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HomeMy WebLinkAboutOrdinance No. 03-1437 CITY OF THE COLONY, TEXAS ORDINANCE NO. 0 ~ '/~> }7 AN ORDINANCE OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING THE CITY MANAGER TO ENTER INTO AN OPTION/LEASE CONTRACT WITH VOICESTREAM GSM I OPERATING COMPANY, LLC FOR INSTALLATION AND MAINTENANCE OF CERTAIN ANTENNAS AND COMMUNICATION EQUIPMENT ON THE CITY'S WATER TOWER LOCATED AT 5704 CHESAPEAKE DRIVE, THE COLONY, TEXAS 75056, ATTACHING THE APPROVED FORM OF CONTRACT AS EXHIBIT "A"; AND PROVIDING AN EFFECTIVE DATE. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS: SECTION 1. That the City Manager of the City of The Colony, Texas is hereby authorized to execute on behalf of the City a contract with VoiceStream GSM 1 Operating Company, LLC: for installation and maintenance of certain antennas and communication equipment on the City's water tower located at 5704 Chesapeake Drive, The Colony, Texas, 75056. The approved form of contract is attached hereto as Exhibit "A", and made a part hereof for such purposes. SECTION 2. This Ordinance shall take effect immediately from and after its passage by the City Council of the City of The Colony, Texas. DULY P ~A~SED AND APPROVED by the City Council of the City of The Colony, Texas this ,~/g}5 day of /)//,,~ A° ~/-/ ,2003. C~--~ROVED: Patti Hicks, City Secretary Gol~do~~ l!el, Clt~~~, OPTION AND LEASE AGREEMENT CITY OF THE COLONY/VOICESTREAM GSM 1 OPERATING COMPANY, LLC Document l OPTION AND LEASE AGREEMENT THIS OPTION AND LEASE AGREEMENT ("Agreement"), dated as of the date below, is entered into by the CITY OF THE COLONY, a Texas Municipal Corporation, with a Tax ID# of 75- 1570670, having its principal office/residing at 6800, Main Street, The Colony, Texas 75056 (hereinafter referred to as "Landlord" or "Lessor") and VOICESTREAM GSM 1 OPERATING COMPANY, LLC, a Delaware limited liability company, as lessee ("VoiceStream) having an office at 11830 Webb Chapel Rd., Suite 5000, Dallas, Texas 75234 (hereinafter referred to as "Tenant" or "Lessee"). BACKGROUND Landlord owns that certain plot, parcel or tract of land, together with all rights and privileges arising in connection therewith, located at 5704 Chesapeake Drive, The Colony, Texas, 75056, identified as a 1.726 acre tract of land as recorded in Cabinet Q, Page 160 of the Deeds Records of Denton County, Texas, more particularly described in the attached Exhibit A (collectively "Property"). Tenant desires to use a portion of the property in connection with its federally licensed communications business. The parties agree as follows: 1. OPTION TO LEASE. (a) Landlord hereby grants Tenant the option to lease a portion of the Property consisting of (i) a room/cabinet space of approximately 500 square feet and (ii) space on the water tower and such easements as are necessary for the antennas and initial installation as described on attached Exhibit B (collectively, "Premises"). (b) During the Option period and any extension thereof, and during the term of this Agreement, Tenant and its agents, engineers, surveyors and other representatives will have the right to enter upon the Property to inspect, examine, conduct soil borings, drainage testing, material sampling, and other geological or engineering tests or studies of the Property (collectively the "Tests"), to apply for and obtain licenses, permits, approvals, or other relief required of or deemed necessary or appropriate at Tenant's sole discretion for its use of the Premises and include without limitation applications for zoning and construction permits (collectively referred to as "Governmental Approvals"), and otherwise to do those things on or off the Property that, in the opinion of Tenant, are necessary in Tenant's sole discretion to determine the physical condition of the Property, the environmental history of the Property, Landlord's title to the Property and the feasibility or suitability of the Property for Tenant's Permitted Use, all at Tenant's expense. Tenant will not be liable to Landlord or any third party on account of any pre-existing defect or condition on or with respect to the Property, whether or not such defect or condition is disclosed by Tenant's inspection. (c) In consideration of Landlord granting Tenant the Option, Tenant hereby agrees to pay Landlord the sum of Two Thousand and No/100 Dollars ($2,000.00) upon execution of this Agreement. The Option will be for an initial term of six (6) months (the "Initial Option Term") and may be renewed by Tenant for an additional six (6) months upon written notification to Landlord and the payment of Six Thousand and No/100 Dollars ($6,000.00) no later than ten (10) days prior to the expiration date of the Initial Option Term. OPTION AND LEASE AGREEMENT PAGE I OF CITY OF THE COLONY/VOICESTREAM GSM 1 OPERATING COMPANY, LLC G: M greements~ VoicestreamMar 3 2 003.doc (d) During the Initial Option Term and any extension thereof, Tenant may exercise the Option by notifying Landlord in writing. If Tenant exercises the Option then Landlord leases the Premises to the Tenant subject to the following terms and conditions. If Tenant does not exercise the Option during the Initial Option Term, or any extension thereof, this Agreement will terminate and the parties will have no further liability to each other. 2. PREMISES. The City hereby leases to VoiceStream certain portions of the water tower and ground space (collectively, the "Premises") located on the Property. The Premises are more particularly described on Exhibit B attached hereto and incorporated herein by reference. VoiceStream shall have the right to use the Premises for the purpose of installing, removing, replacing, modifying, maintaining, and operating a communications facility including no more than three (3) equipment cabinets; Nine (9) antennas; and associated equipment, fixtures, and cabling (collectively the "Communication Equipment") further described in Exhibit O attached. Installation of the Communication Equipment must be in strict compliance with the attached site plan. The installation of any other additional equipment requires the express written approval of the City. 3. TERM O~* LEASE. The initial term (the "Term") of this Lease shall be sixty (60) calendar months commencing upon the start of installation of the Communication Equipment (the "Commencement Date") in and about the Premises and expiring on the date which is sixty (60) calendar months unless earlier terminated by either party in accordance with the provisions herein. VoiceStream shall have the right to extend the Term for two (2) successive sixty (60) month terms (the "Renewal Terms") on the same terms and conditions. This Lease shall automatically be extended for each successive Renewal Term unless VoiceStream provides the City with written notice at least ninety (90) days before the end of the term of its intention not to renew. 4. RENT ANn COSTS. VoiceStream shall pay the City One Hundred Twenty Thousand Dollars ($120,000.00) as full rental for the initial Term (the "Rent"), payable in quarterly installments of Six Thousand Dollars ($6,000.00) each (the "Quarterly Payments"). The first Quarterly payment of Rent (the "Initial Payment") shall be payable within thirty (30) days of the Commencement Date, prorated as appropriate. Subsequent Quarterly Payments shall be payable on or before January 1, April 1, July 1, and October 1 of each year. The Rent shall be increased at the commencement of each Renewal Term by an amount equal to fifteen percent (15%) of the Rent in effect for the previous Term. All payments due under this Agreement shall be sent to the City's address indicated under Section 14 below, to the attention of Director of Finance. In the event VoiceStream fails to make a Rent payment within thirty (30) days after written notice, VoiceStream shall pay to Lessor a late fee equal to six percent (6%) of the amount of the delinquent payment back to due date. 5. ACCESS TO COMMUNICATION EQUIPMENT. After the initial installation of the Communication Equipment, the City shall permit VoiceStream unrestricted access to the Property and Premises seven (7) days a week, twenty-four (24) hours a day. To facilitate such 24/7/365 access, VoiceStream shall have the right to install a lockbox at a mutually agreeable location or the parties shall make other appropriate arrangements. 6. INSUmCE. VoiceStream at its own cost shall obtain and maintain at all times during the term of this Lease Commercial General Liability insurance, including contractual liability, protecting VoiceStream in an amount not less than One Million Dollars ($1,000,000) each occurrence and in OPTION AND LEASE AGREEMENT PAGE 2 OF CITY OF THE COLONY/VOICESTREAM GSM I OPERATING COMPANY, LLC an amount not less than One Million Dollars ($1,000,000) annual aggregate. Such insurance policy shall name the City, its council members, officers, and employees as additional insureds as respects liability arising out of or in connection with the presence of Communication Equipment at the Premises or any act or omission of VoiceStream with respect to the Premises or with respect to the Communication Equipment at the Premises. Such coverage shall not be canceled or materially altered to reduce the policy limits until the City has received at least thirty (30) days' advance written notice of such cancellation or change. VoiceStream shall be responsible for notifying the City of such change or cancellation. Such insurance policy shall contain a severability of interest clause. 7. INnEMNIT¥. VoiceStream shall indemnify, protect, defend, and hold the City , its council members, officers, and employees harmless from and against any and all claims, liabilities, judgments, costs, damages, and expenses, including reasonable attorney's fees, arising out of or in any way related to the Communication Equipment, including the installation, maintenance, operation, or removal thereof, except to the extent that such claim, liability, judgment, cost, damage, or expense arises from the negligence or willful misconduct of the City, its employees, or agents. The provisions of this section shall survive the expiration or earlier termination of this agreement. 8. NON-INTERFERENCE. The Communication Equipment and the use thereof shall not interfere with the use of any other communication or similar equipment of any kind and nature owned or operated by the City or other occupants in the Building existing as of the Commencement Date, except as may be permitted by applicable laws; provided, however that subsequent to the installation by VoiceStream of the Communication Equipment, the City agrees not to install or allow installation of new equipment on the Premises if such equipment causes interference with VoiceStream's operations except as may be permitted by applicable laws. All interference claims shall be settled in accordance with the then prevailing interference rules and regulations promulgated by the FCC. 9. UTILITIES. VoiceStream shall be entitled to install, as allowed by law, and shall pay for any utilities and services required for the Communication Equipment. The City shall provide VoiceStream, at VoiceStream's cost, with such reasonable assistance as is necessary and in compliance with all applicable laws, rules and regulations, to enable VoiceStream to arrange for such utilities and services. ]~0. ASSIGNMENT. This Lease shall not be assigned or subleased by VoiceStream without express written consent of the City, which shall not be unreasonably withheld, delayed, or conditioned. The transfer of the fights and obligations of VoiceStream to an affiliate of VoiceStream shall not be deemed an assignment. VoiceStream shall, however, give to the City at least thirty (30) days' prior written notice of any transfer for which the City's consent is required hereunder. For purposes of this Lease, the term "affiliate" means a corporate parent of VoiceStream, a partnership or joint venture in which VoiceStream owns an interest, or a subsidiary entity of VoiceStream. 11. IMPROVEMENTS; REMOVAL OF COMMUNICATION EQUIPMENT. VoiceStream may, at its expense, make such improvements to the Premises as it deems necessary for the operation of its communication facility, except as prohibited by law. The City agrees to cooperate with VoiceStream, upon payment of all applicable standard and customary fees, if any, by VoiceStream by promptly (without violating applicable laws, rules or regulations) responding to OPTION AND LEASE AGREEMENT PAGE 3 OF CITY OF THE COLONY/VOICESTREAM GSM 1 OPERATING COMPANY, LLC G: IA greementsl I/oicestreamMar 3 2003. doc VoiceStream's request for any required permits or zoning approvals. The Communication Equipment is and shall remain the property of VoiceStream; and upon the expiration or earlier termination of this Lease, VoiceStream shall promptly remove the Communication Equipment (not more than 30 days thereafter), at VoiceStream's sole cost and expense, and return the Premises to substantially the condition existing on the Commencement Date, normal wear and tear excepted, or, upon agreement of the City, leave it in its improved condition, as reasonably appropriate under the circumstances. If the City does not agree to leaving the premises in its improved condition, and ifVoiceStream fails to remove the Communication Equipment within 30 days after expiration or earlier termination of this Agreement, as provided herein, the City shall have the right to remove the Communication Equipment and other property of VoiceStream, at VoiceStream's expense, and shall not be liable for any damage to such property resulting from such removal. 12. NO LIMITATION ON POLICE POWER. Nothing in this agreement shall be construed to limit the zoning authority or any other police power of the City. 13. TERMINATION PmOR TO EXPIRATION. This Lease may be terminated by either party upon forty-five (45) days' prior written notice to the other party upon a default of any material covenant or term hereof by the other party which is not cured within forty-five (45) days of receipt of written notice of default; or, if such default is not curable within forty-five (45) days, if the defaulting party fails to commence such cure within forty-five (45) days or fails thereafter diligently to prosecute such cure to completion; provided that the grace period for any monetary default shall be ten (10) days from receipt of notice. This Lease may also be terminated by VoiceStream on at least forty-five (45) days' prior written notice to the City if (i) VoiceStream is unable to obtain any requisite permit or authorization or any such permit or authorization is subsequently revoked or not renewed; (ii)any physical equipment or electronic emissions materially interfere with the operation of the Communication Equipment; or (iii)VoiceStream determines, based on technological or other developments, that it will be unable to utilize the Premises for their intended purposes. 14. NOTICES. Any notice or demand required to be given herein shall be made by certified or registered mail, postage paid, return receipt requested, or reliable overnight courier to the address of the respective parties set forth below and shall be deemed given three (3) days after deposit in the mail as just described or on the date delivery is first attempted in the case of overnight courier, as follows: OPTION AND LEASE AGREEMENT PAGE 4 OF CiTY OF THE COLONY/VOICESTREAM GSM 1 OPERATING COMPANY, LLC G: I/t greementsl VoicestreamMar 3 2003.doc VOICESTREAM OPERATING THE CITY OF THE COLONY COMPANY GSM1, LLC Attn: Director of Finance Attn: Lease Administrator 6800 Main Street 12920 SE 38th Street Thc Colony, TX 75056 Bellevue, WA 98006 Telephone: 972-624-3140 VOICESTREAM OPERATING COMPANY GSM1, LLC Attn: Lease Administrator 11830 Webb Chapel Road, Suite 5000 Dallas, TX 75234 Either party may change its address by giving the other notice of a new address in accordance with the terms of this section. All payments to the City required hereunder shall be sent to the address specified for the City above. 15. APPLICAI~LE LAW. This Lease shall in all respects be governed by the laws of the State of Texas without regard to its conflicts of law principles. If suit is brought by a party to this Agreement, the parties agree that trial of such action shall be vested in the state courts of Texas, County of Denton, or in the United States District Court for the Northern District of Texas. 16. TITLE AND QUIET ENJOYMENT. The City represents and agrees (a) that the City is the owner in fee of the Property and Premises or that the City holds a leasehold estate in the same under which the City has the right to enter into this Lease of the Premises for their intended purposes hereunder; (b) that the person signing this Lease has the authority to execute it on behalf of the City; and (c)that VoiceStream shall have access to and quiet enjoyment of the Property and Premises at all times throughout the initial Term of this Lease and any Renewal Term, so long as VoiceStream is not in default beyond the expiration of any applicable cure period; and (d) that the City will not have unsupervised access to VoiceStream's communications facility in the Premises, except within the scope of its police power authority. City shall have the right to inspect the Premises to determine compliance with applicable laws, rules and regulations during reasonable business hours on two (2) business days prior written notice to VoiceStream except in case of an emergency; provided, however, that City shall not alter, damage, move, disrupt, turn off, adjust or otherwise affect the continuous operation of the Communication Equipment. 17. TOWER MAINTENANCE AND EMERGENCY ENTRY. The City shall provide VoiceStream with 30 days written notice of any essential maintenance to the tower in the vicinity of VoiceStream's lease space. In the event of an emergency situation which poses an immediate threat of substantial harm or damage to persons and/or property on Lessor's property and which requires entry on the Premises, Lessor may enter the Premises and take such actions as are required to protect individuals or personal property from such immediate threat of substantial harm or damage; provided that promptly after such emergency entry into the Premises (and in no event later than twenty-four [24] hours), Lessor gives telephonic and written notice to VoiceStream of Lessor's entry onto the Premises. In addition to Lessor's rights under the preceding sentence, Lessor will have the right to enter the Premises to visually inspect the Premises. Except in the event of an emergency situation, Lessor agrees that it will not inspect or otherwise disturb the Communication Equipment without a representative of VoiceStream being present. OPTION AND LEASE AGREEMENT PAGE 5 OF CITY OF THE COLONY/VOICESTREAM GSM 1 OPERATING COMPANY, LLC G: M,~reements~ Voicestream Mar3 200 3.doc VoiceStream agrees to display the name(s) of authorized person(s), address and telephone numbers on the equipment cabinet located at the base of the water tower so as to facilitate emergency communication. 18. HAZARD SUBSTANCES. The City and VoiceStream each agrees that they will not use, generate, store or dispose of any hazardous material on, under, about or within the City's property in violation of any applicable law or regulation. Hazardous material shall mean any substance, chemical or waste identified as hazardous, toxic, or dangerous in any applicable federal, state or local law or regulation (including petroleum and asbestos). 19. SHORT-FORM MEMORANDUM. Upon VoiceStream's request, the City agrees to execute a Memorandum of Lease, in the form attached hereto as Exhibit C and incorporated herein by reference and acknowledges that VoiceStream may record such Memorandum of Lease in the official records of the county where the Building is located. In the event the Building is encumbered by a mortgage or deed of trust, the City agrees to assist VoiceStream, at no cost to the City, in obtaining a nondisturbance and attomment agreement in favor of VoiceStream for each such mortgage or deed of trust. If a Memorandum of Lease is in fact recorded, upon termination of this Lease, VoiceStream agrees to execute and record a quitclaim deed or such other document as may reasonably be required by the City or a title company to evidence the termination of VoiceStream's rights in the Premises. 20. SEVV, RAmt, IT¥. If any one or more of the provisions of this Lease shall be held by a court of competent jurisdiction in a final judicial action to be void, voidable, or unenforceable, such provision(s) shall be deemed severable from the remaining provisions of this Lease and shall in no way affect the validity, legality or constitutionality of the remaining provisions of this Lease. Each party hereby declares that it would have entered into this Agreement and each Provision hereof irrespective of the fact that any one or more Provisions be declared illegal, invalid or unconstitutional. 21. WAIVER OF BREACH. No waiver by any party hereto of a breach of any provision of this Agreement shall constitute a waiver of any preceding or succeeding breach of the same or any other provision hereof. 22. LEGAL FEES. If any party commences legal proceedings for any relief against the other party arising out of or to interpret this Lease, the losing party shall pay the prevailing party's legal costs and expenses incurred in connection therewith, including reasonable attorney's fees and costs as determined by the court. As used herein, "legal proceedings" includes any arbitration proceedings to which the parties may submit. 23.COUNTERPARTS; FACSIMILE SIGNATURES. This Lease may be executed in one or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. A copy of this Lease bearing the signature of a party which is transmitted by facsimile shall have the same legal effect as the personal delivery of a copy of this Lease bearing an original signature. 24. ENTIRE AGREEMENT; AMENDMENTS. This Lease, together with the exhibits attached hereto, constitutes the entire understanding and agreement of the parties with respect to its subject matter; and there are no representations, promises or agreements between the parties except those found in this agreement; and any and all prior agreements, understandings or representations with respect to OPTION AND LEASE AGREEMENT PAGE 6 OF CITY OF THE COLONY/VOICESTREAM GSM 1 OPERATING COMPANY, LLC G' ~4 greementsl VoicestreamMar32003. doc its subject matter, whether written or oral, are hereby canceled in their entirety and are of no further force or effect. Any amendments to this Lease must be in writing and executed and delivered by both parties. LANDLORD/LESSOR: TENANT/LESSEE: THE CITY OF THE COLONY. VOICESTREAM OPERATING COMPANY A Texas Municipal Corporation GSM1. LLC. A Delaware Limited Liability Co.any Dale Cheatham Its: City Manager Its: Director of Engineering and Operations DATE: /~/~ ~ C~?~ ~ ,2003 DATE: .~/t/'~//~.~ ,2003 ~ ~..8~t~ ~. ?ary ,,PPROVED,AS TO FORM' City Attorney OPTION AND LEASE AGREEMENT PAGE 7 OF CITY OF THE COLONY/VOICESTREAM GSM 1 OPERATING COMPANY, LLC G: IA greementsl VoicestreamMar 3 2 00 3. doc EXHIBIT A [DESCRIPTION OF PROPERTY] This exhibit is attached to and incorporated into that certain Lease dated as of _March 10, 2003, by and between VOICESTREAM OPERATING COMPANY GSM1, LLC, a Delaware limited liability company, as licensee, and the CITY OF THE COLONY, a Texas municipal corporation, as Lessor, and references the location and/or legal description of the property subject to the Lease. All of that real property situated in the City of the Colony County of Denton State of Texas described as follows: Municipal water tower and grounds located at 5704 Chesapeake Drive, The Colony, Texas 75056. SEE DRAWINGS SV-1 AND SV-2 ATTACHED Lessor's Initials VoiceStream's Initials OPTION AND LEASE AGREEMENT PAGE 8 OF CITY OF THE COLONY/VOICESTREAM GSM 1 OPERATING COMPANY, LLC G.'~A,~reementsl VoicestreamMar32003.doc L., ~' I' ...... - ' b~ .... __~,_.~ ~ ~' ' ....... ~"', I Mobile su~v~ 11830 WEBBsuiTE 5000CHAPEL RD. SITE NAME:siTE NUMBER:LEGENDSDA 1343DWATER TANK DALES, TE~S 75234 5700 CHESAPEAKE OFFICE: (214) 523-4100 F~: (214) 523~101 THE COLONY, TX 75056 NO: DATE: DESCRIPTION: ~ C~ -.L- .LyIUU miKS; 5 01/~1/® ADDEO UTILII'f ~CM£NT 11830 WEBB CHAPEL RD. SITE NAME: LEGENDS WATER TANK . SUITE5000 SITE NUMBER: DA1343D SURVEYING. INC. ' ~ :~ DALLAS, TEXAS 75234 KRW 6 OFFICE: (214) 523-4100 5700 CHESAPEAKE 7 FAX: (214) 523-4101 THE COLONY, TX 75056 mo;,o..~.~.,,.,?~'c"~"': (.~) ~,o-~.~..o~ ,~, T×~'~,S0~°~ EXHIBIT B [LOCATION OF PREMISES AND EQUIPMENT] This exhibit is attached to and incorporated into that certain Lease dated as of March 10, 2003, by and between VOICESTREAM OPERATING COMPANY GSM1, LLC, a ~)elaware limited liability company, as lessee, and the CITY OF THE COLONY, a Texas municipal corporation as Lessor, and references the location of the Premises and Communication Equipment within the Property to be utilized by VoiceStream pursuant to thc Lease. SEE DRAWING #C-3 ATTACHED Lessor's Access Contacts: During Business Hours: After Business Hours: Name: Dir. Public Works Name: Dale Cheatham, City Manager Phone: 972-624-3128 Phone: 972-624-3102 OPTION AND LEASE AGREEMENT PAGE 9 OF CITY OF THE COLONY/VOICESTREAM GSM I OPERATING COMPANY, LLC G: L4greementsl l/oicestreamMar32003.doc ACKNOWLEDGEMENTS STATE OF. c~~'---'~) ) ) COtnqTY OF ) On ~----/C C 7, , before me,~?-5~e-tC~/(l~N°~ ~bUc, pemo~ly ~peg~ ~.q (c (~ ~ e~ ~,~ , ~emonally ~o~ to me (or pwv~ to me on ~e b~is of safisf~tou evidence) to be ~e p~son whose n~e is subscfib~ to ~e wi~n im~t md ~owl~g~ to me ~at he ex~ut~ ~e s~e in ~s au~ofiz~ cap~iW, ~d ~at by ~s si~e on ~e i~~t, ~e pemon, or the ~fiW upon behalf of w~ch ~e p~on ~t~, ex~ut~ ~e i~~t. Wimess my h~d ~d officifl sefl. ~ ~ %y~; ...... ;.+, ?,ly Commission Expires 11-2245~ My co~ission exp~: //- ~ ~- c~ ~ ~ .......................... STATE OF .~~;~ ~- ) COUNTY OF ~' .. ) ,/ 'x ' ~ ~ t~ ~9.4~ ~TX~I~, before ~~~o~ ~bnc, p~ly ~~ ~~~ , p~on~ly ~o~ ~ m~ ~r pmv~ to m~ on ~ b~is of s~sf~to~ ~d~) to ~ ~ p~n whos~ ~ is ~b~fi~ to ~ ~ ~~t ,~d ~owl~g~ to m~ ~ h~ ~x~ut~ ~ s~ ~ ~s au~o~ c~i~, ~d ~t by ~s si~ on ~ ~~t, ~ p~on, or ~ ~fi~ upon b~h~f of w~ch ~ pg~n ~t~, ~x~ut~ ~ ~~t. im~ my h~d ~d o~ci~ s~. ATTACHMENT A This attachment is attached to that certain Memorandum of Lease, which is Exhibit C attached hereto and incorporated herein by reference and dated as of ,~c%~ IO i .;Lr~0_>~_, by and between VOICESTREAM OPERATING COMPANY GSM1, LL~2, as Lessee, and the CITY OF THE COLONY, a Texas municipal corporation, as Lessor, and references all of that certain real property situate in the City of the Colony, County of Denton, State of Texas, described as follows: Municipal water tower and associated grounds located at 5704 Chesapeake Drive, The Colony, Texas 75056. SEE DRAWINGS SV-1 AND SV-2 ATTACHED [Exhibit C] Recording Requested by: VOICESTREAM OPERATING COMPANYGSMI, LLC 11830 Webb Chapel Rd., Suite 5000 Dallas, TX 75234 When Recorded Mail to: VOICe. STREAM OPERATING COMPANYGSM1, LLC Atm.: Lease Administrator 11830 Webb Chapel Rd., Suite 5000 Dallas, TX 75234 use only) (space above this line for Recorder !7' Memorandum of Lease THIS MEMORANDUM OF LEASE is entered into as of March 10,2003, by and between the CITY OF THE COLONY, a Texas municipal corporatio~'-(the "City") and VOICESTREAM OPERATING COMPANY GSMI, LLC, a Delaware limited liability company with an office at 11830 Webb Chapel Rd., Suite 5000, Dallas, TX 75234 ("Lessee"). AGREEMENT 1 LEASE OF PREMISES. For the purpose of installing, operating' and maintaining a communication facility and other improvements, as described in that certain Communication Facility Lease dated, March 10, 2003, (the "Lease"), the City hereby leases to Lessee, and Lessee hereby leases from the City, certain premises more particularly described in, and on the terms and conditions more particularly set forth in the Lease by and between the City and Lessee, which terms and conditions are hereby incorporated by reference. 2 The subject property affected by the recordation of this Memorandum of Lease is described in Attachment A attached hereto and incorporated herein by reference. The portion of the property being leased to Lessee pursuant to this Memorandum of Lease and the Lease is referred to as the "Premises" in the Lease and is described in Attachment B attached hereto and ine, oquorat~J~,~y ref~ [Exhibit C] IN WITNESS WHEREOF, the parties have executed this Memorandum of Lease as of the day and year first above written. Lessor: City of The Colony, a ~~ Texas municipal corporation Dale Cheatham [name typed] Its: City Manager VoiceStream: VOICESTREAM OPERAT~7~aDe,_.,i. laware limited liability company By: Its: Director of Engineering and Operations ATTACHMENT B This attachment is attached to that certain Memorandum of Lease, which is Exhibit C attached hereto and incorporated herein by reference and dated as of _March 10, 2003, by and between VOICESTREAM OPERATING COMPANY GSM 1, LLC, as Lessee, and the CITY OF THE COLONY, a Texas municipal corporation, as Lessor, and references the location of the Premises and Communication Equipment licensed to be installed and maintained under the Memorandum of Lease and the Lease: SEE DRAWING C-3 ATTACHED [EXHIBIT DI [COM]VIUNICATION EQUIPMENT] On the tower: 9 EMS Antenna Cable adequate to service antennas, running from cabinet to tower. On the grounds: Twenty feet by Twenty feet (20' X 25') ground space for electronics cabinet.