Loading...
HomeMy WebLinkAboutContracts & Agreements_250-2017 SITE LEASE AGREEMENT This SITE LEASE AGREEMENT ("Lease") is entered into this 5th day of December, 2017 (the "Effective Date"), by and between the City of Redlands, a municipal corporation ("Lessor"), and New Cingular Wireless PCS, LLC, a Delaware limited liability company ("Lessee") Lessor and Lessee are at times collectively referred to hereinafter as the"Parties" or individually as the "Party " 1 Property and Premises (a) Subject to the following terms and conditions, Lessor leases to Lessee a portion of the City of Redlands-owned park (APN 0167-161-06) ("Property") located within the municipal jurisdictional limits of the City of Redlands, in the County of San Bernardino, State of California, and further described in Exhibit "A" attached hereto and by this reference made a part hereof Lessor shall lease to Lessee a portion of the Property ("Premises") for the purpose of the construction, maintenance, repair and operation of Lessee's communications facility and uses incidental thereto. The Premises is identified and illustrated in Exhibit "B" attached hereto and by this reference made a part hereof (b) The Premises consists of a twelve (12) foot by ten (10) foot parcel of land sufficient for the installation and operation of Lessee's equipment, together with a replacement light standard and right to access the Property for pedestrian and vehicular ingress and egress and the installation of utilities, as described in the attached Exhibit"B" attached hereto (c) Lessee acknowledges that the Property serves as its primary purpose as a public park, and only secondarily as a wireless communications site The operations of Lessee on the Property shall not unreasonably disturb or interfere with the Lessor's primary use of the Property 2 Site Access (a) Lessor also grants Lessee a non-exclusive vehicular and pedestrian physical access route at the Property for ingress and egress over the Property to the Premises to and from San Bernardino Avenue ("Access Route"), as more particularly described and depicted in Exhibit"B" attached hereto (b) Lessor grants Lessee free ingress and egress to the Premises twenty-four (24) hours a day and seven (7) days a week via the Access Route Provided that Lessee's twenty-four (24) hours a day and seven (7) days a week access rights are not interrupted, Lessor may adjust the Access Route if necessary for Lessor's use of the Property and upon sixty(60) days written notice to Lessee 3 Commencement Date, Term, Rent, Permitted Use (a) This Lease shall be effective as of the Effective Date of this Lease, provided, however, the initial term (as described below) of this Lease shall commence 1 l 1ca\djm1Agreements\City orredlands CLVO481 Cell Tower Agreement Community Park ATr Feb._REDUNED.doe based upon the date Lessee commences installation of the equipment on the Premises In the event the date Lessee commences installation of the equipment on the Premises falls between the 1St and 15" of the month, this Lease shall commence on the 1St of that month and if the date installation commences falls between the 16th and 31St of the month, then this Lease shall commence on the I" day of the following month (either, the "Commencement Date") Lessor and Lessee agree that they shall acknowledge in writing the Commencement Date Lessor grants Lessee an initial term of five (5) years ("Initial Term") from the Commencement Date This Lease shall automatically renew for up to four (4) additional five (5) year renewal terms (each a "Renewal Term"), unless Lessee delivers to Lessor written notice consistent with Section 18 below of Lessee's intent not to renew at least ninety (90) days before the end of the Initial Terra or the then applicable Renewal term The Initial Term and any Renewal Terms shall be collectively referred to hereinafter as the"Term " (b) As consideration for this Lease, Lessee shall pay Lessor monthly rent in the amount of Two Thousand Six Hundred Dollars ($2,600 00) in advance on the first day of each month ("Rent") The Rent shall commence on the Commencement Date, except that Lessor and Lessee acknowledge and agree that initial rental payment(s) shall not actually be sent by Lessee until forty-five (45) days after a written acknowledgement confirming the Commencement Date Beginning upon the first (1St) anniversary of the Commencement Date, and upon each anniversary thereafter during the Term, the Rent shall increase by a total of Four Percent (4%) over the amount payable during the prior year (c) Lessee shall pay Lessor a late payment charge equal to the greater of ten percent (10%) per annum or the highest applicable legal interest rate of any amount not paid to Lessor within ten (10) days after due All payments received shall apply first to any interest owed and then to any principal amount owed (d) Lessee shall ensure that all payments shall include a statement that states the Lessee's site identification number, and, if applicable, the reason for and the method Lessee used to calculate any partial payment or payment in excess of Rent (e) Lessee shall pay Lessor, as additional rent, a separate one-time fee of Ten Thousand Dollars ($10,000 00) as additional compensation for Lessor's assent to enter into this Lease Such one-time fee shall be tendered to Lessor within thirty (30) days of Lessee's receipt of a fully executed original version of this Lease, and shall be fully earned by Lessor upon Lessor's execution of this Lease, and such fee shall not be applied as an offset to the Rent (f) At Lessee's sole cost and expense, Lessee may use the Premises to transmit and receive communication signals for its communications purposes and operations ("Permitted Use") To effectuate the specific Permitted Use, and provided Lessee has obtained all required governmental permits and approvals, Lessee may, subject to Section 12, below, install, construct, maintain, modify, supplement, replace, upgrade, repair, and operate 2 i 1ca\djm\Agreements\City of redlands CLVO481 Cell Tower Agreement Community Park ATT reb._REDLiNED.doe communication antennas, equipment, cables, and accessories ("Communication Facility"), and perform other acts reasonably necessary to effectuate the permitted uses described herein and uses directly related thereto In addition, Lessee will be allowed to make such alterations to the Property in order to ensure that Lessee's Communication Facility complies with all applicable federal, state or local laws, rules or regulations 4. Maintenance (a) Lessor reserves the right to modify or replace its existing lighting fixtures on the replacement light standard with future Iight improvements, including but not limited to L E D lighting equipment In addition, if at any time three or more light bulbs within Lessor's light fixtures on the replacement light standard are burnt out or otherwise not functioning, Lessor may request Lessee to replace the light bulbs Such request must be made in writing After receiving notice of the request, Lessee shall have two weeks to replace the light bulbs in the city owned light fixture The replacement light bulbs shall be provided to Lessee by Lessor (b) Lessee shall at all times keep and maintain the Premises in good condition, except for reasonable wear and tear and damage from the elements Lessor shall maintain and repair the Property as reasonably necessary to permit access to and use of the Communications Facility, subject to reasonable wear and tear and damage from the elements (c) Lessee shall, at its sole cost and expense, promptly repair any damage to the Property and Premises to the extent caused as a result of Lessee's (i) construction, operation, maintenance, or other use of the Communication Facility, or (n) negligence or willful misconduct (d) Whenever Lessee's duty to repair arises, Lessee shall repair the Property and Premises to at least substantially the condition that existed before such damage occurred, except for reasonable wear and tear, casualty, and other losses beyond Lessee's reasonable control (e) Lessee must repair damages to the extent caused by Lessee as soon as reasonably possible after Lessor notifies Lessee of such damage in writing, but in no case shall repairs commence later than ten (10) days after Lessee's receipt of Lessor's written notice (f) Lessee shall bear all costs and expenses associated with such repairs required herein 5. Utilities. (a) Lessee shall bear sole and full responsibility for all utilities related to its use of the Premises and Lessee shall be permitted to install and maintain a separate utility 3 1 IcaldjmlAgreementslCity of redlands CLV0481 Cell Tower Agreement Community Park ATT Feb _REDLiNED.doc meter on the Premises Lessee, at Lessee's sole cost and expense, shall secure separately metered utilities from any public utility company for its uses at the Premises Lessor grants Lessee's public utility company the right to install below-ground utility lines along the Access Route as shown in Exhibit"B " (b) In the event that any public utility cannot install its equipment along the Access Route, Lessor agrees to use its best efforts to grant the Lessee an additional area within the Property to the Premises in a mutually agreeable location The Rent shall automatically be adjusted upwards on a pro rata basis to reflect the Lessee's increased occupancy of the Property The Parties shall substitute a new Exhibit "B" to accurately reflect the new Access Route The new Exhibit "B" shall not become effective unless Lessor and Lessee each initial each and every page thereof 6 Holdover and Holdover Rent (a) Lessee's right to possess the Premises shall immediately terminate at the end of the Term or within ninety (90) days after the earlier termination of this Lease unless the Parties are then currently negotiating in good faith to reach a new lease (b) If upon the end of the Term or the expiration of the removal period set forth above and in Section 7 below the Parties are not in the process of negotiating a new lease or lease extension in good faith, or if Lessee holds over past the expiration of the Term or the expiration of the removal period set forth above and in Section 7 below without Lessor's written consent, then the Rent then in effect payable from and after the time of the expiration of the Term or earlier removal period set forth above shall be increased to one hundred fifty percent (150%) of the Rent applicable during the month immediately preceding such expiration or earlier termination ("Holdover Rent") Holdover shall be on a month-to-month basis subject to termination by either Party hereto upon thirty (30) days written notice to the other Party Holdover is subject to all of the applicable terms of this Lease including without limitation the Holdover Rent as set out in this Section 7. Removal, Restoration, Clearing Title Cloud (a) All portions of the Communication Facility brought onto the Property by Lessee constitute Lessee's personal property and Lessee may, in Lessee's sole discretion, remove any part of the Communication Facility at any time during the Term or the removal period set forth herein (b) Upon termination of this Lease for any reason whatsoever, Lessee shall transfer to Lessor title to all real property improvements ("Retained Improvements") constructed by Lessee (i e , communication building and replacement light standard), but not Lessee's communication equipment installed or constructed upon the Premises, free, clear and unencumbered of any monetary encumbrance or other restriction or title exception of any land or nature created by Lessee other than as permitted by Lessor in writing Prior to transferring title to the replacement light standard, Lessee shall remove 4 1 Icaldjm\Agreements\City of redlands CLV0481 Cell Tower Agreement Community Park ATT Feb _REDLINED doe any and all communication equipment attached to the replacement light standard such that it is left in good appearance similar to the other existing light poles at the park with no cabling, mounts, or other equipment left attached to it and that no holes are left in the light standard subsequent to Lessee's removal of equipment or cables Lessee shall also remove all equipment from within the communication building Lessor acknowledges and agrees that it shall take possession of the Retained Improvements in their then "AS IS" "WITH ALL FAULTS" condition, and that Lessee makes no representation or warranty regarding their condition or fitness for any particular purpose and that Lessee shall incur no further liability therefore (c) Notwithstanding the foregoing, Lessee shall return the Premises to its original condition as it existed before the Commencement Date, excepting any Retained Improvements and normal wear and tear or casualty damage not caused by or attributable to Lessee, at the earlier of the expiration of the Term or within ninety (90) days after any early termination of this Lease. In addition, Lessee shall remove from the Property all personal property, and remove any part of the Communication Facility including utilities, wiring, and conduits and restore the Property to its prior existing condition as it existed before the Commencement Date, except for normal wear and tear or casualty damage not caused by or attributable to Lessee (d) Within thirty (30) days after the expiration or earlier termination of this Agreement, Lessee will execute and deliver to Lessor a Quitclaim Deed or such other appropriate documents in recordable form to release Lessee's interest in the Property and to evidence the termination of this Agreement S Interference (a) Lessee shall not cause harmful interference with Lessor's equipment at the Property or with any of Lessor's client's radio communications where such communications exist as of the Effective Date of this Lease and are operated within their respective frequencies, in accordance with all applicable laws and regulations In the event any of Lessee's equipment causes such interference to such equipment installed as of the Effective Date of this Lease, and after Lessor has notified Lessee in writing of such interference, Lessee will take all reasonable steps necessary to correct and eliminate the interference, including but not limited to, at Lessee's option, powering down such equipment and later powering up such equipment for intermittent testing In no event will Lessor be entitled to terminate this Agreement as long as Lessee is making a continuing good faith effort to remedy the interference issue (b) Lessor will not use, nor will Lessor permit its employees, other lessees at the Property, or agents under Lessor's control to use any portion of the Property in any way which causes harmful interference to the Communication Facility, or which adversely interferes with the rights of Lessee under this Lease Lessor will cause such interference to cease within twenty-four (24) hours after receipt of written notice of interference from Lessee (c) The Parties acknowledge that there will not be an adequate remedy at law 5 1 1ea\dim\Agreements\City of redlands CLV048t Cell Tower Agreement-Community Park ATT Feb _REDL[NED.doc for noncompliance with the provisions of this Section and therefore, either Party shall have the right to equitable remedies, such as, without limitation, injunctive relief and specific performance 9. Insurance, Release and Hold Harmless, Indemnification (a) Lessee, and each of Lessee's contractors and subcontractors who shall physically enter the Property, shall, at their sole cost and expense, procure and continue in force during the Term of this Agreement and any month-to-month holdover tenancy thereafter (i) Workers' Compensation Insurance (at statutory limits), (ii) Employer's Liability Insurance with limits of One Million Dollars ($1,000,000) each accident/disease/policy limit; (iii) Commercial General Liability Insurance (including completed operations and contractual liability) on an occurrence basis in an amount of Three Million Dollars ($3,000,000) per occurrence and in the aggregate, combined single limit, (iv) "All-risk" property insurance insuring the Premises and its appurtenant personal property for full replacement costs Lessee may self insure this coverage, and (b) All policies shall be written by an insurer with an A M Best rating of not less than A- VII that is licensed, authorized or permitted to do business within the State of California The general liability insurance coverage shall include Lessor, Lessor's employees, volunteers, officers, and elected and appointed officials (collectively the "Lessor's Releasees") as an additional insured as their interest may appear Notwithstanding the forgoing, and provided Lessee or its parent company has a net worth of at least $100,000,000 00, Lessee may, in its sole discretion, self insure any of the required insurance under the same terms as required by this Lease In the event Lessee elects to self-insure its obligation under this Lease to include Lessor as an additional insured, the following conditions apply (i) Lessor shall promptly and no later than thirty (30) days after notice thereof provide Lessee with written notice of any claim, demand, lawsuit, or the like for which it seeks coverage pursuant to this Section and provide Lessee with copies of any demands, notices, summonses, or legal papers received in connection with such claim, demand, lawsuit, or the like, (ii) Lessor shall not settle any such claim, demand, lawsuit, or the like without the prior written consent of Lessee, and (iii) Lessor shall fully cooperate with Lessee in the defense of the claim, demand, lawsuit, or the like (c) Except to the extent caused by the negligence or willful misconduct of Lessor, Lessee agrees to indemnify, defend and hold Lessor's Releasees harmless from and against injury, loss, damage or liability (or any claims in respect of the foregoing), costs or expenses (including reasonable attorneys' fees and court costs) which may be imposed upon or incurred by or asserted against Lessor's Releasees occurring during the Term of this Lease, or during any period of time prior to the Commencement Date hereof 6 11ca\djm\Agreements\City of redlands CLVO481 Cell Tower Agreement Community Park ATT Feb._REDLIINED.doe or after the expiration date hereof when Lessee may have been given access to or possession of all or any part of the Premises, to the extent arising from (i) any work or act done in, on or about the Premises or any part thereof at the direction of Lessee, its agents, contractors, subcontractors, servants, employees, lessees or invitees on behalf of Lessee, including but not limited to the mstallatton, use, maintenance, repair or removal of the Communication Facility, except to the extent such work or act is done or performed by Lessor or its agents or employees, contractors, volunteers, officers or officials, (II) any negligence or willful misconduct on the part of Lessee or any of its agents, contractors, subcontractors, servants, employees, sub-tenants, lessees or invitees, (iii) any accident, injury or damage caused by or attributable to Lessee or its agents, contractors, subcontractors, servants, employees, sub-tenants, lessees or invitees to any person or property occurring at the Property or any part thereof, or (iv) any failure on the part of Lessee to perform or comply with any of the covenants, agreements, terms, provisions, conditions or limitations contained in this Lease on Its part to be performed or complied with (d) Lessor shall indemnify and hold Lessee, its employees, contractors, subcontractors, or agents harmless against any claim of liabtlity or loss from bodily injury or property resulting from or arising out of the negligence or willful misconduct of Lessor, Its employees, contractors, agents, volunteers, officers or officials, or from Lessor's failure to perform or comply with any of the covenants, agreements, terms, provisions, conditions or limitations contained in this Lease on Its part to be performed or complied with, except to the extent such claims or damages may be due to or caused by the negligence or willful misconduct of Lessee, or its employees, contractors, subcontractors, or agents 10 Taxes (a) Lessee is solely responsible and shall timely and fully pay any taxes, assessments, or charges owed on the Property that arise from Lessee's use of the Premises and/or the installation, maintenance, and operation of the Communication Facility or other improvements, including any increase in real estate taxes at the Property that arise from Lessee's improvements thereon and/or Lessee's use of the Property (b) Lessee's responsibility hereunder also includes, without limitation, California Revenue and Taxation Code Section 107 6(a), as hereafter amended or superseded, when applicable In accordance with California Revenue and Tax Code Section 107 6, Lessor hereby notifies Lessee that the Interest created by this Lease may be subject to property taxation and Lessee may be subject to the payment of a property/possessory Interest tax levied on such interest Lessee shall be solely responsible for the timely payment of such taxes and shall defend, indemnify and hold 7 11caldjmlAgreements\City of redlands CLV0481 Cell Tower Agreement Community Park ATT Feb _REDLINED.doe Lessor harmless from and against any and all claims or actions for payment (or nonpayment) of such taxes (c) Lessor and Lessee shall each be responsible for the payment of any taxes, levies, assessments and other charges imposed including franchise and similar taxes imposed upon the respective businesses conducted by Lessor or Lessee at the Property Notwithstanding this Section, Lessee shall not have the obligation to pay any tax, assessment, or charge that Lessee disputes in good faith in appropriate proceedings prior to a final determination that such tax is properly assessed provided that no lien shall attach to the Property (d) Nothing in this Section shall be construed as making Lessee liable for any portion of Lessor's income taxes in connection with any Property or otherwise Except as set forth in this Section, Lessor shall have the responsibility to pay any real property taxes, assessments, or charges owed on the Property and shall do so prior to the imposition of any lien on the Property (e) Lessee shall have the right, at its sole option and at its sole cost and expense, to appeal, challenge or seek modification of any tax assessment or billing ("Disputed Sums") for which Lessee is wholly or partly responsible for payment Lessor, at Lessee's sole cost and expense, shall reasonably cooperate with Lessee in filing, prosecuting, and perfecting any appeal or challenge to taxes as set forth in the preceding sentence, including but not limited to, executing any consent, appeal, or other similar document In the event that as a result of any appeal or challenge by Lessee, there is a reduction, credit or repayment received by the Lessor for any taxes previously paid by Lessee, Lessor agrees to promptly reimburse to Lessee the amount of said reduction, credit or repayment In the event that Lessee does not have the standing rights to pursue a good faith and reasonable dispute of any taxes under this paragraph, Lessor will pursue such dispute at Lessee's sole cost and expense upon written request of Lessee If Lessee exercises its right to appeal, challenge, or seek modification of the Disputed Sums and a bond or deposit is required to be tendered to prosecute the appeal, then Lessee shall also bdie solely responsible to providing such bond or deposit 11. Collocation and Revenue Share. Lessee shall have the right to collocate facilities on the Communications Facility and the Premises with a third party collocator ("Collocator") in accordance with Chapter 18 178 of the Redlands Municipal Code, California Government Code section 65850 6, and applicable federal law Lessee shall provide to Lessor a redacted copy of Lessee's agreement with any such Collocator within thirty (30) days of Lessee's execution of such an agreement as a condition precedent to the Collocator installing any facilities on the Communications Facility or the Premises In the event Lessor consents to Lessee's subletting or licensing of space on the Communications Facility to a Collocator, Lessee shall remit fifty percent(50%) of the gross rent or license fees collected by Lessee from such Collocator (the "Collocator Rent") to Lessor (the "Lessor's Revenue Share") within thirty (30) days of Lessee's receipt of such Collocator Rent Lessee shall ensure that all Collocator Rent payments to Lesssor shall accompany a document that states the 8 i Icaldlm\Agreements\City of redlands CLVO481 Cell Tourer Agreement Community Park ATT Feb._REDLINED doe name of the Collocator and the nature of the payment and the exact dollar amount of each such payment Annually, commencing on the first day of the fifteenth (15) month after the commencement of any subletting or licensing of space on the Communications Facility to a Collocator, upon request of Lessor, Lessee shall provide to Lessor a complete and accurate accounting of all Collocator Rent received from the Collocator during the twelve (12) month period ending three (3) months prior to the due date of such accounting The Collocator Rent shall be negotiated by and between Lessee and Collocator, on terms acceptable to Lessee, in Lessee's sole discretion In calculating the amount of Lessor's Revenue Share, Collocator Rent shall not include (i) any payment received by Lessee under the applicable sublease or license for reimbursement of operating expenses or construction costs relating to the Communications Facility paid by Lessee or (ii) any other payment other than regularly recurring rent or license fees Lessor acknowledges and agrees that Lessor's Revenue Share may or may not be passed through as a cost to the Collocator and, in the event that Lessor's Revenue Share is passed through as a cost to the Collocator, the same shall not be subject to further revenue sharing or markup payable to Lessor In the event Lessee sublets or licenses to more than one Collocator, Lessee shall be obligated to pay the Lessor's Revenue Share for each Collocator as set forth above Lessee's obligation to pay Lessor's Revenue Share to Lessor shall expire or abate, as applicable, at such time as the Collocator does not pay Collocator Rent to Lessee, and shall resume, as applicable, if and when the Collocator resumes paying such recurring Collocator Rent and the Lessor's Revenue Share shall be prorated for partial periods 12 Assignment and Subleasing (a) Except as set forth below, Lessee shall not assign, sublease, or in any other way grant any party any rights that require the physical or electrical use of the Premises and this Lease to any other party, with or without consideration, without Lessor's prior written consent, which consent Lessor shall not unreasonably withhold, condition, or delay It shall not be considered an unreasonable condition for Lessor to require any party seeking such a privilege under this subsection to first enter into a separate written agreement with Lessor (b) The Parties shall not deem any change of stock ownership, partnership interest, or control of Lessee, or transfer upon partnership or corporate dissolution of Lessee, or Lessee's entering into a site management agreement with a third party, as an "assignment" for this section Without limiting the preceding sentence and notwithstanding the first sentence of this subsection, Lessor acknowledges and agrees that this Agreement may be sold, assigned or transferred by Lessee without any approval or consent of Lessor to Lessee's principal, affiliates, subsidiaries of its principal or to any entity which acquires all or substantially all of Lessee's assets in the market defined by the Federal Communications Commission ("FCC") in which the Property is located by reason of a merger, acquisition or other business reorganization 9 I 1ca\djmlAgreements\Cktyof rediands CLV0481 Cell Tower Agreement Community Park ATT Feb._REDLINED.doc The Parties do not Intend and shall not construe anything in this Section to prohibit or interfere with Lessee's use of the Premises under standard Inter-company roaming agreements between Lessee and other third-party wireless service providers 11 Default and Right to Cure. (a) The Parties deem the following as a default by Lessee and a breach of this Lease (i) Lessee's failure to deliver Rent or Holdover Rent if such Rent or Holdover Rent remains unpaid for thirty (30) calendar days after Lessee receives written notice thereof from Lessor, or (ii)Lessee's nonperformance of any other term under this Lease if performance remains due for thirty (30) days after Lessor notifies Lessee in writing of the nonperformance No such default, however, will be deemed to exist if Lessee commences to cure such default within the time periods specified above and prosecutes efforts to cure to completion with reasonable diligence Lessor shall excuse reasonable delays in Lessee's efforts to cure when a force outside the reasonable and actual control of Lessee causes a delay With respect to such tolling of Lessee's duty, Lessee will use its best efforts to notify Lessor in writing within five (5) working days after first becoming aware of the delay, the nature of the delay, and an estimated cure resumption date. During this period, only those duties which cannot be performed as required herein shall be tolled (b) If Lessee remains in default beyond any applicable notice and cure period, Lessor will have the right to exercise any and all rights and remedies available to it under law and equity, including without limitation the right to cure Lessee's default and to charge the actual and reasonable costs of such cure to the Lessee, or to declare this Lease terminated (c) The Parties deem the following as a default by Lessor and a breach of this Lease Lessor's nonperformance of any term under this Lease if performance remains due for thirty (30) days after Lessee notifies Lessor of the nonperformance No such default, however, will be deemed to exist if Lessor commences to cure such default within the time periods specified above and prosecutes efforts to cure to completion with reasonable diligence Lessee shall excuse reasonable delays in efforts to cure when a force outside the reasonable control of Lessor causes such delay Notwithstanding the foregoing to the contrary, it shall be a default under this Lease if Lessor fails, within five (5) days after receipt of written notice of such breach, to perform an obligation required to be performed by Lessor if the failure to perform such an obligation interferes with Lessee's ability to conduct its business on the Property, provided, however, that if the nature of Lessor's obligation is such that more than five (5) days after such notice is reasonably required for its performance, then it shall not be a default under this Lease if performance is commenced within such five (5) day period and thereafter diligently pursued to 10 I 1ca\djmlAgreements\City of redlands CLVO481 Cell Tower Agreement-Community Park ATT Feb.—RCDLINED.doe completion If Lessor remains to default beyond any applicable cure period, Lessee will have the right to exercise any and all rights and remedies available to it under law and equity, including without limitation the right to cure Lessor's default and to charge the reasonable costs of such cure to the Lessor, or to declare this Lease terminated 12 Termination Rights (a) Lessee may terminate this Lease upon written notice to Lessor if (i) any government permit authority denies or revokes any Government Approvals necessary to construct and/or operate the Communication Facility after Lessee exhausts all available appeals, (it) Lessor breaches any term under the Lease beyond all applicable notice and cure periods, (iii) Lessee determines, in Its sole discretion, due to the title report results or survey results, that the condition of the Premises is unsatisfactory for its Intended uses, (iv)Lessee exercises a termination right under any other Section of this Lease, (v) for any reason or no reason, at any time prior to commencement of construction by Lessee, or (vt) for any or no reason upon one hundred eighty (180) days written notice to Lessor, so long as Lessee pays Lessor a termination fee equal to three(3) months' Rent,at the then-current rate (b) No early termination fee shall apply if this Lease is terminated during a Holdover Term, or pursuant to Section 13 (a) (i), (II), (Iii), (iv), (v), or for a termination pursuant to any other Section of this Lease or for termination for Lessor's uncured breach of this Agreement beyond all cure periods (c) Lessor may terminate this Lease upon written notice to Lessee if (i) Lessee fails to cure any monetary breach of this Lease within thirty (30) days after Lessee receives written notice of such breach, or (tt) Lessee materially breaches any material term under this Lease beyond all applicable notice and cure periods (d) Upon Lessor's termination of this Lease, Lessee shall comply with the requirements of Section 7 herein 13 Condemnation In the event Lessor receives notification of any condemnation proceedings affecting the Property, Lessor will promptly provide notice of the proceeding to Lessee If a condemning authority takes all of the Property, or a portion sufficient, in Lessee's reasonable determination, to render the Premises unsuitable for Lessee's Communication Facility, this Lease will terminate as of the date the title vests in the condemning authority The Parties will each be entitled to make their own condemnation claims in 11 I 1ca1djm\AgreementslCity of rediands CLV0491 Cell Tower Agreement Community Park ATT Feb _REDLINED doe connection with their interests in the Property Lessee will be entitled to reimbursement for any prepaid Rent or Holdover Rent on a pro rata basis 14. Casualty (a) Each Party hereto will provide written notice to the other of any material casualty affecting the Property within ten (10) business days of the Party's awareness of the casualty (b) 1f any part of the Communication Facility or Property is damaged by fire or other casualty not the fault of Lessee or its agents or contractors or subcontractors so as to render the entire Premises or any substantial portion thereof unsuitable, in Lessee's reasonable determination, then Lessee may terminate this Lease by providing written notice to the Lessor, which termination will be effective as of the date of such written notice 15. Warranties Lessee and Lessor each acknowledge and represent to the other that it is duly organized, validly existing and in good standing and has the right, power and authority to enter into this Lease and bind itself hereto through the Party set forth as signatory for the Party below (a) Lessor represents and warrants to Lessee that (i) Lessor solely owns the Property as a legal lot in fee simple, (ii) The Property is not encumbered by liens, restrictions, mortgages, covenants, conditions, easements, licenses, or any agreements of record or not of record that would bar Lessee's use and enjoyment of the Premises under this Lease, (iii) Lessor grants to Lessee actual, quiet and peaceful use, enjoyment and possession of the Premises so long as Lessee is not in default beyond applicable notice and cure periods, and (iv) Lessor's execution and performance of this Lease will not violate any laws, ordinances, covenants or the provisions of any mortgage, license or other agreement binding on the Lessor (b) Lessee represents and warrants to Lessor that. (i) Lessee's execution and performance of this Lease will promptly comply with all applicable federal, state and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts or administrative bodies or tribunals in any manner affecting the performance of this Lease, and (ii) Lessee shall not permit the Property or any portion thereof to be encumbered by liens, restrictions, mortgages, covenants, conditions, 12 11caldWAgreementslCity of redlands CLV0481 Cell Tower Agreement Community Park ATF Feb _REDLINED.doe easements, licenses, or any agreements of record or not of record that would adversely affect Lessor's ownership and use and enjoyment of the Property except as specifically provided for pursuant to this Lease 16 Environmental Lessor and Lessee agree that each will be responsible for their own compliance with any and all environmental and industrial hygiene laws, including 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 condition or other matters as may now or at any time hereafter be in effect, that are now or were related to that Party's activity conducted in or on the Property (a) Lessor and Lessee agree to hold harmless and indemnify the other from, and to assume all duties, responsibilities and liabilities at the sole cost and expense of the indemnifying Party 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 to the extent the same arises out of(1) the indemnifying 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 hereafter be in effect, or (11) any environmental or Industrial hygiene conditions that arise out of or are in any way related to the condition of the Property and the extent of the activities conducted by the indemnifying Party thereon, except to the extent the environmental conditions are caused by the other Party (b) The indemnifications of this Section 17 specifically include reasonable costs, expenses and fees incurred in connection with any investigation of Property conditions or any clean-up, remediation, removal or restoration work required by any governmental authority Notwithstanding any other provision herein, the provisions of this Section will also survive the expiration or termination of this Lease (c) In the event Lessee becomes aware of any hazardous materials on the Property, or any environmental or industrial hygiene condition or matter relating to the Property that are not disclosed herein, which in Lessee's reasonable determination, renders the condition of the Premises or Property unsuitable for Lessee's use, or if Lessee reasonably believes that the leasing or continued leasing of the Premises would unreasonably expose Lessee to undue risks of government action, intervention or third party liability, Lessee will have the right, in addition to any other rights it may have at law or in equity, to terminate this Lease upon notice to Lessor 17. Notices 13 I 1caldlm\Agreements\City of redlands CLV0481 Cell Tower Agreement Community Park ATT Feb _REDLINED doe (a) All notices, requests, demands and communications in regards to this Lease must be given by first class certified or registered mail, return receipt requested, postage prepaid, or by a nationally recognized overnight courier, courier fee prepaid, to be effective when properly sent and received or when properly sent and rejected or refused by the recipient Notices will be addressed to the Parties as follows If to Lessor, to City Clerk City of Redlands P O Box 3005 Redlands, CA 92373 With a separate simultaneously-delivered true and complete copy to City Attorney City of Redlands P O Box 3005 Redlands, CA 92373 If to Lessee, to New Cingular Wireless PCS, LLC Attn Network Real Estate Administration Re Cell Site 9 CLV0481, Cell Site Name Redlands Community Park(CA) Fixed Asset 9 12731250 575 Morosgo Drive NE Atlanta, GA 30324 With a copy to New Cingular Wireless PCS, LLC Attn AT&T Legal Dept—Network Operations Re Cell Site 4- CLV0481, Cell Site Name- Redlands Community Park(CA) Fixed Asset 9 12731250 208 S Akard Street Dallas, TX 75202-4206 or to such other address as each Party may designate for itself by like notice given in accordance with this Section (b) Notices will be deemed to have been delivered upon the actual receipt or refection as shown on the receipt obtained pursuant to the foregoing 14 1 IcaldjmlAgreements\City of redlands CLV0481 Cell Tower Agreement Community Park ATT Feb _REDLINED doe (c) Any copy of notice to a Party's legal counsel Identified above required now or in the future does not constitute legal notice to that Party 18 Waiver of Liens Lessor waives any and all lien rights it may have, statutory or otherwise, concerning the Communication Facility or any portion thereof 19 Bankruptcy (a) Lessor and Lessee hereby expressly agree and acknowledge that it is the Intention of both Parties that in the event that during the Term of this Lease if Lessee shall become a debtor in any voluntary or Involuntary bankruptcy proceeding (a "Proceeding") under the United States Bankruptcy Code, i 1 U S C Section 101, et seq (the "Code"), this Lease is and shall be treated for all purposes and considered for all intents as an "unexpired lease of nonresidential real property," and the Rent is and shall be treated for all purposes and considered for all intents as "rent" under Section 365 of the Code, 11 U S C Section 365 (as may be amended), and, accordingly, shall be subject to the provisions of subsections (d)(3) and (d)(4) of said Section 365 (as may be amended) (b) Any person or entity to which this Lease is assigned pursuant to the provisions of the Code, shall be deemed without further act to have assumed all of the obligations of Lessee arising under this Lease both before and after the date of such assignment Any such assignee shall upon demand execute and deliver to Lessor an instrument confirming such assumption. Any monies or other considerations payable to Lessor pursuant to the Lease in connection with such assignment shall be paid to Lessor, shall be the exclusive property of Lessor, and shall not constitute property of the Lessee or of the estate of Lessee within the meaning of the Code Any monies or other considerations constituting Lessor's property under the preceding sentence not paid or delivered to Lessor shall be held in trust for the benefit of Lessor and be promptly paid to Lessor 20. Technical Standards Lessee agrees that the physical installation of the Communication Facility shall comply with all applicable governmental laws and regulations, including without limitation all applicable FCC rules and regulations 21.Right to Record Lessee or Lessor may record a Memorandum of Lease, ("Memorandum of Lease") in the San Bernardino County Recorder's Office 15 1\ra\djmlAgreements\City of redlands CLV0481 Cell Tower Agreement-Community Park ATT Feb _REDLINED doe 22 Submission of Lease The submission of this Lease for examination does not constitute an offer to lease the Premises and this Lease becomes effective only upon the full execution of this Lease by the Parties 23. Exhibits All exhibits referenced in this Lease and attached hereto are made a part hereof and reincorporated herein by reference In the event of a conflict between the terms and conditions of this Lease and those of any exhibits attached hereto, the words of this Lease shall prevail All Lessor-approved exhibits attached hereto shall be initialed by an authorized person acting on behalf of the Lessor No substitution of any subsequent exhibit to this Lease will be allowed unless any subsequent exhibit is first initialed by a Lessor-authorized person. 24. Time of Essence. Time is of the essence of this Lease 25 Public Record Disclosure Lessee acknowledges that Lessor is a public entity under the laws of the State of California Furthermore, the Parties acknowledge that this Lease constitutes a public record that Lessor must publically disclose under- (1) the California Public Records Act, California Government Code Section 6250 et seq ; (2) Title 17, California Code of Regulations Section 91000 et seq , (3) Article I, section 3, of the California State Constitution, and (4) any other law or regulation that may require public entities to disclose public records 26 Claims Any claim by Lessee against Lessor hereunder shall be subject to the California Government Code Section 800 et seq and Chapter 3 09 (Local Government Claims) et seq of the City of Redlands Municipal Code 27. Lease Grant a Proprietary Function (a) The Parties hereto agree that the Lessor's grant of this Lease to Lessee is solely a proprietary function as the owner of the Property, and is not in Lessor's capacity in any respect as a government zoning authority (b) Lessee is solely responsible for complying with the City of Redlands Municipal Code and for payment of all governmental fees 16 11ca\djmlAgreements\Cdy of redlands CLV048 t Cell ToNver Agreement Community Park ATT Feb _REDLINED.doc (c) Lessor disclaims any warranty, guarantee, or assurance actual or implied that Lessee will be able to secure any grant of any zoning authorization or permit necessary to construct, modify or operate the Communications Facility 28 Limitation of Liability Neither Party shall be liable to the other, or any of their respective agents, representatives, or employees or any other person or entity 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 29. Miscellaneous Clauses (a) Brokers Either Party hereto that is represented in this transaction by a broker, agent or commission salesperson (a "Representative") shall be fully and exclusively responsible for the payment of any fee, commission or other compensation owing to such Representative Lessee and Lessor shall indemnify and hold each other harmless from and against any claim to a fee, commission, or other compensation asserted by such Representative, including reasonable attorneys' fees and costs incurred in defending such claim (b) Descriptive Headings Only The bold section titles and subtitles are for convenience only and have no legal or contractual effect in this Lease (c) Survival Terms and conditions of this Lease which by thetr sense and context survive the termination, cancellation or expiration of this Lease will so survive, whether or not specifically required in any Section or provision of this Lease (d) No Personal Liability No employees, officers, elected and appointed officials, volunteers, and contractors of the Lessor or Lessee shall be personally liable for any default or liability under this Lease (e) Nondiscrimination Lessee shall comply with all federal, state and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts or administrative bodies or tribunals applicable to Lessee's performance of this Lease, including without limitation laws requiring licensing and non-discrimination in employment because of race, creed, color, sex, age, marital status, physical or mental disability, national origin or other prohibited bases (f) Choice of Laws and Venue This Lease shall be construed in accordance with the laws of the State of California without regard to conflicts of laws Venue for any action or claim arising out of or connected with this Lease shall reside exclusively in the appropriate court of competent jurisdiction to the County of San Bernardino (the "Court") All Parties to this Lease agree to be subject to the jurisdiction of the Court, and waive all claims whatsoever that would defeat the jurisdiction of the Court to hear and adjudicate any claim arising out of or connected wtth this Lease 17 11ca\djm\Agreements\C3tyof redlands CLVD4Si Cell Tower Agreement Community Park ATT Feb._REDLINED doc (g) Attorneys' Fees The prevailing Party in any final or non-appealed court decision on the merits of the case arising from litigation hereunder may be entitled to its reasonable attorneys' fees and costs, Including reasonable witness and associated fees, if awarded in the sole discretion of the Court With respect to any provision in this Lease providing for payment or indemnification of attorneys' fees, such fees shall be deemed to include reasonable fees incurred through any applicable appeal process and shall include but not be limited to fees attributable to legal services provided by any in-house counsel and staff to the prevailing or indemnified Party For all purposes hereof, the services of attorneys and their staff shall be valued at the average hourly rate for independent legal counsel prevailing in the City of Redlands, California at the time any award is made by the Court (h) Modifications This Lease cannot be amended, modified, or revised unless done in writing and signed by an authorized agent of the Lessor and an authorized agent of the Lessee (i) No Waivers No provision of this Lease may be waived except in a writing signed by both Parties The waiver by either Party hereto of any breach of any term or provision of this Lease shall not be construed as a waiver of any subsequent breach 0) Integration This Lease constitutes the entire agreement and understanding of the Parties and supersedes all offers, negotiations and other agreements There are no representations or understandings of any kind not set forth herein Any amendment to this Lease must be in writing and executed by both Parties. This Lease and the exhibits attached hereto, all being a part hereof, constitute the entire agreement of the Parties hereto and will supersede all prior offers, negotiations and agreements with respect to the subject matter of this Lease (k) Estoppel Each Party agrees to furnish to the other such truthful estoppel information as the other may reasonably request within thirty (30) days of receipt of each such request (1) Successors This Lease shall extend to and bind the heirs, personal representative, successors and assigns of the Parties hereto (m) Payment of Sums during Breach The receipt of any sum paid by Lessee to Lessor after a breach of this Lease shall not be deemed a waiver of such breach unless expressly set forth in writing by Lessor (n) Interpretation The Parties acknowledge and agree that each of the Parties has been represented by counsel or has had full opportunity to consult with counsel and that each of the Parties has participated in the negotiation and drafting of this Lease Accordingly, except as provided herein, it is the intention and agreement of the Parties that the language, terms and conditions of this Lease are not to be construed in 18 i IealdjmlAgreements\Ctty of redlands CLV0481 Cell Tower Agreement Community Park ATT Feb _REDLINED doe any way against or in favor of any Party hereto by reason of the roles and responsibilities of the Parties or their counsel in connection with the preparation of this Lease (o) As Is Condition Except as otherwise expressly stated herein, Lessee is leasing the Premises in an "AS IS" condition and Lessor does not represent that the Premises is suitable for Lessee's intended use Lessee is responsible to undertake such due diligence as it deems necessary to determine the condition and suitability of the Premises and Property (p) No Partnership This Lease shall not be construed to establish any form of partnership or joint venture between the parties [SIGNATURES APPEAR ON THE NEXT PAGE] 19 i 1ca\djm\Agreements\City of redlands CLVO481 Cell Tower Agreement Community Park ATT Feb._REDLINED doe IN WITNESS WHEREOF, the Parties have caused this Lease to be effective as of the Effective Date. LESSOR: THE CITY OF REDLANDS,A MUNIC PAL RATION By Printed Naive FAME V. fs5TEA Title tiAyog- Date i?- - b - 17 LESSEE New Cingular Wireless PCS, LLC, a Delaware limited liability company By AT&T Mobility Corporation Its Manager By e �ax ,I Title blkE-67-6k C -eE Date 101.-6'-17 20 [.\ca\dim\Agreements\City of redlands CLV0481 Cell Tower Agreement Community Park ATT Feb.._REDLINED doe CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT 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 certificate is attached, and not the truthfulness,accuracy,or validity of that document State of California ) County of SI ,0.1 RO_t—Ak Yl -C) ) On 1 ` U ' VI ii .�before me, Qa cv. ` k_lo((C Date ff11 Here Insert Name and Title of the Off icer personally appeared �' IItJ �T)Si-e'r Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s� whose namn) is/ke subscribed to the within instrument and acknowledged to me that he/side/they executed the same in his/her/their authorized capacity(ibs),and that by his/her/th*ir signatureN on the instrument the person, or the entity upon behalf of which the person(s) acted, executed the instrument I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct DIANA RAINS Notary Public California WITNESS my hand and official seal Z -w San Bernardino County Commission #2175775 My Comm Expires Dec 16 2020� Signature Signature of Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document Description of Attached Document Title or Type of Document Document Date Number of Pages Signer(s) Other Than Named Above Capacity(ies) Claimed by Signer(s) Signer's Name Signer's Name ❑ Corporate Officer — Title(s) ❑ Corporate Officer — Title(s) ❑ Partner — ❑ Limited ❑ General ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑Attorney in Fact ❑ Individual ❑Attorney in Fact ❑Trustee ❑ Guardian or Conservator ❑Trustee ❑ Guardian or Conservator ❑ Other ❑ Other Signer Is Representing Signer Is Representing rx` �;�'�a��ot•,a ©2016 National Notary Association www NationalNotaryorg 1-800-US NOTARY(1-800-876-6827) Item #5907 ACKNOWLEDGMENT ;f 3E I A notary public or other officer completing 'this I certificate verifies only the identity of the ind€victual who signed the document to which this certificate is I j� II a s,iL.hed, and not the truthfulness, accuracy, or j validay of that document i Stat- of California iE Coi arty of Orange Or December 6, 20±7 before me, (-eciiia Sifuentes - Notary Public (insert name and title of the officer) i personally appeared James Stickney who proved to me on the basis of satisfactory evidence to be the persorij,0 whose name,KisIAI�d- subscribed to the within instrument and acknowledged to me that he/,P6/1; executed the same in i his/i6r/thr authorized capacityW, and that by his/herfiberr signature�Wbn the instrument the per-onX, or the entity upon behalf of which the person cted, executed the instrument II cGl riTy under PENALTY Ow PERJURY under the laws of the State of California that the foregoing paragraph is true and correct I CECILIA SIFUENTES I WETNESS my hand and official seal Notary Public California @ ^� z j z , Los Angeles County a Z Commission#2152447 My Comm Expires May 6 2020+ i Signature {Seal} EXHIBIT "A" PROPERTY I The street address or physical description of the Property is 1535 Church Street, Redlands, CA 92374 2 The Assessor's Parcel Number of the Property is 0167-161-06 3 The Property is legally described as follows All that certain real property situated in the County of San Bernardino, State of California, described as follows The Northeast quarter of the Northeast quarter of the Northeast quarter of Section 22, Township 1 South, Range 3 West, San Bernardino Base and Meridian, In the City of Redlands, County of San Bernardino, State of California, according to Government Survey Excepting therefrom that portion described as follows Commencing at the intersection of the center line of East San Bernardino Avenue and Church Street, Thence South along the center line of Church Street, 659 85 feet to a point, Thence West 33 feet to a point on West line of Church Street for the true point of beginning, Thence West 20 feet, Thence North 25 feet, Thence East 20 feet, Thence South 25 feet on the West line of Church Street to the point of beginning 21 l Ica\djmlAgreements\City of redlands CLV0481 Cell Tower Agreement Community Park ATT Feb._REDLINED doe EXHIBIT "B" PREMISES [See attached Sheets] 22 1 Icaldam\Agreements\C1ty ofredlands CLV043I Cell Tower Agreement Community Park ATT Feb _REDLINED.doc AT&T PAYMENT DIRECTION FORM (1) ❑ NEW ADDRESS OR ❑ CHANGE/MODIFY ADDRESS (2) This address applies to: ❑ PAYMENTS ONLY OR ❑ PAYMENTS AND NOTICES SITE NAME Redlands Community Park CLV0481 SITE ADDRESS 1535 Church Street, Redlands, CA 92374 LESSOR NAME *City of Redlands PAYEENAME **City of Redlands PAYMENT ADDRESS PO Box 3005, Redlands, CA 92373 LESSOR PHONE/FAx NUMBER 909-798-76551909-798-7697 LESSOR/PAYEE VENDOR ID NUMBER (if existing vendor) PREVIOUS MANAGEMENT COMPANY (if applicable) LESSOR/PAYEE.PAYMENT SHARE *** 100 % * Lessor Name should be exactly as stated in Lease/License ** For cases of different payee name and management company handling payments and taxes see acknowledgement below **• Percentage of rent payment to be paid to Lessor/Payee named herein I hereby authorize ATT Mobility LLC and/or its subsidiaries to make all rent payments and other payments relating to the site named above to the Lessor/Payee and Payment Address listed above (subject to the Lessor/Payee Payment Share listed above) I further acknowledge and agree that the Lessor Payment Share listed above is correct Payment remitted to Persons other than landlord By checking this box and initialing 1 do acknowledge I have contracted with a management company that will handle the payments and tax implications of this lease agreement ❑ This authorization shall remain in effect until I have cancelled it in writing in as much time as to afford you a reasonable me to act upon it L SOR AU ED SIGNATURE TITLE DATE PAU L W . r051ZX1.-_ (PRINT LEGIBLY) LESSOR AUTHORIZED SIGNATURE TITLE DATE (GLINT LEGIBLY) Return To- AT&T MOBILITY NETWORK REAL ESTATE ADMINISTRATION 575 Morosgo Drive Atlanta GA 30324 RELeaseAdmm@awsmail.att.com TAXABLE YEAR ■ CALIFORNIA FORM 2017 Withholding Exemption Certificate 590 The payee completes this form and submits it to the withholding agent The withholding agent keeps this form with their records Withholding Agent Information Name AT&T SERVICES INC Payee Information Name ❑SSN or ITIN X FEIN❑CA Corp no.❑CA SOS the no. CITY bF RVD L -A- 005 Iq 15 6 06 0 7 � � Address(apt./ste.,room,PO box,or PMB no.) P 0 '9' 0x 3190S City(If you have a foreign address,see instructions.) State ZIP code K ED LA IJ IS Ot 2373 Exemption Reason Check only one box By checking the appropriate box below,the payee certifies the reason for the exemption from the California income tax withholding requirements on payment(s)made to the entity or Individual ❑ Individuals---Certification of Residency 1 am a resident of California and I reside at the address shown above If I become a nonresident at any time, I will promptly notify the withholding agent.See Instructions for General Information D, Definitions ❑ Corporations The corporation has a permanent place of business in California at the address shown above or is qualified through the California Secretary of State(SOS)to do business in California The corporation will file a California tax return If this corporation ceases to have a permanent place of business in California or ceases to do any of the above, I will promptly notify the withholding agent See instructions for General Information D, Definitions ❑ Partnerships or Limited Liability Companies(LLCs) The partnership or LLC has a permanent place of business in California at the address shown above or is registered with the California SOS, and is subject to the laws of California The partnership or LLC will file a California tax return If the partnership or LLC ceases to do any of the above, I will promptly inform the withholding agent For withholding purposes, a limited liability partnership (LLP)is treated like any other partnership ® Tax-Exempt Entities. The entity is exempt from tax under California Revenue and Taxation Code(R&TC) Section 23701 (insert letter)or Internal Revenue Code Section 501(c) (insert number) If this entity ceases to be exempt from tax I will promptly notify the withholding agent Individuals cannot be tax exempt entities ❑ Insurance Companies,Individual Retirement Arrangements(IRAs),or Qualified Pension]Profit-Sharing Plans The entity is an Insurance company, IRA,or a federally qualified pension or profit-sharing plan ❑ California Trusts At least one trustee and one noncontingent beneficiary of the above named trust Is a California resident The trust will file a California fiduciary tax return If the trustee or noncontingent beneficiary becomes a nonresident at any time, I will promptly notify the withholding agent ❑ Estates—Certification of Residency of Deceased Person- am the executor of the above named person's estate or trust The decedent was a California resident at the time of death The estate will file a California fiduciary tax return ❑ Nonmilitary Spouse of a Military Servicemember I am a nonmilitary spouse of a military servicemember and I meet the Military Spouse Residency Relief Act(MSRRA) requirements See Instructions for General Information E, MSRRA CERTIFICATE OF PAYEE Payee must complete and sign below To learn about your privacy rights, how we may use your Information, and the consequences for not providing the requested information go to ftb.ca gov and search for privacy notice To request this notice by mail,call 800 852 5711 Under penalties of perjury, I declare that I have examined the information on this form including accompanying schedules and statements, and to the best of my knowledge and belief, it is true,correct,and complete I further declare under penalties of perjury that if the facts upon which this form are based change1,.I NA), promptly notify the withholding agent p r Type or punt payee's name and title PAUL yV S,U�l�1 j 1-t�Y Ol� Telephone(��l ) r -7655 Payee's signature / Date 12 - 6 -17 0 1 7061173 Form 590 C2 2016 FormRequest for Taxpayer Give frorm to the (Fav Cecemher20n Identificationlimber andCertification rend to t I not 13epatSmr:ntof tneTreasurysend to floe IRS Inlerrtai Revenue Seroce ( i Name(as shown en your income tax retain) Name Is required on this line do no€leave this fano blank City of Redlands ru 1 2 Business nameldisregarded er ak name If different from above 0 rn 3 Check appropriate box for lederal tax classllicatlon check only one of the following seven boxes 4 Exemptions(codes apply only to ❑fndiv!duaVs❑le proprietor or C Co oration certain entities.,not individuals see rp [3 S Corporation 17- Partnership ❑Trust/estate Instructions on page 3) C, single•memtocr LLC Limited liability company Enter the tax ciassi',!rallon(CaC co�poratton 5=S corporation,Papartnership) Exempt payee code(d any) s, p Nate For a single member LLC that is dsregarded do not check U-C ^heck the appropriate box in the lire above forExemption from FATCA reporting c the tax classiGcahon of the s€rigle-mambe.awns. coda(if any) Qt ei(SO* > iaecwmcs mer.�ahsa envie t'x L.S,> h ( t (Municipal Government �= S Address(number streat ane apt or suite no.) Requester's name and address(opllonarj G 35 Cajon Street 1 6 Cd) state and ZIP code Redlands CA 92373 7 List account number(sl h-re{oplloriwj Taxpayer identification Number(TIMI) Enter yoir TIN In the appropriate box The TIN provided must match the name given on litre 1 to avoid I~ipc4+1 security number t backup withholding For individuals,this is generally your social security number(SSN) However,for a resident alien sole proprietor,or disregarded entity,see the Wart I instructions on page 3 For other entities it is your employer identification number(EIN) If you do not have a number,see How to get a + TIN on page 3 or Mote If the account is in more than one name,see the instructions for line 1 and the char,on page d for I Employer Identification number J guidelines an wttasa number to enter -16101010171516 :et"hfication Under penalties of perjury I certlfy that 1 The number shown on this form,is my correct taxpayer Identification number(or I am waiting for a n ember to be Issued to roe) and 2 I am not sub ect to backup w'thholding because (a)I am exempt from backup withholding,or(b)I have not been notified by the Internal Revenue Service%IRS)that I am sunlect to backup withholding as a result of a failure to report all Interest or dividends,a (c)the IRS has notified me that I am no longer subject to backup withholding,and 3 l aryl a U S citizen or other U S person(defiled below) and 4 T he FATCA cadets)entered an this form(if any)indicating that t am exempt tram FATCA reporting Is correct Certification Instructlons You must cross out item 2 above If you have been notified by the IRS that you are currently subject to backup withholding because you have faded to report all interest and dividends an your tax return For real estate transactions,item 2 doers no'apply For mortgage interest paid,acciuis tion or abandonment of secured proper y cancellation of debt,contributions to an individual retirement arrangement(FRA),and generally,payments other than int .Bit and dividends,you are not required to sign the certification,but you must nrovlde your correct TIN See the instructions on page 3 sign signature of t I I dere U.S parson 1�- 7,� - � ante P. General Instr,ctio—z � •Farm 1098(home mortgage Intones') 9098 E(student Ivan interest),11199 T QC=L (tuition) Section references are to the internal Revenue Code unless otherwise noted Fpr-n 1099-C(canceled debt) Future devolapmentg Information about developments affect ng Form W 9(such Form 1093 A(acqu sltfon or abandonm-nl of s-tured property) ae sg3slalion eVzcled after we release it)Is at%vi iv irs.goviAv9 Use Form W 9 only it you aro a U S person(including a resident alien) to Purpose of Foran provide your correct TIN Art individual or entity(Farm W 9 requester)who Is requ red to fila an ofarmatian If you do not ratum Form W-9 to M m4uesler,with a TIN,you might be subject ratum vrth the IRS must obtain your cwrect taxpayer identification number(TIN; `a backup ivith,oWng See What rs backup wdhholdin97 on page 2 which may be your sccml secur'ty number(SS,*€) indmdual taxpayer ideniificaflon By signing the filled out form,you number($TIN) adoplion taxpayer rdentif cation number(ATIN) or employer a number you are glvI Certify that the TIN ng is carred(or you are waitingwaitingfor Identification number(EINi to report on an information ratum the amount pard t1 o to 1be issued) you cr other arnount reportable on an information return Examples of infarmatlgn returns Include,but ate not ilmited to Ilie following 2 Certify that you are not subject to backup withholding or Fenn 1099 iNT(interest earned or paid) 3 CLnim exemption from backup withhplding if you are a U.S exempt payea if •Form 1099 QIV{dvidonds Including those from stocks or mulual funds) applicable,you are also certifying that as a U,S person your al$ac;able*hare of any partnership income from a U,S trade or business is not sublect to tho •Ferm 1095 f.A*C tvaraus types of Income prizes,awards or gross proceeds) whhhofding tax an foreign partners share of effectively connected Income,and •Form 1099 8(stock or mutual fund sales and cenam ether transacttans by 4 Certify that FATCA code(s)entered on this form{f any)Eridicating that you are brokers) exempt from the FATCA reporting Is correct See What is FATCA reporifng7 on •Farm 1099 S(prcccods from real estate transactions) page 2 for further information Form 1099 K(merchant Card and V-Ird pait',network transact onsl Cat No 10231X Form -9IRev 12.2014)