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HomeMy WebLinkAboutResolution No. 07-022 CITY OF THE COLONY, TEXAS RESOLUTION NO. 07- 0'2-1- A RESOLUTION OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING THE CITY MANAGER TO ENTER INTO A COMMUNICATIONS FACILITY LICENSE AGREEMENT WITH T-MOBILE FOR THE PURPOSE OF INSTALLING A COMMUNICATIONS FACILITY WITH ANTENNA AT WELL SITE #2 ON NORTH COLONY BOULEVARD; ATTACHING THE APPROVED FORM OF CONTRACT AS EXHIBIT A; AND PROVIDING AN EFFECTIVE DATE NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS: Section 1. That the City Council of the City of The Colony, Texas hereby approves the COMMUNICA nON FACILITY LICENSE AGREEMENT with the T- Mobile for the purpose of installing a communications facility with antenna at Well Site #2 on North Colony Boulevard. Section 2. That T -Mobile agrees to the terms and conditions of the Agreement, including a rental fee of $2,000.00 to be paid to the city monthly. Section 3. That a true and correct copy of the Agreement is attached hereto and incorporated herein, as exhibit A. Section 4. That the city manager is authorized to execute the Agreement on behalf of the city. Section 5. That this resolution shall take effect immediately from and after its passage. PASSED AND APPROVED by the City Council of the City of The Colony, Texas, this 5th day of March. 2007. APPROVED: J Dillard, Mayor . y of The Colony, Texas ATTEST: ~ LUd" . stie Wilson, TRMC, City Secretary- COUNTY OF DENTON ~ ~ ~ COMMUNICATION FACILITY LICENSE AGREEMENT STATE OF TEXAS THIS License Agreement ("Agreement") is entered into this 5!:aay of March, 2007, between T-Mobile Texas LP, a Delaware limited partnership, ("Licensee"), and City of The Colony, Texas, a municipal corporation ("Licensor"), acting by and through their authorized representatives. For good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows: 1. Premises. Licensor is the owner of a parcel ofland (the "Land") and the Water Tower at Pump Station No.2 (the "Water Tower") located at 5260 N. Colony Blvd. and as located in the City of The Colony, County of Denton, State of Texas, 75056 (the Water Tower and Land are collectively, the "Property"). The Land is more particularly described in Exhibit "A" attached hereto. Licensor hereby Licenses to Licensee, and Licensee Licenses from Licensor, space on the Water Tower and all licenses for access and utilities, if any, (collectively, the "Premises"). 2. Use. The Premises may be used by Licensee for any activity in connection with the provision of telecommunications services. Licensor agrees to cooperate with Licensee, at Licensee's expense, in making application for and obtaining all licenses, permits and any and all other necessary approvals that may be required for Licensee's intended use of the Premises. 3. Tests and Construction. Licensee shall have the right at any time following the last date of execution of this Agreement by all parties to enter upon the Property for the purpose of making appropriate engineering surveys, inspections, and other reasonably necessary tests. Prior to the construction of Licensee's Facilities (herein defined), Licensee shall submit all plans and specifications related to the placement of Licensee's facilities on the Water Tower to Licensor for approval. Licensor reserves the right to disapprove Licensee's method of attachment of Facilities to the Water Tower. Upon Licensee's request, Licensor agrees to provide to Licensee copies of all plans, specifications, surveys and Water Tower maps or site plans for the Premises and Water Tower. The Water Tower map or site plan shall include the elevation of all antennas on the Water Tower and the frequencies upon which each operates. 4. Term. The term of this Agreement shall be Five (5) years commencing on start of construction of Licensee Facilities ("Commencement Date") and terminating on the fifth anniversary of the Commencement Date (the "Term") unless otherwise terminated as provided herein. This Agreement will automatically renew for four (4) additional five (5) year term(s) (each five (5) year term shall be defined as the "Extension Term"), upon the same terms and conditions unless the Licensee notifies the Licensor in writing of Licensee's intention not to renew this Agreement at least sixty (60) days prior to the expiration of the existing Term. Page 1 of 15 CITY OF THE COLONY, TEXAS WATER TOWER LICENSE AGREEMENT T-Mobile 5. Rent. (a) Within 15 days of the Commencement Date and on the first day of each month thereafter, Licensee shall pay to Licensor as rent Two Thousand Dollars ($2,000.00) per month ("Rent"). Rent for any fractional month at the beginning or at the end of the Term or Renewal Term shall be prorated. Rent shall be payable to Licensor at City of The Colony, 6800 Main St., The Colony, Texas 75056, Attn: Finance Director. (b) Rent and Access Fees 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 or Renewal Term. 6. Facilities: Utilities: Access. (a) Licensee has the right to erect, maintain and operate on the Premises communications facilities, including without limitation utility lines, transmission lines, equipment shelter(s), electronic equipment, transmitting and receiving antennas and supporting equipment and structures thereto ("Licensee Facilities"), which facilities are depicted in the schematic or diagrams shown on Exhibit "B" which exhibit is attached hereto and is, by this reference, incorporated herein as if fully set out. In connection therewith, Licensee has the right to do all work necessary to prepare, maintain and alter the Premises for Licensee's business operations and to install transmission lines connecting the antennas to the transmitters and receivers. Licensee further has the right but not the obligation to add, modify and/or replace equipment in order to be in compliance with any current or future federal, state or local mandated application, including, but not limited to, emergency 911 communication services, at no additional cost to Licensee or Licensor. Licensee has the right to install and operate transmission cables from the equipment shelter or cabinet to the antennas, electric lines from the main feed to the equipment shelter or cabinet and communication lines from the main entry point to the equipment shelter or cabinet. Licensee has the right to modify, supplement, replace, upgrade, and/or expand the equipment at any time during the term of this Agreement. All of Licensee's construction and installation work shall be performed at Licensee's sole cost and expense and in a good and workmanlike manner. Title to the Licensee Facilities shall be held by Licensee. All of Licensee Facilities shall remain Licensee's personal property and are not fixtures. Licensee has the right to remove all Licensee Facilities at its sole expense any time before, or within sixty (60) days after the expiration or earlier termination of the Agreement; provided Licensee repairs any damage to the Premises caused by such removal. Licensee shall not damage, injure or impair any facilities or equipment on the Water Tower and Premises in the erection, installation, construction or maintenance of Licensee's facilities and shall indemnify, hold harmless and defend Licensor from any and all loss, damage or injury caused in whole or in part by Licensee or its agents, representatives or employees in this regard. (b) Licensor waives any lien rights it may have concerning the Licensee Facilities, all of which are deemed Licensee's personal property and not fixtures, and Licensee has the right to remove the same at any time without Licensor's consent. Page 2 of 15 CITY OF THE COLONY, TEXAS WATER TOWER LICENSE AGREEMENT T-Mobile (c) Licensee agrees to obtain separate utility service from any utility company that will provide service to the Property (including a standby power for Licensee's exclusive use). Licensor agrees to sign such documents or easements as may be required by said utility companies to provide such service to the Premises, including the grant to Licensee or to the servicing utility company, of an easement in, over across or through the Land as may be reasonably required by such servicing utility company to provide utility services as provided herein. (d) Licensee, Licensee's employees, agents, subcontractors, lenders and invitees shall have access without prior notice to Licensor twenty-four (24) hours a day, seven (7) days a week, to the property depicted in Exhibit B as Licensee's Equipment Shelter. Access will be controlled through a gate that Licensee will have access to. (e) Access to any other portion of the property where access is controlled by the City, Including the interior of the Water Tower property or to the top of the Water Tower shall be accomplished only with the presence of the Licensor's Utility Director or his or her representative. Licensee agrees to reimburse Licensor for the city escort at a rate of $50.00 per hour during normal business hours and $75.00 per hour after 5:00 p.m. M-F and on weekends and holidays ("Access Fees"). Licensor will be responsible for billing Licensee for all charges in a timely manner. Only qualified and adequately insured employees, agents, contractors or persons under Licensee's direct supervision will be permitted to climb the Tower and to install, maintain, or remove Licensee's antennas and/or equipment from the Tower. Licensor retains the right to permit its own employees and agents and employees and agents of the subsequent users of the Tower to climb the Tower for the purpose of repair and maintenance or for any other purposes that do not interfere with Licensee's use of the Tower. (t) Licensor shall maintain existing access roadways from the nearest public roadway to the Premises in a manner sufficient to allow pedestrian and vehicular access at all times under normal weather conditions. Licensor shall be responsible for maintaining and repairing such roadway, at its sole expense, except for any damage caused by Licensee's use of such roadways. (g) The Licensor reserves the right to perform maintenance on the Water Tower, both structural and cosmetic (paint), at whatever intervals as may be required to assure the integrity and longevity of the facility. If maintenance work is required, Licensor agrees to provide Licensee with reasonable notice of not less than ninety (90) days prior to commencing such work to allow Licensee to remove any and all of Licensee's antennas as may be necessary provided Licensor makes best efforts to provide Licensee with sufficient notification of the intended work and the opportunity, at Licensee's cost and expense, to temporarily relocate and continue to operate its antennas, or otherwise to secure the antennas or the communication facilities generally, to protect them from damage and allow Licensee to continue to operate. Licensee will be permitted to install any type of temporary facility necessary to keep its Communication Facility operational, including permitting Licensee to install a cell on wheels (COW) on the property. Further, any maintenance will be conducted by Licensor as diligently and expeditiously as possible. However, subject to the above, Licensor will not be responsible for system outages of up to thirty (30) days resulting from Licensor's need for unusually Page 3 of 15 CITY OF THE COLONY, TEXAS WATER TOWER LICENSE AGREEMENT T-Mobile extensive maintenance and any inability of Licensor to accommodate a relocation of Licensee's antennas to keep them operational. 7. Interference. (a) Licensee shall operate the Licensee Facilities in a manner that will not cause interference to Licensor and other Licensees or licensees of the Premises provided such equipment is properly installed and lawfully operated, and predates the installation of the Licensee Facilities. All operations by Licensee shall be in compliance with all Federal Communications Commission ("FCC") requirements. (b) Licensee shall not cause electrical interference to the Licensor or to any other Licensee who is using the Premises at the time of Licensee's installation or operation of its Facilities. Should such interference occur, Licensee will, after notice from Licensor, take all steps necessary to correct such interference and, if such interference cannot be corrected, Licensee will cease its operations from the site, and this Agreement shall be terminated. The Licensor will not grant a License to any other party for the use of the Licensor's property without including in that License a provision stating that the party's use will not in any way adversely affect or interfere with the Licensee's signal operation of its communication system. Furthermore, the Licensee shall have the right to terminate this Agreement upon thirty (30) days notice to the Licensor if another user of the facilities causes significant interference with Licensee's operations, and such interference is not corrected within thirty (30) days following the notice. Licensee shall have the sole burden of, and be responsible for all costs associated with, alleging and proving that another user of the Premises is causing significant interference, or for otherwise enforcing Licensee's rights under this Agreement. In the event any such interference does not cease within the aforementioned cure period then the parties acknowledge that Licensee will suffer irreparable injury, and therefore, Licensee will have the right, in addition to any other rights that it may have at law or in equity, for Licensor's breach of this Agreement, to elect to enjoin such interference or to terminate this Agreement upon notice to Licensor. The Licensor shall not be responsible for the costs associated with the resolution of any dispute between users of the Premises, or enforcement of any of Licensee's rights under this Agreement. 8. Taxes. Licensee shall be responsible for and pay any lawful taxes directly attributable to the Licensee Facilities or Licensee's use of the Property. 9. Condition of Site. Licensee accepts the Premises as is, in its current condition, and the Licensor makes no representations or warranties, and hereby disclaims any and all such representations or warranties, express or implied, of any kind or nature, with regard to the facilities and the Premises, except as stated in Section 16. The Licensor shall maintain the Premises in compliance with all applicable statutes, regulations and rules, and in a manner which will not interfere with Licensee's reasonable use of the site. Upon expiration, cancellation, or termination of this Agreement, the Licensee shall remove its equipment, antenna systems and structures from the Premises at Licensee's sole cost and expense. However, upon vacation of this site, Licensee shall surrender the Premises in substantially the same condition as received, except for ordinary wear and tear, as reasonably determined by the Licensor. If, as determined by the Licensor, the Premises are not surrendered in reasonably satisfactory condition, the Licensee shall be liable to the Licensor for Page 4 of 15 CITY OF THE COLONY, TEXAS WATER TOWER LICENSE AGREEMENT T-Mobile an amount representing the actual cost to restore the Premises to substantially the same condition as received. Should Licensee fail to remove the equipment, antenna systems and structures, Licensor may, upon thirty (30) days' notice by Licensor to Licensee, remove and store such equipment, antenna systems and structures. In the event that Licensee shall not effect such timely removal, and provided at least sixty (60) days have elapsed since the original written notice to Licensee, the equipment, antenna systems and structures shall be deemed abandoned and Licensor may remove and dispose of such equipment, antenna systems and structures. Any permanent improvements or fixtures installed on the Premises by Licensee shall become the property of the Licensor upon the expiration of this Agreement. 10. Termination. This Agreement may be terminated without further liability on thirty (30) days prior written notice as follows: (i) by either party upon a default of any covenant or term hereof by the other party, which default is not cured within sixty (60) days of receipt of written notice of default, provided that the grace period for any monetary default is twenty (20) business days from receipt of notice; (ii) by Licensee for any reason or for no reason, provided Licensee delivers written notice of early termination to Licensor no later than thirty (30) days prior to the Commencement Date; (iii) by Licensee if it does not obtain or maintain any license, permit or other approval necessary for the construction and operation of Licensee Facilities; (iv) by Licensee if Licensee is unable to occupy and utilize the Premises due to an action of the FCC, including without limitation, a take back of channels or change in frequencies; (v) by Licensee if Licensee determines that the Premises are not appropriate for its operations for economic or technological reasons, including, without limitation, signal interference; or (vi) by Licensor in the event of an overriding public need or a determination of the governing body of Licensor that such termination is necessary to preserve the public health, safety or welfare, as determined by the Licensor in its reasonable discretion, by written notice, delivered not less than ninety (90) days prior to termination of the then current term. 11. Destruction or Condemnation. If the Premises or Licensee Facilities are materially damaged, abandoned, removed, destroyed, condemned or transferred in lieu of condemnation, Licensor or Licensee may elect to terminate this Agreement as of the date of the damage, destruction, condemnation or transfer in lieu of condemnation by giving notice to the other party no more than forty-five (45) days following the date of such damage, destruction, condemnation or transfer in lieu of condemnation. If Licensor undertakes to rebuild the Water Tower, Licensor agrees to use its reasonable efforts to permit Licensee to place temporary transmission and reception facilities on the Property at no additional Rent until such time as Licensee is able to secure a replacement transmission location or the reconstruction of Licensee's Facilities is completed. 12. Insurance. Licensee, at Licensee's sole cost and expense, shall procure and maintain on the Premises and on the Licensee Facilities, bodily injury and property damage insurance with a combined single limit of at least One Million and 00/1 00 Dollars ($1,000,000.00) per occurrence. Such insurance shall insure, on an occurrence basis, against liability of Licensee, its employees and agents arising out of or in connection with Licensee's use of the Premises, all as provided for herein. Licensor shall be named as an additional insured on Licensee's policy. Page 5 of 15 CITY OF THE COLONY, TEXAS WATER TOWER LICENSE AGREEMENT T-Mobile Licensee shall provide to the Licensor a certificate of insurance evidencing the coverage within thirty (30) days ofthe Commencement Date. 13. Assie:nment and Sublettine:. Licensee may not assign, or otherwise transfer all or any part of its interest in this Agreement or in the Premises without the prior written consent of Licensor; provided, however, that Licensee may assign its interest to its parent company, any subsidiary or affiliate of it or its parent company or to any successor-in-interest or entity acquiring fifty-one percent (51%) or more of its stock or assets, subject to any financing entity's interest, if any, in this Agreement as set forth in Paragraph 6(b) above. Upon assignment, Licensee shall be relieved of all future performance, liabilities, and obligations under this Agreement, provided that the assignee assumes all of Licensee's obligations herein. Licensor may assign this Agreement, which assignment may be evidenced by written notice to Licensee within a reasonable period of time thereafter, provided that the assignee assumes all of Licensor's obligations herein, including but not limited to, those set forth in Paragraph 6(b) ("Waiver of Licensee's Lien") above. This Agreement shall run with the Land and shall be binding upon and inure to the benefit of the parties, their respective successors, personal representatives, heirs and assigns. Notwithstanding anything to the contrary contained in this Agreement, Licensee may assign, mortgage, pledge, hypothecate or otherwise transfer without notice or consent its interest in this Agreement to any financing entity, or agent on behalf of any financing entity to whom Licensee (i) has obligations for borrowed money or in respect of guaranties thereof, (ii) has obligations evidenced by bonds, debentures, notes or similar instruments, or (iii) has obligations under or with respect to letters of credit, bankers acceptances and similar facilities or in respect of guaranties thereof. 14. Warranty of Title and Quiet Enjovment. Licensor warrants that: (i) Licensor owns the Property in fee simple and has rights of access thereto and the Property is free and clear of all liens, encumbrances and restrictions; (ii) Licensor has full right to make and perform this Agreement; and (iii) Licensor covenants and agrees with Licensee that upon Licensee paying the Rent and observing and performing all the terms, covenants and conditions on Licensee's part to be observed and performed, Licensee may peacefully and quietly enjoy the Premises. 15. Repairs. Licensee shall not be required to make any repairs to the Premises or Property unless such repairs shall be necessitated solely by reason of the default or neglect of Licensee. Except as set forth in Paragraph 6(a) above, upon expiration or termination hereof, Licensee shall restore the Premises to the condition in which it existed upon execution hereof, reasonable wear and tear and loss by casualty or other causes beyond Licensee's control excepted. 16. Hazardous Substances. Licensee agrees that it will not use, generate, store or dispose of any Hazardous Material on, under, about or within the Land in violation of any law or regulation. Licensor and Licensee agree to assume all duties, responsibilities and liabilities at their sole cost and expense for payment of penalties, sanctions, forfeitures, losses, costs or damages, and for responding to any action, notice, claim, order, summons, citation, directive, litigation, investigation or proceeding which is related to (i) each party's failure to comply with any environmental or industrial hygiene law, including without limitation any regulations, guidelines, standards or policies of any governmental authorities regulating or imposing standards of liability or standards of conduct with regard to any environmental or industrial hygiene conditions or matters as may now or Page 6 of 15 CITY OF THE COLONY, TEXAS WATER TOWER LICENSE AGREEMENT T-Mobile hereafter be in effect, or (ii) any environmental or industrial hygiene conditions that arise out of or are in any way related to the condition of the Property and activities conducted by the party thereon, unless the environmental conditions are caused by the other party. The provisions of this section will survive the expiration or termination of this Agreement 17. Liabilitv and Indemnitv. (a) Licensee shall at all times comply with all laws and ordinances and all rules and regulations of municipal, state and federal government authorities relating to the installation, maintenance, height, location, use, operation, and removal of the equipment, antenna systems, and other alterations or improvements authorized herein, and shall fully indemnify the Licensor against any loss, damage, cost, or expense which may be sustained or incurred by the Licensor as a result of Licensee's installation, operation, or removal of said improvements, except where caused in whole or in part by the sole negligence or willful misconduct of the Licensor, its agents, servants or employees. (b) Licensee agrees and is bound to indemnify, defend, and hold the Licensor whole and harmless against any and all claims for any loss or damages that may arise out of the use, maintenance, and occupancy of Licensee's Facilities and use ofthe Premises by Licensee, except where caused in whole or in part by the sole negligence or willful misconduct of the Licensor, its agents, servants or employees. (c) Licensee agrees that Licensee shall indemnify, defend, release, acquit, and hold free and harmless the Licensor, its agents, representatives and employees from and against any and all claims, demands, causes of action, liabilities, losses, and damage, whether asserted by Licensee, its agents, representatives or employees, or any third party which in any ways relates to or arises from Licensee's Facilities or the installation or maintenance thereof, or from Licensee's entry onto and utilization of the Property, including but not limited to claims or causes of action alleging that loss, injury or damage were caused in whole or in part by the Licensor's negligence but not including those caused in whole or in part by the sole negligence or willful misconduct of the Licensor, its agents, servants or employees. (d) To the extent permitted by law, Licensor shall at all times comply with all laws and ordinances and all rules and regulations of municipal, state and federal government authorities relating to the maintenance and operation of the Water Tower, and shall fully indemnify the Licensee against any loss, damage, cost, or expense which may be sustained or incurred by the Licensee as a result of Licensor's, its agent's, servant's, or employee's negligence or willful misconduct. 18. Water Tower Markine: and Lie:htine: Requirements. Licensor acknowledges that it, and not Licensee, shall be responsible for compliance with all Water Tower marking and lighting requirements of the Federal Aviation Administration ("FAA") and the FCC. In the event Licensee is cited by either the FCC or FAA because the Water Tower is not in compliance due to Licensee's facilities and, Licensor fails to cure the conditions of noncompliance within the time frame allowed by the citing agency, Licensee may terminate this Agreement. Page 7 of 15 CITY OF THE COLONY, TEXAS WATER TOWER LICENSE AGREEMENT T-Mobile 19. Public Emere:encv. The parties understand and agree that the primary function of the property is to serve as a water tower for the Licensor and that the interests of Licensee are superseded by the public health, safety, and welfare of the citizens of the City of The Colony served by the Water Tower. In the event that the City of The Colony City Councilor the City Manager declare a public emergency or there exists a threat to the Water Tower facility or potable water supply that would detrimentally impact public health, safety and welfare such that immediate action is necessary, Licensee shall immediately remove its improvements from the Licensed Premises. In the event Licensee is not able to immediately respond, Licensor may remove Licensee's improvements without incurring liability for damages of any type. Costs of removal and reattachment of improvements shall be borne by Licensee. 20. Miscellaneous. (a) This Agreement constitutes the entire agreement and understanding between the parties, and supersedes all offers, negotiations and other agreements concerning the subject matter contained herein. Any amendments to this Agreement must be in writing and executed by both parties. (b) If any provision of this Agreement is invalid or unenforceable with respect to any party, the remainder of this Agreement or the application of such provision to persons other than those as to whom it is held invalid or unenforceable, shall not be affected and each provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. (c) This Agreement shall be binding on and inure to the benefit of the successors and permitted assignees of the respective parties. (d) Any notice or demand required to be given herein shall be made by certified or registered mail, return receipt requested, or reliable overnight courier to the address of the respective parties set forth below: Licensor: City of The Colony ATTN: Utility Director 6800 Main St. The Colony, Texas 75056 Licensee: T -Mobile USA, Inc. 12920 SE 38th Street Bellevue, Wa.98006 Attn. PCS License Manager With a copy to: Legal Dept With a copy to: T -Mobile Texas, LP 7668 Warren Pkwy Frisco, Tx 75034 Attn Lease Administration Manager With a copy to: Legal Dept. Page 8 of 15 CITY OF THE COLONY, TEXAS WATER TOWER LICENSE AGREEMENT T-Mobile Licensor or Licensee may from time to time designate any other address for this purpose by written notice to the other party. All notices hereunder shall be deemed received upon actual receipt. (e) This Agreement shall be governed by the laws of the State of Texas; and venue for any action shall be in any court of proper jurisdiction in Denton County, Texas. (t) Licensee may obtain title insurance on its interest in the Premises. Licensor shall cooperate by executing documentation required by the title insurance company. (g) In any case where the approval or consent of one party hereto is required, requested or otherwise to be given under this Agreement, such party shall not unreasonably delay or withhold its approval or consent. (h) All Exhibits annexed hereto form material parts of this Agreement. There are no other agreements, oral or otherwise, which form any part of the agreements between the parties hereto other than this Agreement. (i) This Agreement may be executed in duplicate counterparts, each of which shall be deemed an original. (j) Licensor agrees to provide Licensee with a completed IRS Form W-9, upon execution of this Agreement and at such other times as may be reasonably requested by Licensee. (k) Licensor agrees to execute and deliver to Licensee a Memorandum of Agreement in the form annexed hereto as Exhibit C, and acknowledges that such Memorandum of Agreement will be recorded by Licensee in the official records of the County where the Property is located. (1) In the event the Property is encumbered by a mortgage or deed of trust, Licensor agrees to obtain and deliver to Licensee an executed and acknowledged non-disturbance and attornment agreement for each such mortgage or deed of trust in a recordable form reasonably acceptable to both parties. Page 9 of 15 CITY OF THE COLONY, TEXAS WATER TOWER LICENSE AGREEMENT T-Mobile IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. LICENSOR LICENSEE CITY OF THE COLONY, TEXAS T -Mobile Texas, LP By T-Mobile West Corporation, it's General Partner By: g~~ By: 4~ /' Name: Jeff Hooper Name: Dale Cheatham Title: City Manager Title: Area Director-Engineering and Operations Date: G lAM~ eJ J Date: J- '7 2- -07 Page 10 of 15 CITY OF THE COLONY, TEXAS WATER TOWER LICENSE AGREEMENT T-Mobile Exhibit A FIELD NOTES LEASE AREA BEING a 0.014 acre tract (600.00 sq. ft.) and being all that certain lot, tract or parcel ofland situated in the B.B.S. & C. R.R. Survey, Abstract No. 194, City of The Colony, Denton County, Texas, and being part of a called 0.521 acre tract described in a deed from Fox & Jacobs, Inc. to The Colony Municipal Utility District No.1 as recorded in Volume 885, Page 292, Deed Records of Denton County, Texas, and being more particularly described as follows: COMMENCING from a 1/2 inch iron rod found at the southeast corner of Lot 14, Block 125, The Colony No. 19, an addition to The Colony and also at the intersection of the west line of Pruitt Drive and the north line ofa 15 feet in width alleyway as recorded in Volume 16, Page 36, Plat Records of Denton County, Texas, for a corner, from which point the northeast corner of said 0.521 acre tract bears S 24054' 11" W a distance of 15.26 feet, for a reference; THENCE N 72044'34" W along the nOlth line of said alleyway a distance of 134.73 feet and S 16045'1 I" W across said alleyway, passing the north line of said 0.521 acre tract at a distance of 15.12 feet and continuing across said 0.521 acre tract a distance of 0.40 feet, a total distance of 15.52 feet to a 1/2 inch iron rod set at the POINT OF BEGINNING of said easement; THENCE S 16045'11" W across said 0.521 acre tract a distance of20.00 feet to a 1/2 inch iron rod set, for a corner; THENCE N 73014'48" W across said 0.521 acre tract a distance of30.00 feet to a 1/2 inch iron rod set, for a corner; THENCE N 16045'11" E across said 0.521 acre tract a distance of 20.00 feet to a 1/2 inch iron rod set at a point 0.67 feet south of the north line of said 0.521 acre tract, for a corner; THENCE S 73014'48" E across said 0.521 acre tract a distance of30.00 feet to the POINT OF BEGINNING and containing 0.014 acres (600.00 sq. ft.) ofland. I, Danny W. Beasley, Registered Professional Surveyor, State of Texas, do certifY that the field notes hereon are a true, correct and accurate representation of the property as determined by an on the ground survey conducted on November 14,2006, under my supervision. Q-z)~-:f2,.~ Danny W. Beasley, R.P.L.S. No. 4915 Si Si EAGLE LAKE SURVEYING P.O. BOX 451 EMORY, TEXAS 75440 903:4}3:8020 DATE: 11-18-06 JOB NO. 06-0538 Revised ~. , , A , ,,' - Page 11 of 15 !~ Ii ~ ..~ ~'" ill" !!Iii 5:1il ..~ iil~ ~" ~i ~~ r ~~ ~ ~ R ~ "< ... $ K '" ''', :1: ~ 6:) ~ --1- ~ ~ :r..... ~~ i ~ ~d~~~ ;; N I : 2 ;~i~g~ II ~ 13 iB ~ Paee 12 of 15 I~~ I~~~ IUE _CAMPUS 1IllI__V FIISCO. tEXAS 1llI34 . - . . r- - -Mobile- EXHIBIT C To the Agreement dated fY\McJ-- S-- , 2007, by and between City of The Colony, Texas, a municipal corporation, as Licensor and T -Mobile Texas, LP, a Delaware limited partnership, as Licensee. RECORDED AT REQUEST OF, AND WHEN RECORDED RETURN TO: T -Mobile Texas, LP 7668 Warren Pkwy Frisco, TX 75034 Attn: Property Manager MEMORANDUM OF AGREEMENT TX-0612H / Northeast Colony APN: R135357 This MEMORANDUM OF AGREEMENT is entered into on this J1A-av'd-- 5 , 2007, by City of the Colony, Texas, a municipal corporation, with an address at 6800 Main Street, The Colony, Texas 75056 (hereinafter referred to as Licensor") and T-Mobile Texas LP, a Delaware limited partnership, with an office at 7668 Warren Pkwy, Frisco, TX, 75034, (hereinafter referred to as "Licensee"). 1. Licensor and Licensee entered into a Communications Site License Agreement ("Agreement") dated as of --AI\. () v cl,.. ~ ,2007, effective upon full execution of the parties ("Effective Date") for the purPose of Licensee undertaking certain Investigations and Tests and, upon finding the Property appropriate, for the purpose of installing, operating and maintaining a communications facility and other improvements. All of the foregoing is set forth in the Agreement. 2. The term of Licensee's tenancy under the Agreement is for five (5) years commencing on the start of construction of the Licensee Facilities ("Term Commencement Date"), and terminating on the fifth anniversary of the Term Commencement Date with four (4) successive five (5) year options to renew. 3. The Land that is the subject ofthe Agreement is described in Exhibit A annexed hereto. The portion of the Land being Licensed to Licensee and all necessary access and utility licenses (the "Premises") are set forth in the Agreement. In witness whereof, the parties have executed this Memorandum of Agreement as of the day and year first written above. [signatures on next page] Page 13 of 15 CITY OF THE COLONY, TEXAS WATER TOWER LICENSE AGREEMENT 76678 LICENSOR: LICENSEE: City of the Colony T-Mobile Texas, LP, a Delaware limited partnership By T-Mobile West Corporation, its General Partner By: ()Qo ~ j) A li: Co. t\ E t\\ ~,. ""'- By: ~p~ , Name: Name: Date: ~ \- -\-t, ~"^.A ^-.J,A :.r# r; Nv\c-ck 6 l Title: Area Director. Engineering and Operations Title: Date: '2 -'?- 'l. ~ () 7 STATE OF COUNTY OF On '1-/1---z1 '" , before me, ,2. C"":Jt {::...~ , Notary Public, personally appeared ;r;:pp l+VofU"" , persona y known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacity, and that by their signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS m~ an\l.<>llficial seal. I?- ~ Notary Public My commission expires: ;1l~ t ~ '1.-001 (SEAL) '~~"'''.Vjl' t~ /J .11; ..... . " ,.91." ~ R. COREY FARMER MY COMMISSION EXPIRES May 14, 2009 STATE OF ~,.".,,'...~~.-.............m...x................,.............+..+.......5-5-.- . " COUNTY OF ~ l-V On 1'tY:1" d, l';,{ ~fr~]e me,Cl'I4.<.,ti eJVtt../.0,I.,."Notary Public, personally appeared b.q... 11.< C c.;;. t'\ yHA ,...,.... , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacity, and that by their signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument. t!:fismXh~~ tud~ fY' ary Public My commission expires: I ( - ;;).;;2- ()'1 (SEAL) I......-..................................................................J ..A;'lf"~ ~~~..I!"~"'" CHRISTIE NEU WIlSON .~~ '.. l"'\ !e ~ . ~.:: NOlary Public, Stale 01 TeuI ;I! ";0; ~: \;;JtS~~l My Commissioll Expires 11.22.01 ~'''.n''~ ~""~""""""""~"~"~ CITY OF THE COLONY, TEXAS WATER TOWER LICENSE AGREEMENT 76678 Page 14 of 15 Exhibit A FIELD NOTES LEASE AREA BEING a 0.014 acre tract (600.00 sq. ft.) and being all that certain lot, tract or parcel ofIand situated in the B.B.S. & C. R.R. Survey, Abstract No. 194, City of The Colony, Denton County, Texas, and being part ofa called 0.521 acre tract described in a deed from Fox & Jacobs, Inc. to The Colony Municipal Utility District No.1 as recorded in Volume 885, Page 292, Deed Records of Denton County, Texas, and being more particularly described as follows: COMMENCING from a 1/2 inch iron rod found at the southeast comer of Lot 14, Block 125, The Colony No. 19, an addition to The Colony and also at the intersection of the west line of Pruitt Drive and the north line ofa 15 feet in width alleyway as recorded in Volume 16, Page 36, Plat Records of Denton County, Texas, for a comer, from which point the northeast comer of said 0.521 acre tract bears S 24054'11" W a distance of15.26 feet, for a reference; THENCE N 72044'34" W along the north line of said alleyway a distance of 134.73 feet and S 16045'1 I" W across said alleyway, passing the north line of said 0.521 acre tract at a distance of 15.12 feet and continuing across said 0.521 acre tract a distance of 0.40 feet, a lotal distance of 15.52 feet lo a 1/2 inch iron rod set at the POINT OF BEGINNING of said easement; THENCE S 16045' I I" W across said 0.521 acre tract a distance of 20.00 feet to a 1/2 inch iron rod set, for a comer; THENCE N 73014'48" W across said 0.521 acre tract a distance ofJO.OO feet to a 1/2 inch iron rod set, for a corner; THENCE N 16045'11" E across said 0.521 acre tract a distance of20.00 feet to a 1/2 inch iron rod set at a point 0.67 feet south of the north line of said 0.521 acre tract, for a comer; THENCE S 73014'48" E across said 0.521 acre tract a distance of30.00 feet to the POINT OF BEGINNING and containing 0.014 acres (600.00 sq. ft.) ofland. I, Danny W. Beasley, Registered Professional Surveyor, Stale of Texas, do certifY that the field notes hereon are a true, correct and accurate representation of the property as determined by an on the ground survey conducted on November 14,2006, under my supervision. Q()~-:a..-4-c Danny W. Beasley, R.P.L.S. No. 4915 EAGLE LAKE SURVEYING P.O. BOX 451 EMORY, TEXAS 75440 90.~,;4}3:;8020 DATE: 11-18-06 JOB NO. 06-0538 Revised .....;.,. , . . '.."! ' Si Si p}l!!e 15 of 15