~Tift£
the eone!itlon~ ao,:>roved by the tin.al dtdsion m~kt!'IJ bod!r' The ccw shall be submitted to the Ctty
planner, nwiowlld and, i1 found &~ptoble, signed by the city's prc>Fct planner alld pro~ct c:J16ineer.
l2 OeveiOI'('I Shill: l('p(Jr1, In wrllll\e. 10 the City P'iilll1ef Wllhlr\ l10 diVS, MY ooarm dt~ from that
wll•dl•~ (1\!lwn Ofl tht> peorrnlt applicatiOn.
Of'\fPIOPfl'f Vial• tolllPf\! With the> City's Storrnwater lt.UI.If!Oil§. latest Vl"rs!On, and shalllmptemeot
bttt man.aaemen\ practau at ail ~s. h't trta."'a&ement practKes ill(ludt but attnot lnited to
po5uticn tre~ttment pract>a::s or devices, e•o~ co.ntm' to prevent $!It runoff durif'l8 constttlction,
gtweral t~!>c:eping ;;noctw. poll~ttlon ~>tevcntbn and ed~tlonllll proctb,, mail\~
Prcce!IU't" iVId Other m.artalllmel'!t practb!S or ~ to prevent ot rtduat rhe dlu:Nrp of
Jl(ll>\itantSc to storrnwater, rtc:e!vq wat.r or stcrrnwaler CO!Wtyanc.e syr1em to tho mallllmum extent
p!lac:ticablo. Dovek>peuhailnotify pro~e OWI'lll!l'$ and tenants of the: above requirements.
1. Appn:::v.1: of thi$ roqu.st $hall not exc~ compli~nce wilt. all appliaab!e section' of the Zoning
Ordinance and alother cpPic.tble City ordil'l6f'llCes in effe<t Dt time of b;rildlns permit isswoa:, ew:pt
u othes'wl~ $'«lfallr provided herein.
Ptam~ odtr\flflaltion (addrtruf) mall be provided ronsist•mwttl'l Carls:t»d Munictpal Cod• Stetion u.ou:w.
Licensee Site Name: Mt Kelly
BUN#: 880230 23
MCUP OS Ob 1 PCS :1$0 MOUNT <ELL Y
September U, ~OlG
~-'~?Jtt: s
NOTICE
Pie-take NOTICE !hat ilppi'OV11 of your pl'tljttt incllldes thll •i!"flposib<.lr" of fM~. dedcatlbm,
rtufi'Vetions, aotber el«!Ctions hereafter coliectlYel( referred to for ~n<:n<:>e M "'fees/e:c4c:tions."
You have 90 days from tilt dell~ of fttal ilDPrwcllto pro1est l~ltbll of theSe f~s/exactl<lns. If 'IOU
protEm them, ¥<JU must tc:mow the! prot~st procedure~ forth In ~mmllnt Cod• ~n 600lO{a), and
tk tt1• protMl and ~ otntr rtql.lirE(! mormation with tht Oty Man~t>r for prOCt$$l'l'yS in """rdence
witl1 carlsbad Munlc:tpel Code SectiOn l.J:Z.OJO. Faaure to trnely follow thet procedure wil her any
sulmi~·Quent le&.i!l «:tk>n to!llll!Ck, r~w. ~ <nide, void. or .nnultheir i:lopositltw.
You a!'l" h£>~ WR1HU! NOTIFJE:!) that your rfsht to protest til• !i>pl><:ifio>d '"sjexactiont OOES ijQT
1\PPl Y to water and ~a eonnet:Uon fees lll'ld capacity chergu, nor pllll'll'l~ ~onlng, &radlns or other
slmilcr applicot'ion prot:e~ or $Ctvic:e fees in connec:tioo with this p1Qjec:t. NOll DOCS IT APPLY t<> eny
fee~exaa<oosof lll'tlli:.ll vou have ptt"vl<>u51v bet"n g~vt>rla NOT(;E $ilflilar lo this. <~rasto whicll tilt sta>ute
of ltrrlftatiOf'IS tlas Pf1'VIOU~Iy ot~rwts~~ @!Cpln!l
nus decision mil'!' be llppealed by you or any other m<:mb<':r of the public: tc the F'lannll'lf Co!"flmisskm
nithin ten day~ of tile date of tt1ls ~Ue1. Appe~s rnust be :sthnittc:d in wtitinllO tile P111nninc Division
at 1535 farada~ !\ventre 111 Cadsb.!d. along with a J)itVment cf $673.00 J)lu~ notklnt f~s. The flq of
n1rtt appt>al wthll'l !i>UCil t•~ limit 'llal; st<ly ttw1 efflx'tlliO dat~ of tile order of tt1t Oty PlanMr until fiuch
time "'"final doti•bo ofi the appeal is reaehed. ffyou ~ lll'f qaest,ons n:!t;ardin& tbis matttr, plc:ue
feel free to «l'lbct Chrb ~li'ton Ill (160) 00:2·4624.
c Sonal lhakur, COR£ Oevd::JPrnent Servlc~s. SUite 2~. 3~SO t'i'l\1 Bird\ Sl~l!!, B~a. CA 92811
[)r)n HKI, Oty Plaftnf<t
Heath<~r Sttoud
Stevellodp
TecllS lJ:yy, PruJe~;;t !fiJI:irll:t:H
flit> Copy
Oatoahtrv
HPRM
Licensee Site Name: Mt Kelly
BUN#: 880230 24
(E) WATER lANK·
Licensee Site Name: Mt Kelly
BUN#: 880230
EXHIBIT C
DESCRIPTION OF PREMISES
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EXHIBITD
DESCRIPTION OF EQUIPMENT
6 equipment cabinets;
2 panel antennas, 1 in each of 2 sectors;
1 dipole antenna;
One Global Positioning System (GPS) oval antenna; and
Related cabling and utilities.
Licensee Site Name: Mt Kelly
BUN#: 880230 26
EXHIBIT E
CELL SITE HARD/SOFT KEY ACCESS REQUEST FORM
Licensee Site Name: Mt Kelly
BUN#: 880230
(See Attached)
27
CELL SITE ACCESS HARD/SOFT KEY REQUEST FORM
Contractor
_Vendor/Supplier
Company N arne
Company Phone #
Sub-Contractor for
PLEASE PRINT CLEARLY
Last Name: First Name:
Driver's License#: Employee ID#:
Work Phone: State:
Pager: Mobile Phone:
Alternate No.:
Reason for Access: -------------------------------------------------------------
**PLEASE READ AND SIGN BELOW**
I understand the Cell Site Hard/Soft Access Key I received are for my personal use only to supply services for
Global Signal Acquisitions lii LLC (GSA), and are NOT transferable. I further understand activity of this 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 GSA, 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 GSA 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 GSA.
Upon termination of my services with my contracting company or earlier if my assignment in providing services
to GSA is terminated, I will surrender this key to GSA and notify GSA 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 GSA immediately. I understand to that I will be charged a replacement fee to cover
the cost of the key (to be determined at time ofloss).
User Signature
User's Manager Signature
Print Name: User's Manager
Global Signal Acquisitions III LLC Manager/Director
Print Name: GSA's Manager/Director
Licensee Site Name: Mt Kelly
BUN#: 880230 28
Date
Date
Date
RECORDING REQUESTED BY AND
AFTER RECORDING RETURN TO:
UPF WASHINGTON INC
12410 E MIRABEAU PKWY#100
SPOKANE VALLEY WA 99216
REF#\./~ &-Q 7
Prepared by:
Parker Legal Group, PC
600 West Broadway, Suite 700
San Diego, California 92101
A.P.N. 167-540-52-00
DOC# 2017-0380511
11111111111111111111111111111111111111111111111 lllll 111111111111111111
Aug 21, 2017 01:47PM
OFFICIAL RECORDS Ernest J; Dronenburg, Jr.,
SAN DIEGO COUNTY RECORDER
FEES: $33.00
PAGES: 7
Space above this line for Recorder's Use
Prior recorded document(s) in San Diego County, California:
NIA
MEMORANDUM OF
RATIFICATION OF AMENDED AND RESTATED LICENSE AGREEMENT
This Memorandum of Ratification of Amended and Restated License Agreement is made
effective this 2D~ day of D~£M5£tr2016 by and between THE·CITY OF CARLSBAD,
with a mailing address of 1200 Carlsbad Village Dr., Carlsbad, California 92008 ("Licensor")
and STC ONE LLC, a Delaware limited liability company, registered in California as Tower
Company One LLC, by and through its attorney in fact, GLOBAL SIGNAL ACQUISITIONS III
LLC, a Delaware limited liability company, with a mailing address of 2000 Corporate Drive,
Canonsburg, Pennsylvania 15317 ("Licensee").
Site Name: Mt Kelly
Business Unit#: 880230
1
Documentary Transfer Tax $ -'O=· ____ _
__ Computed on full value of property
__ Computed on full value less liens and
encumbrances remaining at time of sale
__ Computed on full value of lease surpassing the
35-year term limit ____ _
2s,__ Computed on leased area of the property
Signature ofOeclarant or agent-Finn Name
1. Carlsbad Municipal Water District and Licensee entered into a License
Agreement dated April 6, 2010 (the "Original Agreement") whereby Licensee licensed certain
real property, together with access and utility easements, located in San Diego County,
California from Licensor (the "Premises"), as more particularly described on Exhibit A attached
hereto, all located within certain real property owned by Licensor (the "Property"). The
Property, of which the Premises is a part, is more particularly described on Exhibit B attached
hereto.
2. Licensor and Licensee have entered into a Ratification of Amended and Restated
License Agreement (the "Agreement"), of which this is a Memorandum, whereby Licensee
licensed use of the Premises from Licensee, all located on the Property.
3. The Premises may be used for the purposes of installing, maintaining and
operating a wireless telecommunication facility.
4. Licensor and Licensee agree that the Original Agreement shall be amended by
deleting it in its entirety and restating the Original Agreement as provided for in the Agreement.
5. The term of the Agreement is for ten (10) years, commencing on August 19, 2016
and expiring on August 18, 2026.
6. In the event of any inconsistency between this Memorandum and the Agreement,
the Agreement shall control.
7. The terms, covenants and provisions of the Agreement shall extend to and be
binding upon the respective executors, administrators, heirs, successors and assigns of Licensor
and Licensee.
8. This Memorandum does not contain the social security number of any person.
9. A copy of the Agreement is on file with Licensor and Licensee.
Site Name: Mt Kelly
Business Unit#: 880230
[Execution Pages Follow]
2
IN WITNESS WHEREOF, hereunto and to duplicates hereof, Licensor and Licensee
have caused this Memorandum to be duly executed on the day and year first written above.
Site Name: Mt Kelly
Business Unit#: 880230
LICENSOR:
THE CITY OF CARLSBAD
By:~~--~=------------------
Print arne: 1(.. e-.J ,·........ c.....-r....._w-c;--~
Title: c_;~'>' M.-....~ :e....$'
[Acknowledgment Appears on Following Page]
3
CALIFORNIA ACKNOWLEDGMENT
[California Civil Code § 1189]
A notary public or other officer completing this certificate verifies only the identity of the
individual who signed the document to which this cert~ficate is attached, and not the truthfulness,
accuracy, or validity of that document.
STATE OF CALIFORNIA
c. ["'\~·
COUNTY O~Q /t:./'U20{)
l\ 1...
On ~)Q_Q_ .. :JD dJJ}l.pbefore me,
Public,)
personally appeared K Jl ui' 0 CA-Lk'}.~ ' who
proved to me on the basis of satisfactory evidence to be '{; person(.g.J· whose names.(.a1 is/are-
subscribed to the within instrument and acknowledged to me that he/.sl:u~/-they-executed the same
in his/hefftheif authorized capacity~, and that by his/~ signatureWon the instrument
the perso~, or the entity upon behalf of which the person,.(Bfacted, 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
(Seal)
•
TAMARA R. MCMINN
Notary Public -California
S1n Diego County ~
Commi11ion t1 2159561
M Comm. E rea Jul10. 2020
Site Name: Mt Kelly
Business Unit#: 880230
[Lessee Execution Page Follows]
4
Site Name: Mt Kelly
Business Unit#: 880230
LICENSEE:
STCONELLC,
a Delaware limited liability company,
registered in California as Tower Company
One LLC
nal Acquisitions III LLC,
,"ted liability company
F
[Acknowledgment Appears on Following Page]
5
State of Texas
County of -\\O.X( tS
Before me, f(\\, 'fS\'N\CM'\:tU\_ , a Notary Public, on this day personally appeared
g.. 0/\v'\~ ~~ , \[\CL]?vtSl~ of Global Signal
Acquisitions III LLC, a De aware hm1ted hab1hty company, as Attorney m Fact for STC One
LLC, registered in California as Tower Company One LLC, known to me (~n
-the t>alh of-__ or through driver's license, state jd card, resident id card, military--id
etrrcl, or passpm t1 to be the person whose name is subscribed to the foregoing instrument and
acknowledged to me that she/he executed the same for the purposes and consideration therein
expressed.
Given under my hand and seal of office this __ 8_,_ ___ day of ~'(tv\~ 2016.
(Personalized Seal)
Site Name: Mt Kelly
Business Unit#: 880230
~=~·=-~·~~~-~=-~~=~~~~ffiY~~ r ,,,,.,,,,,,,, All ALMANZA I ~ ..... ._,.YPt,~6"'-': I ~·~~\Notary Public. State of Texas
1 .P'I.i;,E Comm Expi1es 12-04-2019 -~ ~~~~~~~~s-No_t~_ry 10 130458743
6
(E) WAl(R lANK·
Site Name: Mt Kelly
Business Unit#: 880230
EXHIBIT A
(Legal Description of the Premises)
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EXHIBIT B
(Legal Description of the Property)
ALL OF THAT PORTION OF LOT "J" OF RANCHO AGUA HEDIONDA, IN THE CITY OF
CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO
MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN
DIEGO COUNTY, NOVEMBER 16, 1896, DESCRIBED AS FOLLOWS:
BEGINNING AT THE MOST NORTHERLY CORNER OF LOT 17 OF OCEAN
VIEW ESTATES AS SHOWN ON MAP THEREOF NO. 5825, FILED IN THE OFFICE OF
THE COUNTY RECORDER OF SAN DIEGO COUNTY, JANUARY 25, 1967;
THENCE NORTH 58° 59' 34" EAST, A DISTANCE OF 242.89 FEET TO THE TRUE
POINT OF BEGINNING OF THE PORTION TO BE DESCRIBED;
THENCE FROM SAID TRUE POINT OF BEGINNING SOUTH 23° 20' 06" EAST, A
DISTANCE OF 200.00 FEET;
THENCE SOUTH 65° 20' 06" EAST, A DISTANCE OF 103.00 FEET;
THENCE NORTH 66° 39' 54" EAST, A DISTANCE OF 115.00 FEET;
THENCE NORTH 33° 41' 38" EAST, A DISTANCE OF 62.67 FEET;
THENCE NORTH 10° 32' 29" WEST, A DISTANCE OF 139.44 FEET;
THENCE NORTH 69° 20' 06" WEST, A DISTANCE OF 180.00 FEET;
THENCE SOUTH 58° 59' 34" WEST, A DISTANCE OF 139.14 FEET TO THE TRUE
POINT OF BEGINNING.
AS SHOWN FOR CONVENIENCE SAKE ON ATTACHMENT "A" ATTACHED
HERETO AND MADE A PART HEREOF. (16-A)
Site Name: Mt Kelly
Business Unit#: 880230 8
. · MtKelly Site Name. . #· 880230 Business Umt .
9