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HomeMy WebLinkAboutContracts & Agreements_24-2004_CCv0001.pdf WIRELESS SERVICE FACILITY LAND LEASE AGREEMENT This Land Lease Agreement (the "Lease") is made and entered into on February 3, 2004 by and between the City of Redlands, a municipal corporation ("Landlord") and Sprint PCS Assets, L.L.C,, a Delaware bruited liability company formerly known as Cox PCS Assets L.L.C. (SPCS) ("Tenant"), collectively the "Parties. Landlord, for and in consideration of the rent to be paid by Tenant and for the covenants and provisions to be kept and performed by Tenant under this Lease, hereby leases to Tenant for Tenant's sole use, and Tenant agrees to lease from Landlord approximately 1,290 square feet of property located at City's California Street Grove (APlsl 92-064-02) in Redlands, California 92373 and more particularly described in the attached legal description Exhibit "A" (the "Property") and plan of development of the area to be leased as set forth in Exhibit "B" (the Site"). The proposed Site is to be used for an antenna support structure and communication equipment for a personal communications wireless service facility ("WSF"), using stealth treatment, as required pursuant to the Redlands Municipal Code. Section 1. Intent of Parties. It is the intent of the Parties that Tenant will develop on. Landlord's Property a WSF on the Site, as defined herein„ by using stealth treatment, as required pursuant to the Redlands Municipal Cade. In order to develop the Site, Tenant will have to apply for and obtain from the City, a Conditional Use Permit ("CUP"), pursuant to the Redlands' Municipal Code, Chapter 18,178, "Wireless Service Facilities," as well as obtain a Building Permit so as to construct the Wireless Service Facilities, Section-2. Terra. A. Pre-CUP The Tenant hereby agrees to Lease from Landlord the Site for the nominal rent of $100.00 per month payable on 1st of each month pending the application for,; and the approval of, as CUA'as required herein so that Tenant can construct and develop the WSF on the site. After the approval of the CUP, the terms of the Lease will convert to Section 2(B) herein, "Post-CUP." (I) If. that Tenant does not receive approval for a CUP, or if Tenant fails to make application for the CUP within b months of the date of this Lease, this Lease will immediately terminate with no outer liability or responsibility by either Landlord or Tenant as to each other. E. post-CUP. The terns of the Lease described in Section 2(A) above, shall terminate upon the date of approval of a CUP to Tenant for development of the Site. The new terga of this Lease shall be a; is now set forth herein. The "Commencement Date" for purposes of the'term of the "Post CUP`" Lease shall be the date of approval of the CUP from Landlord to Tenant and, shall be for a period. of five ( ) years from that date. Rent shall be paid on a monthly basis, cornmenc ing on the Commencement Date in the amount of $2,083 per month, to the City of Redlands or to such LFtialelllow eCASIreelGrove other person, firrn or place as the Landlord may, from time to time designate by written notice delivered to Tenant. Rent will increase every five (5) years on the anniversary of the "Commencement Date" by 18 percent (18%). This Lease shall automatically be extended for three (3) additional five (5) year terms unless either party terminates it at the end of the then current term by giving written notice of the intent to terminate at least six (6) months prior to the end of the then current term or unless terminated as otherwise provided for herein. Section 3. Use of Premises. During the term of this Lease, the site shall be used solely by Tenant, subject to the conditions set forth in Conditional Use Permit ("CUP") No, _. attached hereto and incorporated herein by reference as Exhibit "C" (or to be attached upon the procurement of the CUP) for the sole purpose of installing, removing, replacing, maintaining, modifying and operating at its sole expense the WSF including, without limitation, related antennas, equipment, cable, wiring, fixtures, backup power sources (including generator and fuel storage tank) and, if applicable, an antenna structure, Landlord hereby grants Tenant a License, attached as Exhibit, "D," for ingress to and egress from the Property and access to the Site located on the Property as described on Exhibit "A" and shown on Exhibit "B", and Tenant shall have access to the Site twenty-four (24) hours per day, seven days per week, Tenant shall use the Site in a manner which shall not unreasonably disturb the occupancy of and Landlord's use of the property. Tenant will meet with Landlord and coordinate the planned removal of any citrus trees prior to their removal. Thereafter Tenant shall be allowed to rernove up to nine (9) citrus trees without further compensation to Landlord, Additional trees removed by Tenant will be charged to Tenant at a rate of $500 per tree removed. Said five hundred ($500) dollar fee per tree is to be paid within thirty (30) days of removal, Section 4. As Is Condition. Except as expressly stated otherwise herein, Tenant is leasing the Site in an "AS IS" condition and Landlord does not represent that the Site is suitable for Tenant's intended use. Tenant is responsible to undertake such due diligence as it deems necessary to determine the condition and suitability of the Site. Section 5. Title and Ouiet Possession, Landlord represents and agrees (a) that it is the owner of the Site; (b) that it has the right to enter into this Lease; (c) that the person signing this Lease has the authority to sign it; (d) that Tenant is entitled to access to use of the Site as provided herein throughout the term of this Lease. Notwithstanding the foregoing, in the event of any situation that poses an immediate threat of substantial harm to persons and/or property which requires entry onto the Site by Landlord, Landlord may enter the Site and take such actions that are required to protect individuals or personal property from such substantial harm or damage; provided that promptly after such entry into the Site and no longer than forty-eight (48) hours, Landlord shall give telephonic and written notice to Tenant of Landlord's entry onto the site. Landlord covenants that Tenant, on paying the rent and performing the covenants shall peaceably and quietly have, hold and enjjoy the Premises. Section 6. The Lease may be sold and assigned or transferred by the Tenant with the prior written approval and consent of the Landlord, subject to the [.cmk-ell iowerWAStreetGruve 2 conditions of the CUP, which may terminate upon transfer of the Lease, to the Tenant's principal, affiliates, subsidiaries of its principal-. to any entity which acquires all or substantially all of Tenant's assets in the market defined by the Federal Communications Commission in which the Property is located by reason of a merger, acquisition or other business reorganization; or to any entity which acquires or receives an interest in the majority of communication towers of the Tenant in the market defined by the Federal Communications Commission in which the Property is located. Tenant shall not assign or transfer this Lease or sublet all or any portion of the Site without the prior written consent of Landlord which consent shall not be unreasonably withheld. In the event Tenant attempts any assignment, sublet or transfer requiring Landlord's consent without the Landlord's prior written consent, such action shall be null and void, and this Lease shall immediately be subject to termination at the option of the Landlord. Section 7. Notices. All notices shall be in writing and are effective three days after deposit in the United States mail, certified and postage prepaid, or the next business day when sent by overnight delivery. Mailed notices shall be addressed as set forth below, but each party may change its address by written notice in accordance with this Section. Tenant Landlord SACS City of Redlands 4683 Chabot Drive, Suite 100 Municipal Utilities Department Pleasanton, CA 94588 PO Box 3005 Redlands, CA 92373 Copy to: Sprint Law Department Attn: Sprint PCS Real Estate Attorney 6391 Sprint Parkway, Mailstop: KSOPH,rot0l-Z2020 Overland Park, Kansas 66251-2020 Sa.gtion 8�. lm �rovem�ents. Tenant may, at its sole expense, make any improvements on the Site as permitted pursuant to the CUP. Tenant may make substitutions, replacements, upgrades and modifications to its WSF provided that such improvements remain within the physical parameters of the leased Site and do not violate the provisions of the CUP, Section 2_ Comaliance with Laws. Tenant shall comply with all applicable laws relating to Tenant's operation of the WSp and the improvements constructed by Tenant constructed pursuant to CUP at the site. Section _LO Interference. Tenant shall resolve technical interference problerns with other equipment located at the Property at the time of its entry onto the Site or with any equipment that Tenant attaches to the Site at any future date, if Tenant desires to add additional equipment to the Site. Landlord will not permit the Installation of any future equipment that results in technical interference problems with Tenant's then existing equipment, subject to the terms set forth I,ejukell tower\CAStreel Grove doc 3 herein. Landlord shall have the right to have installed equipment by any other provider that Landlord allows on the California Street Grove (APN 29,2-064-02) Redlands, California, (the Property), except that this new provider's use cannot interfere with Tenant's operation at the Site. Tenant shall allow installation of the equipment for the use by the Landlord, or its agencies or department ("New Equipment") and Tenant shall have the obligation to resolve any interference resulting therefrom. However, prior to installation of any New Equipment at the Property, Landlord will give Tenant not less than thirty (30) days prior written notice, which notice shall include the technical specifications of the New Equipment proposed to be installed and its proposed location. Thereafter, Landlord will use its best efforts to locate the New Equipment on the property in a mariner so that no interference shall result between the operation of Tenant's equipment and the, proposed New Equipment. If, despite all these efforts, interference cannot be avoided, then Landlord may terminate this Lease by giving Tenant thirty (3 0) days written notice of ten-nination. Rent will continue until Tenant vacates the Site, and will be pro-rated. Section 11. Utilities. Landlord grants Tenant the right to obtain electrical and telephone service for the operation of its W in the location designated in Exhibit "B" and pursuant to CUP Exhibit "C." Tenant shall pay for all utilities used by it at the site. Landlord will cooperate, to the extent allowed by law, with Tenant's efforts to obtain utilities from any location provided by Landlord or the serving utility including signing any license agreement or other instrument reasonably required by the utility company and that is acceptable to Landlord, provided Landlord incurs no cost or expense therefore. Section 12. Termination. A. Tenant may ten-ninate this Lease at any time by sixty (60) days prior notice to Landlord without further liability if : (i) Tenant does not obtain all permits, consents, licenses, non-disturbance agreements or other approvals (collectively, "approvals") reasonably desired by Tenant or required from any governmental authority or any third party related to or reasonably necessary to operate the WSF system, or if any such approvals are canceled, expire or are withdrawn or terminated, or (ii) if Landlord fails to have ownership of the Site or authority to enter into this Lease; or(iii) if Tenant, for any other reason, in its sole discretion, determines that it will be unable to use the site. Upon termination, all prepaid rent shall be retained by Landlord. unless termination is pursuant to (ii) above or a result of Landlord's default and then all prepaid rents shall be returned promptly to Tenant. If, after the commencement of tenancy under this Lease. Tenant terminates this Lease pursuant to Section (iii) above, Tenant will pay Landlord as termination fee equal to six (6) months of the then-current annual rent. B. If Tenant violates any term of the CUP or defaults on this Lease or if Landlord, in its sole discretion, determines that the use of the Site by Tenant is impairing or hindering Landlord in any manner so that continued use by Tenant is determined not to be in the Landlord's best interest, and after notice and as reasonable tirne not to exceed thirty (30) days to cure said impairment or hindrance, and such is not cured, and at the sole discretion of Landlord, Landlord determines that Tenant is unable to core said impain-nent or hindrance, Landlord may, without further liability, immediately terminate this Lease by written notice to Tenant. Upon Len-k:01 To%k-cr\CASt1VCtQrO1'e,d(W 4 ten-nination, all prepaid rent, as prorated by use, shall be returned to Tenant, up to a maximurn of six rnonths of the annual rent. Tenant shall be allowed to remove all of its personal property, including its equipment,cabling and antennas, and return the Site to its pre.-Lease condition, C. Notwithstanding the foregoing, upon expiration or termination of this Lease, Landlord shall have the right to purchase Tenant's antenna structure, but not any of Tenant's other communication equipment, facilities or improvements, for the then fair market value of the antenna structure. Fair market value shall be as agreed upon between the parties prior to purchase. If the parties cannot agree upon a price within thirty (30) days after the notice to exercise the option to purchase, each side shall pick an appraiser at each party's own cost. These two appraiser-, will select a third appraiser. This appraiser cost shall be shared by the parties. An agreed price shall be made by a majority of the three appraisers. The purchase shall be made within ninety (90) days of the agreed price being determined or at an extended time beyond ninety (90) days. Landlord shall exercise this option to purchase by giving Tenant written notice within thirty (30) days after the termination or expiration of this Lease. If Landlord fails to 'give notice of exercise of the option to purchase the antenna structure within said 30 days, Landlord's purchase option shall immediately and irrevocably ten-ninate and be of no further force and effect, and Tenant shall remove the antenna structure as required under this Lease. If Landlord exercises the option to purchase the antenna structure, upon payment of the purchase price by Landlord, Tenant shall transfer the antenna structure to Landlord in its "AS-IS, WHERE-IS" condition, without any representation or warranty from Tenant pursuant to a separate purchase agreement and Tenant shall thereafter be relieved of any and all responsibility or liability with respect to the existence or condition of the antenna structure. Landlord shall Dave the right to assign the foregoing right to purchase the antenna structure to another user of the antenna structure, which assignment shall be in writing, with a copy provided to Tenant. D. Tenant, upon termination of the Lease, shall, within ninety (90) days, remove its building(s), antenna structure(s), footings, fixtures and all personal property and otherwise restore the Site to its original condition, reasonable wear and tear and casualty excepted. Landlord agrees and acknowledges that all of the equipment, fixtures and personal property of the Tenant shall remain the personal property of the Tenant and the Tenant shall have the right to remove the same, whether or not said items are considered fixtures and attachments to real property under applicable law, provided tenant returns the site to its original condition. Section 13. Default. If either party is in default under this Lease for a period of.- (a) fifteen (15) days following receipt of notice from the non-defaulting party with respect to a default which may be cured solely by the payment of money; or (b) thirty (30) days following receipt of notice from the non-defaulting party with respect to a default which may not be, cured solely by the payment of money, then, in either event, the non-defaulting party may pursue any remedies available to It against the defaulting party under applicable law, including, but not limited to, the right to terminate this Lease. If the non-monetary default may not reasonably be cured within a thirty (30) day period, this Lease may not be terminated if the defaulting party LeakvIl m,&OOCASIrev Grow doc commences action to cure the default within such thirty day period and proceeds with due diligence to fully cure the default, and cures no later than ninety (90) days from notice of default. Section 14. Indemnity. Landlord and Tenant each shall indemnify, defend and hold each other harmless from any and all costs (including reasonable attorneys' fees) and claims of liability or loss which arise out of the ownership, use and/or occupancy of the Site by the indemnifying party. This indemnity does not apply to the extent any claims arising frorn the sole negligence or intentional misconduct of the indemnified party. The obligations under this section shall survive the expiration or termination of this Lease. Section 15. Hazardous Substances. Landlord represents that it has no knowledge of any substance, chemical or waste (collectively, "substance") on or under the Property or property that is identified as hazardous, toxic or dangerous in any applicable federal, state or local law or regulation. Tenant shall not introduce or use any such substance on the Site in violation of any applicable law. Landlord and Tenant shall hold each other harmless and indemnify the other from and assume all duties, responsibility and liability at each others sole cost and expense, for all duties, responsibilities, and liability (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 in any way related to: a) 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 concerns or conditions as may now or at any time hereafter be in effect, unless such compliance results from conditions caused solely by the Tenant-, and/or b) any environmental or industrial hygiene conditions arising out of or in any way related to the condition of the Property or activities conducted thereon, unless such environmental conditions are caused by the Tenant, then Tenant shall hold harmless, indemnify and defend Landlord for all costs and expenses, including attorneys' fees for said sole negligence of Tenant. Section 16. Taxes. Tenant shall be responsible for all real and personal property taxes assessed directly upon the Site and arising from its use of the WSF on the Site. Section 17, Insurance, Tenant shall procure and maintain, commercial general liability insurance, with limits of not less than Two Million Dollars ($2,000,000) combined single limit per occurrence for bodily injury and property damage liability, with a certificate of insurance to be furnished to Landlord prior to Tenant's occupancy of the site. Landlord shall be named as an additional insured under the insurance policies required of Tenant, and such insurance shall be primary with respect to Landlord and non-contributing to any insurance or self-insurance maintained by Landlord. Such policy shall provide that cancellation will not occur without at least forty-five (45) days prior written notice to Landlord. Insurance requirements shall be reviewed by Landlord and adjusted by Landlord, in Landlord's sole discretion, on every five-year anniversary date of this Lease. Tenant shall provide any new certificates of insurance with new limits of liability coverage within Fourteen (14) days of notice by Landlord to Tenant. 6 Section 18. Maintenance. Tenant shall be responsible for repairing and maintaining the WSF and any other improvements installed by Tenant at the Site in a proper operating and safe condition, provided, however, if any such repair or maintenance is required due to acts of Landlord, its agents or employees, Landlord shall reimburse Tenant for the reasonable costs incurred by Tenant to restore the dainaged areas to the condition which existed immediately prior thereto, Landlord will maintain and repair all other portions of the property of which the Site is a part in a proper operating and reasonably safe condition. Section 19, Po -�sessor�Inter�esst. In accordance with California Revenue and Tax Code Section 107.6, Landlord hereby notifies Tenant that the interest created by this Lease may be subject to property taxation and Tenant may be subject to the payment of a property/possessory interest tax levied on such interest. Tenant shall be solely responsible for the payment of such taxes and shall defend, indernnify and hold Landlord harmless from and against any and all claims or actions for payment (or nonpayment) of such taxes. Section 20. Miscellaneous. A. This Lease applies to and binds the successors, and assigns of the parties to this Lease-, B. This Lease is governed by the laws of the State of California; C. This Lease (including the Exhibits) constitutes the entire agreement between the parties and supersedes all prior written and verbal agreements, representations, promises or understandings between the parties, and any amendments to this Lease must be in writing and executed by both parties; T . If any provision of this Lease is invalid or unenforceable with respect to any party, the remainder of this Lease or the application of such provision to persons other than those as to whom it is held invalid or unenforceable, will not be affected and each provision of this Lease will he valid and enforceable to the fullest extent permitted by law; and E. The prevailing party in any action or proceeding in court to enforce or interpret the terms or conditions of this Lease is entitled to receive its reasonable attorneys' fees and other reasonable costs and expenses from the non-prevailing party. Section 21, Recordation, In entering into this Lease, Tenant and Landlord acknowledge and agree that, among other things, it is the express intention of the parties that any and all other persons and/or potential successors in interest and assigns of Tenant have actual and constructive notice of Tenant's obligations under, and the benefits and burdens of, this Lease, Therefore, the Parties agree to execute a Memorandum of WSF Site Agreement (Exhibit "E"), which shall be recorded by Tenant in the official records of the County of San Bernardino. Said Memorandum shall be recorded prior to commencement of construction. The cost of the recording of this Memorandum shall be paid for by Tenant. Section 22. Subordination and Non-Disturbance, At Landlord's option, this Lease shall JxmNivll iowetd.AStreet Gro%e Lim be subordinate to any mortgage or other security interest by Landlord which from time to time may encumber all or part of the Property or right-of-way; provided, however, every such mortgage or other security interest shall recognize the validity of this Lease in the event of a foreclosure of Landlord's interest and also Teriant's right to remain in occupancy of and have access to the Site as long as Tenant is not in default of this Lease. Tenant shall execute whatever instruments may reasonably be required to evidence this subordination clause. In the event the Property is encumbered by a mortgage or other security interest, the Landlord immediately after this Lease is executed, will obtain and furnish to Tenant, a non-disturbance agreement for each such mortgage or other security interest in recordable form. In the event the Landlord defaults in the payment and/or other performance of any mortgage or other security interest encumbering the Property, Tenant, may, at its sole option and without obligation, cure or correct Landlord's default and upon doing so, Tenant shall be subrogated to any and all rights, titles, liens and equities of the holders of such mortgage or security interest and the Tenant shall be entitled to deduct and setoff against all rents that may otherwise become due under this Lease the sums paid by Tenant to cure or correct such defaults. Section 23. Destruction of Site. If the site or property is destroyed, or damaged so as to hinder its effective use of the property by Tenant, the lease shall terminate with rent to be prorated by use up until the date the property is destroyed or tendered ineffective. IN WITNESS WHEREOF, the Parties hereto have set their hands and affixed their seals the day and year first above written. LANDLORD TENANT CITY OF REDLANDS SPCS PCS ASSETS, L.L.C. a municipal corporation By: By: M or,City of R dl radsGeorge Ghantors Title: Regional Director of Site Development Date: —February 3, 2004 Date. 214110 7 Attest: C itt lerkC 8 EXHIBIT "A" TO WIRELESS SERVICE FACILITY LANDLEASE AGREEMENT BETWEEN THE CITY OF REDLANDS AND SPRINT PCS ASSETS, LLC LEGAL DESCRIPTION OF THE PROPERTY The real Property situated in the City of Redlands, County of San Bernardino, State of California, as described on the following attachment: [See Attached] Landlord Initials Tenant Initials EXHIBIT "A" PARCEL LEGAL DESCRIPTIONS AND EASEMENTS Parcel Legal Description Parcel Legal Description IZVM It RAW To TITLE WWI W*4-930136,ROME$tf wma IS RASE M I=WW a%"Me moon it FMT MMW TITLE 4ATE1 JX 9:.zTd3,. F=t MEMW TITLE U~,DATED AMC a M Redt,71 CRI&Rl*&Ift County of Son Bernardino,State of R*4 preparty in the My of Rodeqds.County of San Bornordito,Stote of ConfOrY10, cog= Idloow e4e+i+ed as PARCEL M(L I- T00%PORTIONS or LOTS 2,3 AM 4.0 BLOCK 2 OF HENRY L AILLIAMS TRACT,N THE THAT PORTION OF LOT 1.BLOCK 2 OF HENRY L *WAN TRACT,IN THE CITY OF CITY OF REDLANDS.CGIMITY OF SAN BERNARDINM STATE OF CAUFORW& AS PER REXANK PLAY CoMry OF SAN qENAARDWQ STATE:.OF CALIFORNIAL AS PER PLAT RECORDED 04 RECORDED I$DOW it Of NAPS,PACE 17,RECORDS OF SAID COUMrf.NOW BOOK It PARTICULARLY OF MAPS,PAM 17,REamsw SAID COUNTY, OESW480 AS FOUOK& DESCRIBED AS fCLLOW&' KG"(04 AT THE NORTHEAST CORNEJ?OF SAID LOT 1. SA40 PONT BUNG At BEG"�WEST AT THE SOUTHWESTMDI Y CORNER OF SAID Lot 4.IN""ALONG E THE wtxacitok OF THE CENItALINE Of WALNUT AVENUE AND THE CENTER LINE OF tA4E"M.OF,NORTH.0 DEQ 23`:34'WEST U40 fEET1, THENCE NOORTH 4*DEG. 35 NEVADA le sTRIET, THENCE SOUTH ALONG THE CENTER LOW OF NEVADA SMUT$616 EAST,28:26 FEET. THENCE NORTH 86 DEC.-54'TY EAST;t260.35 FEET TO THE FEET; THENCE EAST LINE OF WEST 30 FEET TO THE NORTHEAST:: .. OF THAT PARM OF LAND AM LOT I USTANT AEONS SAM EAST UNE 131.98 FEET NORTHERLY FROM IK CONT M TO THE SWINEMTERLY CORNER OF SAO LOT 3, D40KE NORIN 89 DES OS`OV EAST REDLANGS ORANCEO"A%OCLATXA CORPORATIOK BY DEED fBECOROW "345 FEET APRIL% 1041 To INIE EAST LNE OF SAID LOT 2, THENCE SOUTHERLY ALONG SAO EAST LENE. W BOOK 1469, PAGE*37;OFFICIAL RECORM THENCE VEST ALONG TIE:.NORTH 137.83 FEET LVIE OF To THE SOUTNEASTIRLY CORNER OF SAID LOT Z THENCE WESTERLY ALONG THE SAO CoWPqfyS LANG. too FEET.MORE OR LESS.-.TO THE NORTHWEST CORNER SOUTHERLY UNE OF LOTS Z 3.AND 4 TO THE POINT OF BEG"%04 THEREOF., THENCE SOUTH ALONG INC HEST UNE OF SAM COMPAMYS LAND,40 FEET TO A EXCEPTING..THEREFROM ALL MINERALS.OK-CASES AND*It"HYDROCARBONS BY POW 202.6 WHATSOEVER NAME SHOW THAT MAY K WTPRN CA 194M THE PARCEL OF LAND FEET SOUTH OF THE NORTH ENE OF SAID LOT V THENCE WEST 76 FEET HEMNABOVE DESCRIBED, VATHOUT,HOWEVER. THE FRONT TO MILE,=OR M00E THENCE SOUTH to THROUGH THE WRFACE 1HEREOF BY DEED WCORM MARCH It.19411 IN BOOK FEE71 THEIKE WEST 124 FEET; THENCE SOUTH TO A PONT 218„6 MET SWIM 5567,PACE OF THE CEMIM LOW OF WALNUT AVV0X* THENCE WEST 326 FEET TO THE WEST LINE 602.OFFK$AL RECORDS. OF SAID LOT'. APW 0292-064-02-0-0W THENCE WRI"214.6 FEET«WORE OR LESS, 10 THE CENTER Lot OF WALNUT AVENUE;. P40"EAST ALONG THE CENTER LINE OF WALNUT AVENUE TOR PMI`OF ITE C4004C. EXCEPTING THEROFROW ANY PORIMN LYING WITH WVAthk STREET. Title Report (Easements) ALSO MIPIM THEREFROM TI-AT PORTION CONVM0 TO INC STATE OF EMDCE is MK To TITLE BERM As PRON100 it CALIFORNLk BY raw AV"TMr CG~.MITI Am it an DEED RECORDED MCEMBER 12,1 MO IN BOOM 5"1 PACE 4116,OFF)CIAL RECORDS, LYING lam "PIERLY OF THE FOLLOW4 N DESCRIBED IC' KWID 1€ROM0 KMNWhN;AT A POINT Re THE WEST LINE OF NEVADA STREET.GO FEET WM 3. A right at Way of R.4hchmmed route and*66th bw knResa orol ogre"pupooh,ovw DISTANT on AL0140 S" WEST LWE SOUTH 0 DEC:25!44'CAST IOZO FEET FROM THE "WIshod rbad"y-the propwty hw*ks desofttd�**conveymul to IN#OrongedoM, CENTER UNE OF Proteluvo WALMUT AVENUE;- AfIANDWED,Tt�SOUTH 89 GEa 34� W WST 100-00 AssodoUon.by mrownomt recorded AAy IZ WS In Book 575L po"86,of O*,whL FEET, THENCE 0 (EXACT LOCATION OF SAID RIGHT-A-WAY CANNOT BE DETERMINED PER RECORD DCED) SOUTH 79 DEG.54"05'WEST 4Q34 FEET; THENCE SOUTH 89 DEQ W 55' An saiww"ont for on 6-iftch co"ont ptw"no fat*oIna"and kIddWrtal porpchtes REST 460,86 FEET B. TO THE REST LOW OF SAO LOT I. doovr"w,t rocor4W Words 16, 1934 as Back 944.~255 of OfftW R000rdc ALSO EXCEPTING TIUMFON,ALL THAT PORIM THEREOF CONI."O TO TIE STATE OF & Abutter-*A01A of ingre"6014 Woo,to or Montt the celjoiM"frimhtoy how*b~ CAUFORWA gy GRANT DEED RECORDED APRL 25,..'1988,WSTr"ENT 00, refift,40104ei In 116-12 344 this docowif recorded Apfll 25,19M as inIstrunwd No�U-122US of Offldd OFFICIAL RE R*tw.* ALSO EXCEP71W THEREFROM ALLMNERALS,DIE,CASES AND OTHER HYDROCARBONS BY Title Report (Easements) VMA VER NAME KNOV#f THAT MAYBE 1071-04 OR UNDER THE PARCEL OF LANDwvva IS MK To tine WERT a 4MMIne Mw"of HERE)MADOW DESCROM W4O THO1JT WEVER THE RIGHT TO OffiM MINE nny mcmminki cww,jAm im 25.. mi THROUGH THE:.:.ORFAM THEREOF. AS RESEJrAD#4 THE OEM FRAM THE STATE oryJan AMID ROM CALIFORNIA.RECORDED FEBRUARY 9, 1963 IN BOM 5847.PACE 933„ OFFK3AL 0 REC040S. Abultor'*"Ots or"*"and overs to or Mar.,%toft High."Na. 10 hove bsmov-finquNheo ar t PARCEL NO.2: he dootanwrt f—ded Words 11,1963 ft So*5867.Pog.802 of Offiod Records the effaCt of a deed�t*d by Nary k St*946 4 nklOW AN*ft%*not woonied to Arwy A THAT PORIM OF LOT 1.BLOCK Z KNRY L YALLIAMS TRACT,14 THE Otry OF Sjqq, as trustee of the Nosy I Ste"Trust vdw Trust,Agroenont dated Octobor 2,T995 ohd REDLANDS, he,substit.t"and wteftsor* "�dW,Itowdd-k-Ory ZL 1996-koltrunsaftt no, 46- If 0"TY CF SAN HERNARDINCX STATE Of CALIFORNIA, AS PER Fn AT RECOPOED w 020526 Officid Rocor4s, BOOK Gr MAPS,PAGE 17,RECORDS Or SAID COUNrY,DESCRIBED AS FOLLOWS,, At the dust,of r000r*tq of the do—ent, t"grantor no#h*r0C*fd lhtO-40;n the Who. COWWNC04 AT A PONT 1616 FEET SOurf OF 1K INTERSECTION OF THE A ood,voo-Of aedicovon few powic food P'"ost.. w#dkq"it utiny ov"d P'stnik-se 4ko CENTER LINES u..%,*.e uttd by the Oty of Redooft,recorded Words IZ V997.4tstru"ont no,91-004943, OF WALNUT ANO NEVADA STRMT, THENCt WEST 30 FEET TO INE..TAM Offtkt Records:PCWT OF TT+FuGE VKST 100 FELT TO THE NORTHWEST CORNER Or IK LAND CONVEYED TO THE REMAND$OR ALE ASS00AUM, A CORPMATFOk,BY DEED RECORDED APRIL 9, 120 IN BOOK 1469,PAM *37,OFFICIAL RECORM TW39Z WjRf 40 FEET TO 4 PONT 202,6 FEET SOUt4 OF THE NORTH UNE OF SW LOT 1; IFiENCE WEST 75 FW; THENCE. SOUTH 10 FEET; too"REST"FEET TO TI4E W)RTHEASI CORNER OF 114 LAND CONWyo to THE GRANCEDALE PROTECTIVE ASSOCLAT)ON. A CDRPORAT*RE DY. DEW RECORDED DECEMBER TZ IM IN BOOK 678, PAGE 185, OFFICIAL RECORDS; WNGE SOETR ALGHO TIE CAST LsWE OF'SATO LAND 114.3 FEET TO THE NORTH UNE OF TK ATCHISON, JOPIXA AW SANTA FE RAILWAY RIC"T OF WAY THENCE EAST ALONG TW- NORTH UNE OF SAID F004T OF WAY TO THE*CST LINE OF SA,10 NEVADA STRIEtt', THENCE NORTH ALONG SAID WEST LM TO 11E TRUCFIXNT OF 8ECINNINQ EXCEPTING THEREFROM,Alt, THAT PMTON TS REOF CONYEYEO TO THE STATE OF CAUFOR&A BY GRANT DEED RECORDED APRIL 2S. 1488.IRSTWWNT NO. BEE-122342, OMOAL RECORDS APN. 0242-064-03-b-000 and 0292-064-05-0-WO EXHIBIT "A" SPRINT LEGAL DESCRIPTIONS Proposed Sprint Lease Area Legal Description NAT PORTION OF LOT 4,SLOM 2 OF HENRY J. TRACT W THE'.CITY OF ANO,S,COUNTf OF SAN. .STATE OF AS PER PAT $WCOROEO IN BOOK 11:OF MAPS,:PAGE 17, RECORDS OF SACT COUNTY:. DESCRIBED AS FOELOM' ;. C04 At A POWT:ON TK SOUT14MY LkE-OF SAO LOT 4,SAO PONT" 116:31 FEET EAST OF THE SOUTTIWEST CORNER THEREOF; THENCE PER FROM SATO SOUTH WNE NORTH W 23'21'WEST 6.00 FEET TO THE TRUE PMT OF'8E SOUTH 30.00 FEET,. THENCE WEST 43,00FEET,•:. STH 30.00 FEET. THENCE EAST 43.00 fUl TO TRUE POINT OF f CONTAM4'4290 SQUARE FEET.MORE OR LESS« TOOET"ER WIN THE ACCESS AND UUJTY EASEMENTS REQUiRED TO SM`CE SAO StTE 10' -0" 'fide Propulsed Sprint Utility Easement- UBA 10 FEET WDE STRIP OF LAND DE04C A PORIM OF LOT-*BLOCK 2 OF HENRY L WULUA TRACT RF THE'QTY OF REDLANDS4 COUNTY OF SAN NO; STATE OF CAUFORWAV AS PER PLAT RECORDED I4 BOOK 11 OF MAPS PAGE 17,. RECORDS OF SATO COUNTY,CENTERLINE OF EASEMENT DESCRIBED AS FaLOM KC0044 AT A POINT Ott THE Y LINE OF SAKI LOT 4.SAKI POWT SONG 189.00 FEET EAST OF THE SOUT4VXST THEREOF; THENCE PERPMZULAR FROM SAGA SOUTH LN4E NORTH TSO'',W 21'HEST 10,78 FEET. +YEST:WO FEET TO POINT OF TERMINATOC '-0" !fide Proposed Sprint Access Easement A 5 FEET W"STIMP OF LVO OEM A PORTION OF LOT 4 BLIXBt 2 OF HENRY L WLUAM TRACT,44'THE QTY OF REOLq4M COUNTY OF SAN WJV#ARO##A STATE.OF CAUFORNLA,AS PER PLAT RECORDED RI BOOK 11 OF MAPS,PAOE 17,. RECORDS OF SAID TY,CENTERUNE OF EASEMENT DESCRIBED,AS FOLWft COMMENCINO AT THE SOUTHWST COM*M OF SAO LOT 4. THENCE NORTM S W3V EAST 35.00:FEET AL04 THE Y UTAK 4F. LOT NORTH W23'05°EAST 150 FEET TO THE TRUE PONT OF SE +4 PARALLEL TO INE SOUiNER'LY UNE OF SAM LOT 4:MONTH 8914'39'EAST 89.35 FEET; ROFCT14 OW 2Z 1r WMT 3.50 FEET:.TO 11-W SMT14 UNE OF:1HE. THE 9DEUNES CF SAKI STRIP EASEMENT SNAIL WEND OR ICAMOMIE AT THE SAM SPRINT LEASE AREA. EXHIBIT "B" TO WIRELESS SERVICE FACILITY LANDLEASE AGREEMENT BETWEEN THE CITY OF REDLANDS AND SPRINT PCS ASSETS, LLC DESCRIPTION OF LEASED SITE Plans/drawings describing the leased Site and location of electrical and telephone utility routes consisting of pages attached hereto. Landlord Initials Tenant Initials EXHIBIT 1113", PLAT TO ACCOMPANY LEGAL DESCRIPTION (ACCESS EASEMENT,LEASE AREA 8 UTILITY EASEMENT INIERSFATE 10 (E) TRTW A TOTAL OF FOW (4)emTm (E) OF WAY TREES WFIHN SPRINT LMSE AREA TO 8E ROACI ( TO BE A14D REPLACED VIN T-111 PROPOSED + 12'--0' MWETER SOW TO 1k4I PROPOSED SPRINT STEAM WATER TANK SPRINT EOUPMENT LTER) PROPOSED 10'-W WOE PFV'OSED S-11" WOE SPRINT ACCESS EASEMENT (E) OWN LIFgt FIl4CE 0-0 a a 4.. {}; 8041 OF WAY () RNLRON) ORT ACCEM goo F . REMOVE 4'-W OF DZTM PROPOSED EOLnPwm CPKV LAW FENCE 00 MUM SlInTER WITH T-111 sw too(2)go Posts (L R4140 TRAM IW F WAY PROPOSED LW WA (4.' %3 1}' 1 So I m 0 10' 217 EXHIBIT"C" TO WIRELESS SERVICE FACILITY LANDLEASE AGREEMENT BETWEEN THE CITY OF REDLANDS AND SPRINT PCS ASSETS,LLC TENANT'S CONDITIONAL USE PERMIT Conditional Use Permit No. Tenant's Conditional Use Permit issued by the City of Redlands consisting of ages attached hereto. The Conditional Use Permit will be attached after this lease is signed upon issuance of the Conditional use Permit by the City to Tenant. Landlord Initials lr Tenant Initials EXHIBIT "D" TO WIRELESS SERVICE FACILITY LANDLEASE AGREEMENT BETWEEN THE CITY OF REDLANDS AND SPRINT PCS ASSETS, LLC FORM OF IRREVOCABLE LICENSE FOR INGRESS AND EGRESS Fonn of License Agreement consisting of pages attached hereto Landlord Initials Tenant Initials RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO; City Clerk City of Redlands PO lox 3005 Redlands, CA 92373-1505 LICENSE AGREEMENT This License agreement ("Agreement") is made and entered into this 3` day of February 2004 (the "Effective Date"), by and between the City of Redlands, a municipal corporation ("Licensor") and Sprint PCS Assets, LLC, a Delaware limitedliabilitycompany, formerly known as Cox PCS Assets L.L.C. (SPCS) ("Licensee") RECITALS A. Licensor is the owner of real property located in the City of Redlands which is commonly known as ra portion of California Street Grove (APIA 292-064-02) (the "Property"). Licensor and Licensee have entered into a Land Leese Agreement for the Property for the purpose of Licensee's Operation of a personal communications service system facility. A<cop of the Land Lease Agreement is attached hereto and incorporated herein by this reference as Exhibit "A.'", B. Licensee desires to place related stealth antenna towers, and run cables to those antennas, on the Property. C. Licensor desires to grant Licensee a non-exclusive license to eater upon the Property for the purpose of placement of stealth antenna towers and cables from the antennas to Licensee's equipment for purposes of facilitating the operation of Licensee's personal communications service system facility, In consideration of the mutual promises contained herein, Licensor and Licensee agree as follows: AGREEMENT 1. Grant of License, Licensor hereby grants to Licensee fa lion-exclusive license to enter upon and use the Property for the, purpose of placement of stealth antenna towers, and the 1,xit ticell to erCASmreet6rove d c> 16 running of cables from the antennas, to the leased facility equipment area. Such antennas and cables shall be placed on the property as specified in Exhibit "B" which is attached hereto and incorporated herein by this reference Such activity shall be performed by Licensee in conformance with all applicable federal, state and local laws, and shall not interfere with any of Licensor's activities on the Property. 2. Condition of Protiertv Not Warranted. Licensor does not warrant or represent that the Property is safe, healthful or suitable for any particular use, or for any other purpose, and Licensee agrees that its entry upon the Property and activities thereon are performed at Licensee's own risk, recognizing that the Property is in an "AS IS" condition. 1 Term. This License shall commence upon the Effective Date and shall continue thereafter until terminated pursuant to the provisions governing termination of the, Land Lease Agreement attached as Exhibit "A". 4Insurance/Indemnity. Licensor and Licensee incorporate herein by this reference the indemnity provision found in Paragraph 14, and the insurance provision found in Paragraph 17, of Exhibit 'A" as though both are fully set forth herein. 5. Assi nrne�nt, Licensee shall not assign or transfer this License Agreement without the prior written consent of Licensor, which consent will not be unreasonably withheld. In the event Licensee attempts any assignment or transfer without Licensor's prior written consent, such action shall be null and void, and this Agreement shall immediately be subject to termination at the option of Licensor, 6Entire Agreement, This License Agreement embodies the entire understanding of the Parties hereto, and there are no further or other agreements or understandings, written or oral, in effect between,the Parties relating to the grant of this revocable license. 7Attompys Fees, In the event any legal action is commenced to enforce or interpret the terms or conditions of this License Agreement, the prevailing party in such action shall be entitled to recover in addition to its costs and other relief, its reasonable attorneys fees. S. GoveEqjn&jAW. This License Agreement shall be governed by and construed in accordance with the laws of the State of California. [SIGNATURE PAGE FOLLOWS) Lean ell towerWASIreel Grove doe In witness whereof the parties have executed this Agreement as of the dates indicated below. DDate: F REDLAN S, Licensor February 3. 2004 ATTEST: City Ckrk Licensee SPRINT PCS ASSETS, LLC, By: George Ghantorg Title: Regional Director of Site Development Date: ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA COUNTY OF SAID" BERNARDINO SS CITY OF REDLA DS By the authority granted under Chapter 4, Article 3, Section 1181, of the California Civil Code, and Chapter 2, Division 3, Section 40814, of the California government Code, on February 3, 2004, before me, Beatrice Sanchez, deputy City Clerk, on behalf of Morrie Poyzer, City Clerk of the City of Redlands, California, personally appeared Susan Peppler and Lorrie Poyzer personally known to rue - or - ( I proved to me on the basis of satisfactory evidence to be the persons whose names) are subscribed to the within instrument and acknowledged ed to me that they executed the same in their authorized opacities and that by their signatures on the instrument- the persons, or the entity upon behalf of which the persons acted., executed the instrument.> � � , WITNESS my hand and official seal. ED *kopore s$ L IE C?" E €, CITE CLERK By: �,04 L r \,,�`' Beatrice Sanchez, Deputy City Clerk rtra1art (909)798-7531 CAPACITY CLAIMED BY SIGNER(S) Individuals signing for oneselUthemselves Corporate Officer(s) Title(s) Company Partner(s) Partnership Attorney-In-Fact Principal(s) Trustee(s) Trust Other Title(s): Mayor and City Clerk Entity Represented. City of Redlands, a municipal corporation. THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED BELOW Title or Type of Document- License Agreement Date of Document: February 3, 2004 Signer(s) Other Than Named Above; George Ghantors, Sprint PCS October 2002 Site Name: Sprint PCS Site lU SPRINT PM NOTARY BLOCK: STATE O COUNTY OF The foregoing instrument was acknowledged before me this day of 20_ by Amts, L,L<C., a Delaware limited liability company,who exe ted the foregoing instrument on behalf of the of rt t p. AFFIX NOTARIALSEAL) ��FFr IAL 1�tYiARY Srt;NATUr�Ep NOTARY PUBLIC STATE OF MY commission expires: (PRI D,TYM OR S`I"Ar+MPE11 NAr F-OF NOT STATE C l i COUNTY OF The f¢regal ins nxen was acknowled ed before e this of 0 b Assets* L, �Ca �eare limited liabili corn , as of Sprint FCS tY pony, who executed the foregoin�day ument ora behalf trf floe ers8ip, ( T I : e t WICIAL N NATU OF Ivry eratamricrn expsl'ItLNTEif,TYPED OR STAMPED NAME OF N(7TA EXHIBIT "A" TO WIRELESS SERVICE FACILITY LICENSE AGREEMENT BETWEEN THE CITY OF REDLANDS AND SPRINT PCS ASSETS, LLC towerxCAStreet Grove doc EXHIBIT "A" WIRELESS SERVICE FACILITY LAND LEASE AGREEMENT This Land Lease Agreement (the "Lease") is made and entered into on February 3, 2004 by and between the City of Redlands, a municipal corporation ("Landlord") and Sprint PCS Assets, L.L.C., a Deliaware limited liability company formerly known as Cox PCS Assets L.L.C. (SPCS) ("Tenant"), collectively the "Parties." Landlord, for and in consideration of the rent to be paid by Tenant and for the covenants and provisions to be kept and performed by Tenant under this Lease, hereby leases to Tenant for Tenant's sole use, and Tenant agrees to lease from Landlord approximately 1,290 square feet of property located at City's California Street Grove (APN 292-064-02) in Redlands, California 92373 and more particularly described in the attached legal description Exhibit "A" (the "Property") and plan of development of the area to be ]eased as set forth in Exhibit "B" (the Site"). The proposed Site is to be used for an antenna support structure and communication equipment for a personal communications wireless service facility ("WSF"), using Stealth treatment, as required pursuant to the Redlands Municipal Code. Section 1. Intent of Parties. It is the intent of the Parties that Tenant will develop on Landlord's Property a WSF on the Site, as defined herein, by using Stealth treatment, as required pursuant to the Redlands Municipal Code. In order to develop the Site, Tenant will have to apply for and obtain from the City, a Conditional Use Permit ("CUP"), pursuant to the Redlands Municipal Code, Chapter 18,178, "Wireless Service Facilities," as well as obtain a Building Permit so as to construct the Wireless Service Facilities, Section 2. Term, A. Pre-CUP, The Tenant hereby agrees to Lease from Landlord the Site for the nominal rent of $100.00 per month payable on Ist of each month pending the application for, and the approval of, a CUP as required herein so that Tenant can construct and develop the WSF on the site.r After the approval of the CLIP, the terms of the. Lease will convert to Section 21(B) herein, "Post-CUP." (1) If, the Tenant does not receive approval for a CUP, or if Tenant fails to make application for the CUP within 6 months of the date of this Lease, this Lease will immediately terminate with no other liability or responsibility by either Landlord or Tenant as to each other. B, Post-CUR The term of the Lease described in Section 2(A) above, shall terminate upon the date of approval of is CUP to Tenant for development of the Site. The new term of this Lease shall be as is now set forth herein. The "Commencement Date" for purposes of the term of the "Post CUP" Lease shall be the date of approval of the CUP from Landlord to Tenant and shall be for as period of five (5) years from that date. Rent shall be paid on a monthly basis, commencing on the Commencement Date in the amount of $2,083 per month, to the City of Redlands or to such I E'_Wcelf toweOCAStTeeiGrove other person, firm or place as the Landlord may, from time to time designate by written notice delivered to Tenant, Rent will increase every five (5) years on the anniversary of the -Commencement Date" by 18 percent (18%), This Lease shall automatically be extended for three (3) additional five (5) year terms unless either party terminates it at the end of the then current term by giving written notice of the intent to terminate at least six (6) months prior to the end of the then current terra or unless terminated as otherwise provided for herein. Section 3. LJse of Premises. During the term of this Lease, the site shall be used solely by Tenant, subject to the conditions set forth in Conditional Use Permit ("CUP") No. attached hereto and incorporated herein by reference as Exhibit "C" (or to be attached upon the procurement of the CUP) for the sole purpose of installing, removing, replacing, maintaining, modifying and operating at its sole expense the WSE including, without limitation, related antennas, equipment, cable, wiring, fixtures, backup power sources (including generator and fuel storage tank) and, if applicable, an antenna structure. Landlord hereby grants Tenant a License, attached as Exhibit, "D." for ingress to and egress from the Property and access to the Site located on the Property as described on Exhibit "A" and shown on Exhibit "B", and Tenant shall have access to the Site twenty-four (24) hours per day, seven days per week, Tenant shall use the Site in a manner which shall not unreasonably disturb the occupancy of and Landlord's use of the property. Tenant will meet with Landlord and coordinate the planned removal of any citrus trees prior to their removal. Thereafter Tenant shall be allowed to remove up to nine (9) citrus trees without further compensation to Landlord. Additional trees removed by Tenant will be charged to Tenant at a rate of $500 per tree removed. Said five hundred ($500) dollar fee per tree is to be paid within thirty (30) days of removal. Section 4. As Is Condition, Except as expressly stated otherwise herein, Tenant is leasing the Site in an "AS IS" condition and Landlord does not represent that the Site is suitable for Tenant's intended use. Tenant is responsible to undertake such due diligence as it deems necessary to determine the condition and suitability of the Site. Section 5. T*Lls qpguiet P ossession. Landlord represents and agrees (a) that it is the owner of the Site, (b) that it has the right to enter into this Lease; (c) that the person signing this Lease has the authority to sign it; (d) that Tenant is entitled to access to use of the Site as provided herein throughout the term of this Lease, Notwithstanding" the foregoing, in the event of any situation that poses an immediate threat of substantial harmto persons and/or property which requires entry onto the Site by Landlord, Landlord may enter the Site and take such actions that are required to protect individuals or personal property frorn such substantial harm or damage; provided that promptly after such entry into the Site and no longer than forty-eight (48) hours, Landlord shall give telephonic and written notice to Tenant of Landlord's entry onto the site. Landlord covenants that Tenant, on paying the rent and performing the covenants shall peaceably and quietly have, hold and enjoy the Premises. Section 6, Assignment /.Sublettma. The Lease may be sold and assigned or transferred by the Tenant with the prior written approval and consent of the Landlo-rd, subject to the 2 conditions of the CUP, which may ten-ninate upon transfer of the Lease, to the Tenant's principal, affiliates, subsidiaries of its principal; to any entity which acquires all or Substantially all of Tenant's assets in the market defined by the Federal Communications Commission in which the Property is located by reason of a merger, acquisition or other business reorganization', or to any entity which acquires or receives an interest in the majority of communication towers of the Tenant in the market defined by the Federal Communications Commission in which the Property is located. Tenant shall not assign or transfer this Lease or sublet all or any portion of the Site without the prior written consent of Landlord which consent shall not be unreasonably withheld. In the event Tenant attempts any assignment, sublet or transfer requiring Landlord's consent without the Landlord's prior written consent, such action shall be null and void, and this Lease shalt immediately be subject to termination at the option of the Landlord. Section 7. Notices. All notices shall be in writing and are effective three days after deposit in the United States mail, certified and postage prepaid, or the next business day when sent by overnight delivery, Mailed notices shall be addressed as set forth below, but each party may change its address by written notice in accordance with this Section. Tenant Landlord SPCS City of Redlands 4683 Chabot Drive, Suite 100 Municipal Utilities Department Pleasanton, CA 94588 PO Box 3005 Redlands, CA 92373 Copy to: Sprint Law Department Attn: Sprint PCS Real Estate Attorney 6391 Sprint Parkway, Mailstop- KSOPHT0101-Z2020 Overland Park, Kansas 66251-2020 Section 8, Improvements. Tenant may, at its sole expense, make any improvements on the Site as permitted pursuant to the CUP. Tenant may make substitutions, replacements, upgrades and modifications to its WSF provided that such improvements remain within the physical parameters of the leased Site and do not violate the provisions of the CUP. 'Section9 Cqmpliance with Laws. Tenant shall comply with all applicable laws relating to Tenant's operation of the TSF and the improvements constructed by Tenant constructed pursuant to CUP at the site. Section 10 Interference. Tenant shalt resolve technical interference problems with other equipment located at the Property at the time of its entry onto the Site or with any equipment that Tenant attaches to the Site at any future date, if Tenant desires to add additional equipment to the Site. Landlord will not pert-nit the installation of any future equipment that results in technical interference problems with Tenant's then existing equipment, subject to the terms set forth 4mi\c0l twxerTAStreet Grove doc 3 herein. Landlord shall have the right to have installed equipment by any other provider that Landlord allows on the California Street Grove (APN 292-064-02) Redlands, California, (tile Property), except that this new provider's use cannot interfere with Tenant's operation at the Site. Tenant shall allow installation of the equipment for the use by the Landlord, or its agencies or department ("New Equipment") and Tenant shall have the obligation to resolve any interference resulting therefrom, However, prior to installation of any New Equiprilent at the Property, Landlord will give Tenant not less than thirty (30) days prior written notice, which notice shall include the technical specifications of the New Equipment proposed to be installed and its proposed location. Thereafter, Landlord will use its best efforts to locate the New Equipment on the property in a manner so that no interference shall result between the operation of Tenant's equipment and the proposed New Equipment. If despite all these efforts, interference cannot be avoided, then Landlord may terminate this Lease by giving Tenant thirty (3 0) days written notice of termination. Rent will continue until Tenant vacates the Site, and will be pro-rated. Section 11, Utilities. Landlord grants Tenant the right to obtain electrical and telephone service for the operation of its WSF in the location designated in Exhibit "B" and pursuant to CUP Exhibit "C." Tenant shall pay for all utilities used by it at the site, Landlord will cooperate, to the extent allowed by law, with Tenant's efforts to obtain utilities from any location provided by Landlord or the serving utility including signing any license agreement or other instrument reasonably required by the utility company and that is acceptable to Landlord, provided Landlord incurs no cost or expense therefore. Section 12. Termination, A. Tenant may terminate this Lease at any time by sixty (60) days prior notice to Landlord without further liability if : (i) Tenant does not obtain all permits, consents, licenses, non-disturbance agreements or other approvals (collectively, "approvals") reasonably desired by Tenant or required from any governmental authority or any third party related to or reasonably necessary to Operate, the 'SE system, or if any such approvals are canceled, expire or are withdrawn or terminated, or (ii) if Landlord fails to have ownership of the Site or authority to enter into this Lease, or(iii) if Tenant, for any other reason, in its sole discretion, determines that it will be unable to use the site. Upon termination, all prepaid rent shall be retained by Landlord, unless termination is pursuant to (ii) above or a result of Landlord's default and then all prepaid rents shall be returned promptly to Tenant. If, after the commencernent of tenancy under this I-ease, Tenant teriiiinates this Lease pursuant to Section (iii) above, Tenant will pay Landlord as termination fee equal to six (6) months of the then-current annual rent. B. If Tenant violates any term of the CUP or defaults on this Lease or if Landlord, in its sole discretion, determines that the use of the Site by Tenant is impairing or hindering Landlord in any manner so that continued use by Tenant is determined not to be in the Landlord's best interest, and after notice and as reasonable tirne not to exceed thirty (30) days to cure said impairment or hindrance, and such is not cured, and at the sole discretion of Landlord, Landlord determines that Tenant is unable to cure said impairment or hindrance, Landlord may, without further liability, immediately terminate this Lease by written notice to Tenant, Upon Lmkell halve rTAsin etOrove.doc 4 termination, all prepaid rent, as prorated by use, shall be returned to Tenant, up to a maximum of six months of the annual rent. Tenant shall be allowed to remove all of its personal property, including its equipment, cabling and antennas, and return the Site to its pre-Lease condition, C. Notwithstanding the foregoing,upon expiration or termination of this Lease, Landlord shall have the right to purchase Tenant's antenna structure, but not any of Tenant's other communication equipment, facilities or improvements, for the then fair market value of the antenna structure. Fair market value shall be as agreed upon between the parties prior to purchase. If the parties cannot agree upon as price within thirty (30) days after the notice to exercise the option to purchase., each side shall pick an appraiser at each party's own cost, These two appraisers will select as third appraiser, This appraiser cost shall be shared by the parties. An agreed price shall be made by as majority of the three appraisers. The purchase shall be made within ninety (90) days of the agreed price being determined or at an extended time beyond ninety (9Q) days. Landlord shall exercise this option to purchase by giving Tenant written notice within thirty (30) days after the termination or expiration of this Lease. If Landlord fails to give notice of exercise of the option to purchase<the antenna structure within said 30 days, Landlord's purchase option shall immediately and irrevocably terminate and be of no further force and effect, and Tenant shall remove the antenna structure as required under this Lease. If Landlord exercises the option to purchase the antenna structure, upon payment of the purchase price by Landlord, Tenant shall transfer the antenna structure to Landlord in its "AS-IS, WHERE-IS" condition, without any representation or warranty from Tenant pursuant to a separate purchase agreement and Tenant shall thereafter be relieved of any and all responsibility or liability with respect to the existence or condition of the antenna structure. Landlord shall have the right to assign the foregoing right to purchase the antenna structure to another user of the antenna structure, which assignment shall be in writing, with a copy provided to Tenant. D. Tenant, upon termination of the Lease, shall, within ninety (90) days, remove its building(s), antenna structure(s), footings, fixtures and all personal property and otherwise restore the Site to its original condition, reasonable wear and tear and casualty excepted. Landlord agrees and acknowledges that all of the equipment, fixtures and personal property of the Tenant shall remain the personal property of the Tenant and the Tenant shall have the right to remove the same, whether or not said items are considered fixtures, and attachments to real property tinder applicable law, provided tenant returns the site to its original condition. Section 13. Default, If either party is in default tinder this Lease for a period of: (a) fifteen (15) days following receipt of notice from the non-defaulting party with respect to as default which may be, cured solely by the payment of money; or (b) thirty ('30) days following receipt of notice from the wm-defaulting party with respect to a default which may not be cured solely by the payment of money, then, in either event, the non-defaulting party may pursue any remedies available to it against the defaulting party under applicable law, including, but not limited to, the right to tertninate this Lease, If the non-monetary default may not reasonably be, cured within as thirty (30) day period, this Lease may not be terminated if the defaulting party 1,CW-VII UlwerNCAStrcel Grove doc corn mences action to cure the default within such thirty day period and proceeds with due difig nce to fully cure the default. and Cures no later than ninety (90) days from notice of default. Section 14. indemnity. Landlord and Tenant each shall Indemnify, defend and hold each other harmless from any and all costs (including reasonable attorneys' fees) and claims of liability or loss which arise out of the ownership, use and/or occupancy of the Site by the indemnifying party. This indemnity does not apply to the extent any claims arising from the sole negligence or intentional misconduct of the indemnified party. The obligations under this section shall survive the expiration or termination of this Lease. Section 15, Razardous Substances, Landlord represents that it has no knowledge of any substance, chemical or waste (collectively, "substance") on or under the Property or property that is identified as hazardous, toxic or dangerous in any applicable federal, state or local law or regulation. Tenant shall not introduce or use any such substance on the Site in violation of any applicable law. Landlord and Tenant shall hold each other harmless and indemnify the other from and assurne all duties, responsibility and liability at each others sole cost and expense, for all duties, responsibilities, and liability (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 in any way related to: a) 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 concerns or conditions as may now or at any time hereafter be in effect, unless such compliance results from conditions caused solely by, the Tenant; and/or b) any environmental or industrial hygiene conditions arising out of or in any way related to the condition of the Property or activities conducted thereon, unless such environmental conditions are caused by the Tenant, then Tenant shall hold harmless, indemnify and defend Landlord for all costs and expenses, including attorneys' fees for said sole negligence of Tenant. Section 16. Taxes. Tenant shall be responsible for all real and personal property taxes assessed directly upon the Site and arising from its use of the WSp on the Site. Section 17. Insurance, Tenant shall procure and maintain commercial general liability insurance., with limits of not less than Two Million Dollars (S2jXX).000) combined single limit per occurrence for bodily injury and property damage liability, with a certificate of insurance to be furnished to Landlord prior to Tenant's occupancy of the site. Landlord shall be named as an additional insured under the>insurance policies required of Tenant, and such insurance shall be primary with respect to Landlord and non-contributing to any insurance or self-insurance maintained by Landlord, Stich policy shall provide that cancellation will not occur without at least forty-five (45) days prior written notice to Landlord, Insurance requirements shall be reviewed by Landlord and adjusted by Landlord, in Landlord's sole discretion, on every five-year anniversary date of this Lease. Tenant shall provide any new certificates of insurance with new limits of liability coverage within Fourteen (1 4) days of notice by Landlord to Tenant. Ixtnkc.ell towerkCAStiverGrove,doc. 6 Section 15. Maintenance. Tenant shall be responsible for repairing and maintaining the WSF and any other improvement', installed by Tenant at the Site in a proper operating and safe condition: provided, however, if any such repair or maintenance is required due to acts of Landlord, its agents or employees, Landlord shall reimburse Tenant for the reasonable costs incurred by Tenant to restore the damaged areas to the condition which existed immediately prior thereto. Landlord will maintain and repair all other portions of the property of which the Site is a part in a proper operating and reasonably safe condition. ,Section_I 9._Possessory_Interest. In accordance with California Revenue and Tax Code Section 107.6, Landlord hereby notifies Tenant that the interest created by this Lease may be subject to property taxation and Tenant may be subject to the payment of a property/possessory interest tax levied on such interest. Tenant shall be solely responsible for the payment of such taxes< and shall defend, indemnify and hold Landlord harmless from and against any and all claims or actions for payment(or nonpayment)of such taxes. Section 20._Miscellaneous. A. This Lease applies to and binds the successors, and assigns of the parties to this Lease; B. This Lease is governed by the laws of the State of California, C. This Lease (including the Exhibits) constitutes the entire agreement between the parties and supersedes all prior written and verbal agreements, representations, promises or understandings between the parties, and any amendments to this Lease must be in writing and executed by both parties; D. If any provision of this Lease is invalid or unenforceable with respect to any party, the remainder of this Lease or the application of such provision to persons other than those as to whom it is held invalid or unenforceable, will not be affected and each provision of this Lease will be valid and enforceable to the fullest extent permitted by law; and E. The prevailing party in any action or proceeding in court to enforce or interpret the terms or conditions of this Lease is entitled to receive its reasonable attorneys' fees and other reasonable costs and expenses from the non-prevailing party. Section_21. Reeordation. In entering into this Lease, Tenant and Landlord acknowledge and agree that, among other things, it is the express intention of the parties that any and all other persons and/or potential successors in interest and assigns of Tenant have actual and constructive notice of Tenant's obligations under, arid the benefits and burdens of, this Lease. Therefore, the Parties agree to execute as Memorandum of WSF Site Agreement (Exhibit "E"), which shall be recorded by Tenant in the official records of the County of San Bernardino, Said Memorandum shall be recorded prior to commencement of construction. The cost of the recording of this Memorandum shall be paid for by Tenant. Section 1,_ Subordination andN(->.n-Disturbance. At Landlord's option, this Lease shall 1xmWN toweOCAStreet Oaove d(W be subordinate to any mortgage or other security interest by Landlord which from time to time may encumber all or part of the Property or right-of-way; provided, however, every such mortgage or other security interest shall recognize the validity of this Lease in the event of a foreclosure of Landlord's interest and also Tenant's right to remain in occupancy of and have access to the Site as In as Tenant is not in default of this Lease. Tenant shall execute whatever instruments may reasonably be required to evidence this subordination clause. In the event the Property is encumbered by a mortgage or other security interest, the Landlord immediately after this Lease is executed, will obtain and fumish to Tenant, a non-disturbance agreement for each such mortgage or other security interest in recordable form. In the event the Landlord defaults in the payment and/or other performance of any mortgage or other security interest encumbering the Property, Tenant, may, at its sole option and without obligation, cure or correct Landlord's default and upon doing so, Tenant shall be subrogated to any and all rights, titles, liens and equities of the holders of such mortgage or security interest and the Tenant shall beentitledto deduct and setoff against all rents that may otherwise become due under this Lease the sums paid by Tenant to cure or correct such defaults. Section 23. Destruction of Site. If the site or property is destroyed, or damaged so as to hinder its effective use of the property by Tenant, the lease shall terminate with rent to be prorated by use up until the date the property is destroyed or rendered ineffective. IN W11NESS WHEREOF, the Parties hereto have set their hands and affixed their seals the day and year first above written. LANDLORD TENANT CITY OF DLANDS SPCS PCS ASSETS,L.L.C. a municipal corporation By- By: ayor,, City of elands George Ghantors Title: Regional Director of Site Development Date: February 3, 2004 Date: 14?lello Z Attest: Cityberk-- 8 EXHIBIT "B" TO WIRELESS SERVICE FACILITY LICENSE AGREEMENT BETWEEN THE CITY OF REDLANDS AND SPRINT PCS ASSETS, LLC Lem\cell tou,er%(.AStrcelGrove.doc 20 EXHIBIT "B99 PARCEL LEGAL DESCRIPTIONS AND EASEMENTS Parcel Legal Description Parcel Legal Description WEAUIM IS INIX 711 TITLE W"I 41 66n-"a6 FRE"R"IN WORD"It NAME TV TITILE RUM Nd MEII-Ntrw PREPARE$Jrr rw ANCItICIN TITLIC C~'MM A9IEL zm ERNST NMCMI TME CMARIT,DATERI ANE akfa an R"property in tha CIty of Rodkpft County of San Berhandino,Slate of RAN waperty In the CRY of Rtd&%*County Of Saw somardifW Stat*of CoNfornio, J*sa*ed as follows: fallows: PARCEL NA t: THOSE PORTIONS OF LOTS Z 3 AND 4,N BLOCK 2 OF HENRY L WILLIAMS TRACT,IN THE THAT PORTION Or LOT 1.KOM 2 OF HENRY L VOLUAM TRACT,IN THE CITY OF CITY Or RMANDS,COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA,AS PER REDLANTM PLAT COUNTY OF SAN GERNAAVRNSTATE OF CALIFORNIA. AS PER PLAT RECORM"94 RECORDED IN BOOK 11 Or MAPS,PACE 17,RE"M Of SAM COUNTY.MORE a"11 PARTICULARLY OF MAPS,PACE 17,RECORDS OF SAND:COUNTY.DESCRIBED AS FOLLG*& DESCRIBED AS POULOW%, BEGINNING AT THE NORTHEAST CONNER OF SAID LOT 1, SAID PONT BER4 ALSO WRESTBEGINNING AT THE SOIJ114WESICKY COItNER OF SAO LOT 4.THENCE HE ALONG T THE INTERSECTION OF W CEKTMJME Of WALNUT AVENUE AND THE CENTER LINE OF LINE THICRE-M NORTH 0 DEG. 13`:34"'WEST U40 FEET-, THENCE NORTH 44 OM 3T NEVADA 21r STREET, THEMCE SGHTH ALONG THE CENTER UNE OF NEVADA TIWEEY 1416 EAST.2428 FEET. THENCE NORTH Of OEM 5a1 13-EAST,1200.35 FEET TO THE FEET, THENCE UHE OF WEST 30 FEET TO THE NO11THEAST CORNER OF THAT PARCEL Of LAND EAST AID LOT 2L DI CONTO THE STANT ALONG SAX)EAST LINELINE13t."FW MATHRORLY FROM THE VEYED REDLAHM GRANGEDALE ASSOCIATION, A CORPORATION.BY DEW RECOROCID SOLTIHEASTEItILY OMMER OF SAID LOT 3,THENCE NOWTH 89 DEC.OT OV EAST APRIL 2, 1941 663.45 FEET IN BOOK 1469,:. PACE 437.WMAL NEC=& THENCE WEST ALONG TIE NORTH TO THE CAST LINE OF SAID LOT Z TI-VIM SOUTHERLY&0w SAID EAST LINE, LINE OF 137.83 fEEr SAID COMPANYS LAMM 100 FEET,WOE OR LESS. TO THE NORTHWEST CORNEA: TO THE SOU14EASTMY CORNER OF SAO LOT Z THENCE WESTERLY NLOMC THE THEREOF, $OUTHMY LINE Of LOTS Z 3, AND 4 TO THE POINT OF BEGINNING. THENCE SOUTH ALONG THE WEST UNE OF SM COMPANY'S LAM, 40 FEET TO.A C(CEPT014,TPWREFROM ALL MINER"OIL... . AND OTHER HYDROCARW"BY POINT 2016 101114ATSOREVER NAMES THAT WAY BE WITHIN OR UNDER THE PARCEL OF LAND EMT SOUTH OF THE NORTH LINE Of SAID LOT 1; THENCE WEST 75 FEET;: HEIREINARIONIE DESCRWEM WITHOUT,HOWEVER, THE NIGHT TO DRILA,DIG OR NINE INENCE SOUTH 10 THROUGH THE WAYACE THEREOF BY DEW RECORDED,MARCH 11,1963, IN BOOK FEET. THENCE WIEST 124 FEET, THENCE SOUTH TO A POINT 21"FEET SOUTH 5867.PACE or THE INIZ OFFICIAL RECORDS. CENTER UNE OF WALNUT AVIDKRE: THENCE WEST 326 FEET TO THE*REST LINE OF SAO LOT, APN:t 0292-01114-02-10-000 THENCE,NORTH 2111.6 FEET,WORE OR LM TO THE CENTER LINE OF WA MT AVENUC THURCRE EAST ALONG THE CENTER LINE OF WALNUT AVENUE TO THE PONT OF DE004NM EXCEPSW THEREFROM ANY PORTION LY0W VAIN NEVADA STRUT. Title Report (Easements) ALM EXCEPTING YHEREFROM THAT PORTION CONVEYED TO THE STATE OF WMMa IS*X M TMI WORT N%M23-MMX PKPARUW CALIFORNIA,BY FIRST ANDMIARR TITLE 00PAW,IArU JM t0;-2W DEED RECORDED OECIMM Q. $9410 IN BOOK 53OZ PAGE 468;,OPWAL RECO110% LYING NORTHERLY OF THE FOLLOWING,OESCF48ED UW- 0 *WTES KATTE11"am BEGINN11C AT..A POINT IN THE NEW LINE OF NEVADA STREET, 60 FEET 141OL I A r4ht of way of undkdowwd rout*and wilft for ingrit"and W*"porpos"thaw DISTANT an ALONG SAID WEST UNIE SOUTH 0 DEC.2S'447 EAST I82.5 FEET FROM THE AldobAshed roadway an the property heroin titiesibod.as conveyed 16 thee:-: ON'"LINE OF Protective INALNUT AVENUE, ABANDONED THENCE SOUTH 80 DEQ 34° IS-WEST 10000 Association.by agr*whont rveorakwi Afty iZ M5 In Book 575,""W of Deads. FIDET; THENCE (MCT LOCATION OF SAW RICHT-A-*AY CANNOT BE DETERMINED PER RECORD OEM.) SOUTH 72 OEM 54�OC WEST 44134 FEET, THENCE SOUTH SO OEM D5'55. 0 WEST 460.86 FEET "�th. AN easement for an 6-Inch cement pipe WA for draino"and Inciderital Purposes TO THE WEST LINE OF SAID LOT 1. in U document recorded March 16. 1934 as Book 944,a".255 of Officlat Recalls, ALSO EXCEPTING THGWW ALL 14AT PORTION THEREOF CCNVMD TO THE STATE OF 11, Abutter's riots of"ass and agrees to or from ,he abdjokwq kestay hof,been CALJPOIN*A BY GRANT OM RECORDED APRIL 25, 1968,INSTRUMENT NM reomdatshod in 38-122349. the dowgrent reouftkid 19M as Instrument Na.a8-t22349 of OffIckif OFFICIAL REC07M Records, ALSO EXCEonNG THEREFROM ALL MINERALS,011-CASES AND OTHER HYDROCARBONS BY Title Report (Easements) WHATSOEVER NAME KNOWN THAT WAY BE V47FM OR UNDER THE PARCEL OF LAND WVD"is ox To nnt REPw RL SZ"73W INERWEIR V HERSNABOW DRESCIMSED,vWTH0uT HOWEVER THE MOOT TO ORRIL DID OR ANNE FIRST asOr-Rat TITLE awAw,RRATu Am a THROUGH THE SURFACE THEREOF,AS RESER14n IN THE DEED FROM THE STATE or CALIF0000A.RECORDED FEDWARY C 10013 IN BOOK 5647,PACE SU OFFICIAL 0 KM=KRIM mom PECORM Abuttar"e rights of ky*m and eV,,,to or*,ah Stote Hqtwty mo, 10 his 6&*ft ranPwAsh*d PARCEL NO. I the fite%antht rwe nded stanch 11, IM3 P,go*5861. Pop a02 of Ofraink Atcards. THAT PORTION OF LOT I,BLOCK Z W-4RY L. WILUAMS TRACT,IN THE OtY OF r"t affect of a deed execrated by Mary J, Skoqq4 a e4do.who has hat remarried to Mory J, REOLMO!, StooIL as b'Ustat of the Mary j Stagg thist m dor Trust-A91Went dote October 41"5 and COUNTY OF SM 0ERMAROINDL STATE OF CALIFORNIA, AS PER PLAT RECORDED IN hal aubstflut"and succotoar*the.~, rcc-Ood wwwary 22- 1996"krabn-baht no, 06- SOON It 020526 of Officko Racadw- OF wAP%PACE 17,RECORDS OF SAID COLINIV,E*SCFOWD AS FOU.UW&, At the date of recording of the 000whoht, the grantor had no recall Pit*1at 4v the to.4 COMMENCING AT::A POINT 161,15 FEET SOUTH OF THE INTEII[SECTION OF THE A D*d*fWI0n'01 OwdIC00o" far public road Puep6*41, 'including pblk utilly and pub6c s4r4ce CENTIR LOB We", t*60Uted by the City of RodkWtft recorded Mach 12 t937. InsbUment no, 97-084941 OF WALNUT STREET AND NEVADA STREET; IHENCE WE-Sr 30 FEET TO THE TRUE Official Records, POINT OF ERECRNNnNq1 THENCE REST ROD FEET TO W NORTHWEST CORNER OF THE LAto CONVEYED TO THE REDLANDS GRANCECALE ASSOCIATION,A CORPORATION,BY OEM RECORDED APRIL, S. 1941 Of SOCK 1*60,PAM 437,OFFICIAL RECORD& THENCE SOUTH 40 FEET TOA POINT =6 FEET SOUTH OF THE NORTH UW OF W LOT 1; THENC:::WEST 76 PEETC THENCE —SOUTH to FEET: THENCE REST"FEET TO THE NORT11EAST COM40 Or THE L-W CONVEYED TO THE WAMMALE PROTECTIVE ASSOCIATION, A CORPORATION.BY DEED RECORDED DECEMBER Q. IM IN SOON 67S,PAGE IS& OFIFICIAL RECORDS;:. THIENCE SOUTH ALONG THE EAST.UNE OF SAID LAND 114,3 FEET TO,THE KENN LINE OF THE ATCHWK TOMA AND SANTA FE RAILWAY RIGHT OF WAY; THENCE EAST ALONG THE NORTH LINE OF SAID WONT OF WAY TO THE WEST UNE OF SAD NEVADA STREET: THENCE NORTH ALONG SAID WEST LINE to THE TRUE?ORNT or BEC00401C. EX THC"WHOM ALL THAT PORT" T14EREOF CONVEYER) To THE STATE OF CALIFORNIA BY GRANT DEW RECORDED APRIL 25, 1986, INSTRUMENT No.: W-122349, OFFICIAL PECORM APN-, 0292-064-03-0-OW a"0292-064-0-0-000 EXHIBIT "B" SPRINT LEGAL DESCRIPTIONS Proposed Sprint Lease Area Legal Description THAT PORTION OF LOT 4, BLOCK 2 Or HENRY L ft"W TRACT IN THE CITY OF REMANML COJMrf OF SAN BERNARDINOt STATE OF C"DMA,AS PER PLAT RECOROW M BOOK 11 OF MAPS,PACE 11.REOOROS OF SAID C"M DESCRIBED,AS FOLLOW& COMMENCM At A PONT ON THE SOUTHERLY UNE OF SAID LOT 4, SAO POINT BEING II&J1 FEEL EAST OF THE SMINWEST CORNER THMQF* THENCE PERPEROKWAAR FROM SAID SOUT)4 UNE NORTH 00'2V 21'WEST 4.00 FEET TO THE TRITE POINt OF MOINNIMIL THENCE S"30.00 nXT; 1HENCIE WEST 43=MT, THEI"NORTH 30.00 fuTI. THENCE EAU 4100 FEET TO IM9 POINT OF KOW44 CaHTAN"s290 SWARE FEET moft M LEM TOC""WITH THE ACCESS AM UTILITY EAS0"TS REOWWO TO SERVICE SAID SITE, lo'—O" Wide Proposed Sprint Utility Easement A 10 FEET WIDE STRIP OF LAND WHO A PORTION OF LOT 4 BLOCK 2 OF HENRY L WWAW TRACT.94 THE CITY Of REDLANDS,COMM OF SAN 9ERNARDINOt STATE OF CALIFORNIA, AS PER MAT RECORDED N BOW il OF MAPS,PAGE 17, RECORDS Or SAID COUNTY,CENTERLINE Or EASEMENT DESCF48CO AS fOLLOW& BECIN0040 At A POINT ON THE SOUTHERLY LINE OF SAID LOT 4,SAID POINT BONC t6IL00 FEET EAST OF THE SOUTHWEST COMM THEREOF; THENCt PERPENDICL)LAR FROM SAID SOUTH LINE NORTH 00`W 21'V"t IM78 FEET. THENCE VOEST 28.50 MT TO POINT OF MUMA'ACK 5'-0" Wide Proposed Sprint Access Easement A 5 MET WAX STRIP OF LAND BEING A PORTION OF LOT 4 BLOM 2 Of HENRY L)KUAht TRACT,M THE CITY OF REDLAHM COLWTY,OF SAM PERMARMOt STATE,OF CAUFOMNIOL AS PER PLAT RECORDED M BOOK II Or YAPS,PAM 17, RECORDS Or SAO CANM CaTERLIK OF EAM"T DESCMW AS FCLWft COMIENMW At THE SOUTHW—V CONNER OF VJO LOT k TmEl,"NORTH 8"4'34*EW 3300 FEET ALONO THE SOUTHERLY UNE OF$A*LOT 4: 71,41" NORTH OO!2SOV EAST 160 FEET TO THE IRM POINT OF REGRINImc; THENCE PARALLEL TO THE SOUTHERLY LINE OF SAO LOT 4 NORM ft'3r3#`CASt 82—M FEET; THEN"NORTH Ocr 2r is-ww 2.50 FEET:TO THE$WIN ww or THE SPRINT LEASE AREA. THE SIDELINES CV SAID STTW EASEMENT SHALL EXTEND OR TER14MTE At THE SAN)SPRINT LEASE AREAL EXHIBIT 46BIll PLAT TO ACCOMPANY LEGAL DESCRIPTION (ACCESS EASEMENT, LEASE AREA & UTILITY EASEMENT) -- INTEMATE 1 ( (m) (E) RW OF WAY IFW womm ~LEASE AREA TO 9E W04M (E) QM LW FENCE (E) OPANGE GROW (0" UWTO BE ROVVED ANID_, WR T-i f t PROPOSED +70'KCK 12'-4`METER SIOM TO W4Tt t PROPOSED SPRINT STFALTH WATER TANK SPRINT EaLFUENT SHn7ER) PRI:)POSED 10 1-e WIDE SPRINT UTIM EAS PROPOSED V-O* WOE SPW ACCESS EASEWENr (E) CMN LNA( a�r a� 0 o a ROff OF oky (E) R-YLRW NT AXESS ROAD AMAD IRA= IMPOSECI SPRINT (RlWr USE AWA OF WAY (43" CN'A -W-�+`-Lim sn 0 N SCALE: V=301 Q iii' EXHIBIT "E" TO WIRELESS SERVICE FACILITY LANDLEASE AGREEMENT BETWEEN THE CITY OF REDLANDS AND SPRINT PCS ASSETS, LLC Lem\cell lower'CAStrect Grovc.doc RECORDED REQUESTED BY AND WHEN RECORDED MAIL TO: City Clerk City of Redlands PO BOX 3005 REDLA NDS CA 92373 MEM LAND LEASE AGREEMENT This Memorandum of Lease ("Memorandum") dated as of February 3, 2004, is between City of Redlands, a municipal corporation ("Landlord"), and Sprint PCS Assets, LLC, a Delaware limited liability company, ("Tenant"). WITNESSETH: That Landlord hereby leases to Tenant and Tenant hereby leases from Landlord a portion of that certain real property (the "Property") in the State of California, County of San Bernardino, City of Redlands, commonly known as California Street Grove (APN 292-064-02), the "Leased Area, a legal description of which is shown in Exhibit A attached hereto and incorporated herein by reference, under the terms and conditions of the unrecorded Wireless Service Facility Land Lease Agreement by and between Landlord and Tenant dated February 3., 2004 and incorporated herein by reference (the "Agreement") for an initial term of five (5) years, and three (3) subsequent optional extension terms of five (5) years each, pursuant to the terms of the Agreement, The Agreement provides for grant for rights of access to the Property and Site and to electrical and telephone facilities serving the Property and leased Site. IN WITNESS WHEREOF, the parties have executed this Memorandum as of the day and year first above written. [SIGNATURE PAGE FOLLOWS] Lenkell orverCASticeT Grove Jm IN WITNESS WHEREOF, Landlord and Tenant have executed this Memorandum of lease as of the date and year first written above. CITY OF REDLANDS, Landlord Date: February 3, 2004 May- c�/ ATTEST: City)elerk Tenant SPRINT PCS ASSETS,LLC, A DELAWARE LIMITED LIABILITY COMPANY, By: George Ghantors Title: Regional Director of Site Development Tenant Initials Date: ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA COUNTY OF SAN BERNARDINO SS CITY OF REDLANDS By the authority,granted under Chapter 4, Article 3, Section 1181, of the California Civil Code, and Chapter 2, Division 3, Section 40814, of the California Government Code, on February 3, 2004, before me, Beatrice Sanchez, Deputy City Clerk, on behalf of Lorrie Poyzer, City Clerk of the City of Redlands, California, personally appeared Susan Peppler and Lorrie Poyzer f Xj personally known to me - or - ( ) proved to me on the basis of satisfactory evidence to be the persons whose names) are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument. NO WITNESS my hand and official seal. 0 .......... ti 0 LORRIE PAYER, RKZCITY CLE 1888 By: ,,,Z/r, 441 \V Beatrice Sanchez, Deputy. City Clerk (909)798-7531 CAPACITY CLAIMED BY SIGNER(S) Individual(s) signing for oneselUthemselves Corporate Offlicer(s) Title(s) Company Partner(s) Partnership Attorney-In-Fact Principal(s) Trustee(s) Trust x Other Title(s): Mayor and City Clerk Entity Represented: City of Redlands, a municipal corporation THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRI13ED BELOW: Title or Type of Document-, Memorandum of Wireless Service Facility Land Lease Agreement Date of Document, February 3, 2004 Signer(s) Other Than Named Above: George Ghantors, Sprint PCS SPRINT PCS ASSETS, L.L.C. NOTARY BLOCK: STATE OF CALIFORNIA COUNTY OF ALAMEDA The foregoing instrument was acknowledged before me this 31s' day of December, 2003, by George Ghantous, Director of Site Development, who 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 he executed the same in his authorized capacity and that by his signature on the instrument the person or the entity upon behalf of which the person acted, executed the instrument, Witness my hand and official seal, V, (AFFIX NOTARIAL SEAL) L!5'A 0, K 5 Ff S EY 3 0?7 87 (OFFICI N&AkyOG SI E) JI Notary P I' lic State of Cal ta founty Vay7,2005J Lisa D. Kersqy My commission expires: (PRINTED,TYPED OR STAMPED NAME OF NOTARY) May 7, 2005 COMMISSION NUMBER: 1303787 EXHIBIT "A" TO MEMORANDUM OF WIRELESS SERVICE FACILITY LAND LEASE AGREEMENT BETWEEN THE CITY OF REDLANDS AND SPRINT PCS ASSETS. LLC lzm�cll t,)wer\,(-'AStreet Gmve,doc EXHIBIT 46 '19 PARCEL LEGAL DESCRIPTIONS AND EASEMENTS Parcel Legal Description Parcel Legal Description BMW aWINETD TITLE Ww 16 PVN"ITT wum M wx TO TITLENL LCF FTRSt.AWRION T€TLE COFMN.OUTEt At a3 an F"#IEREtN TITLE il.CAM JUNE'a M- Rod property kt the City of Redasdq County of Sar+BiwaordlMa, State of .Real WvWy in the City of Radmtft County of San Sornardina,State of California fola w :tstiaera: PARCEL NO,f,: THOSE PORTIONS OF LOTS 2, 3 AND 4,IN BLOCK 2 OF NINNY L WILLIAMS TRACT,IN THE THAT PORTION OF LOT 1„OLOCIE 2 OF HENRY L WILLIAM TRACT;IN THE CITY OF CITY Or COUNTY OF Sea:BERN STATE.OF CALIFORNIA.AS PER REDLANM PLAT'. . COUNTY O=SAN STATE':OF CALIFORNIA.AS PER PLAT RECORDED,IN. RECORDED::9N It OF MAPS..PACE 17,RECORDS OF SAID COMTY, WOW BOON TT_ PARTICULARLY OF MNAPS„PAGE 17,RECORDS OF SAM COUNTY,DESCRIBED AS.FOLLOW& OE AS:FOULOVISt BEGW404 AT THE NOR OF SAID LOT 1.SAID POINT BEING ALSO BEGINNING AT THE SOUTH Y CORNER OF SAA LOT 4; TWE14M ALONG THE THE WEST INTERSECTION OF THE CENIERUMIE OF WALNUT AVENUE ANO THE.:CENTER LICE OF LIFE'THEREOF,NORTH 0 OEM ZY 34'WEST 53.40 FEET; THENCE NORTH 44 BEG. 3W NEVADA 26, STREET. THENCE SOUTH MING THE CENTER LINE.OF NEVADA STREET f6,Z6 EAST,2IL20 MT. THENCE NORTH aG OEM 54" t3'EAST.8260.35 FEET TO THEN. FEET„ THENCE EAST LINE OF WEST 30 FEET TO THE MORI EA lT CORNER OF THAT PARCEL,OF LAND AID LOT 3.DISTANT ALONG SAID EAST UK 131:99 FEET NORTHERLY FROM THE...... CONNVEYEO TO THE SOLiTNEASTERLY CORNER OF SAID LOT 3, THENCE NORTH 89 OEC 05-ft-EAST REDLANDS ORANNGETTALE ASSOCIATION,A CORPORATION.BY DEED RECORDED 663.45 FEET.. APRIL% 1941 TO THE EAST LINE OF SAID LOT 2, THENCE SGUTNERLY ALONG SAO EAST LhW,. I4 BOOR 1469„. PAGE 437,:OFTTCYAL RECORM THENCE WEST ALONG THE NORTH 137.63-FEET UK OF TO THE SOUTHEASTERLY.. SAID LOT 2, THENCE WESTERLY MING THE.: SAM COWPANY 5 LAND, 104 FEET,MORIE OR LESS.TO THE NORTHWEST CORNER SdJTHERLY LINE OF LOTS 2. '3,AND:4 TO THE POINT OF BEGININNO, THEREOF, THENCE SOUTif ALONG IRE*$I LINE OF SAID COM PANY$LAND,40 FEET'TO A :EXCEPTING THIEREFROM ALL MWERAL%OK-GASES AND OTHER HYDROCARBONS BY POINT 202.6 WHAT VER NAME SHOW4 THAT MAY BE WTfd4 OR UNDER THE PARCEL OF LAND FEET'SOUTH OF THE NOM.::LOW OF SAID LOT 1. THENCE WEST 76 FEET.. HERk7NAOO E.DESCRi D:.WITHOUT,HOWEVER,THE OCHT TO DRILL.DIC OR MINE THENCE SOUTH 40 THROUGH THE.SURFACE.THEREOF BY OEEO RECORD MARCH 11,1963.IN BOON FEET; TH04M WEST 124-FEET; PO4CE SOUTH TO A POINT 21”FEET SOUTH 5867..PACE OF THE 902, OFFICIAL RECOOM CENTER LINE OF WALNUT A!iEMMI THENCE WEST 326 FEET TO THE WEST UME OF SAID LOT.. APW: 0292-064-022-0-000 THENCE NORTH 216,6 FEET,MORE OR LESS.TO THE CENTER CANE OF WALNUT. :.AVENUE;: THENCE CAST ALONG THE CENTER UNE,OF WALNUT AVENUE TO THE POINT OF BE EXTEPTing TKOURM ANY PORTION LYING WITH NEVADA STREET. Titin' Report (Easements) ALSO EXCEPTING::. THAT PORTION CONVEYED TO THE STATE OF: IS NIDE T9;I=Ww a It. CALIF: A,9Y: FIRST 09=0 MU APART,IATU FAC 63, OM RE DECEMBER'12.1 *0 BOOK 53OZ:PACE 484,OFFICIAL RECORDS, LYRNS . . R.BTTE6ItEREDt. NORTHERLY OF THE FOLLOWING DESCRIBED LINE .. . BEGINNING AT A PONT I4 THE WEST LIE OF NEVADA••.STREET,SO FEET Wim. I. A right of ray at undisclosed route and width for ingreu and Wass mAR-. DISTANT. arr.. ALONG SAID WEST LINE SOUTH D DEC- 25'4r EAST 162,6 FEET FROM THE ewtabilohad roadway an the Property herein.dweerbed,as conveyed to the Otangledoe, CENTER CINE OF peateeffft WALNUT AVENUJ%- ABANDONED THENCE SOUTH 89 CEG.34`16"WEST 100,00 Aswetatloa,by aareanetn.t recorded July 12. 1915 In Book 575,Page W.of Deadx. FMT; 114ENCE 0 (EXACT..LOCATION OF SAID RIGHT-Am WAY CANNOT 6E DIETERWEINED PER ACCORD DEIGO.) SOUTH 79 GEC 54"Oe WEST 4CL34 FEET, THENCE SOUTH 69 DEG,05'55' NEST 460.86 FEET An easwenent for::an 8-inch einem plim Rna forand Incidental pLirposes. TO THE WEST LINE OF SAID LOT I. In the doament recorded Moroh 16,3934 w Brrak 944,Pa9a:255 of Ot4dol Raoordl4 ALSO EXCEPTING.THEREFOM ALL THAT.PORTION THEREOF CONVEYED TO THEN STATE OF S: Muffin"x riots Of Ing""0"ogress to or from the ad) ung f'"vaty no"beam CAUFORMA by GRANT DEED:RECORDED APRIL 25.191M INSTRUMENT NCD: relinquished in 66-7:22339, Raeardtwthe doameat recorded AP+t 25, 1988 an fnxtru—t Nes 878^-122349 of Offidd OFTICtAL RECOM ALSO EXCEPTING TN ALL.MWRAM 011. GASES AND OTHER HYDROCAPSCINS BY Title Report (Easements.) WHATSOEVER MAW KNOWN THAT MAY BE WLTHN4 OR UNDER 7K PARTY`OF LAND wima 6 AUIE TO I=REAM In xwwne won ry OTHOUTTHE RIGHT TO DIG OR MINE FIRST MERIEW TITLE tMANT,iMTE#:AW 2t,2t# THROUGH THE SURFACE O',AS RESERVED 91 TRE GEED FROM THE STATE DF ':. 0 CALiFRSRNiA.t� #4 6, 1963 BOOK 5647. pAL'E.933,OFFICIAL RECORD& 3 AbuttW.rights of ingross and egress to:or frorn State Highway No. 10 tmaa been reloquished in PARCEL NO. Z: the docu -t recorded Marsh 11, 1963-Book 5867,.Page 602 of Official Reecord& THAT PORT"OF LOT I,BLGCX 2.HENRY L TRACT,k THE CITY OF : the effset of a executed by Mary 1 Stagg,..o etidm vete leo4"t r to Mary,L PEOLAOMStag.Ifs"ustao of tHa WaryX 5togg Trust tardy Trust, t doted Databr 2,1995 and: TY OF SAWN:. STATE OF A,.::AS PER PLAT RE iN. 111.1er ..the and sxeaeswrs: mJanuarythe ..ar :re"IdeJanuary22,. 1996 on init a aat na 96- BOOK t1 020525 of Of6dal Re arch, OF MAPS;PAVE..17,RECOROS:OF SARI COUNtr, DESCRIBED AS FOLLOWS::. At Ott date at yea ^dlrg of the dommott, the,grantor had,rep r and 6eteetst in Cha land. CDAWNC04C AT:A PONT 8624 FEET SMT14 OF THE INTERSECT;CH OF THE.: : A Uselorotlon-of D-*,-tier. for Poole,road pLpowm araudlng powic utAlty and Public xR o CENTER.LIES. uses, ted by the City of Radands, recorded Mardi 12, 1997,Mhstrurreett no, 97-484943. CF WALNUT STREET ARID NEVADA STREET„. THENCE WEST 30 FEET:TO THE TRUE: Official Racurdo, POINT 07 MCO� THENCE WEST H)O FEET TO THE NORTHWEST :F TfE RAND:. CONVEYED TO.THE REDLANDS OKANCEIGALE ASSOCIATION,A CORPORATION,BY OM RECORDED APRT. 9. t941 I4 BMC'.1499,PACE 437, L REC,DRIM SOUTH 40 FEET TO A...POINT 202.4 FEET SOUTH OF TIE NORTH LINE OF SAID LOT:1. THENCE WEST 76 FEETz T€EtrkCE:. SOUTH, IC FEET:::TH04CE NEST S9 FEET TO THE NORTHEAST CONNER OF THE CO NVEIED TG THE ORANGEDAUE PROTECTIVE ASSOCIATIONIL h CORPORATICK BY DEED RECORDED DE 12,1930 IN Et"::476,PAGE 153. MTMZ14 RECORDS: THENCE SCUYTN'. ALONG THE CAST LINE OF SAID LAND 114.3 FEET TO TRE NORTH UNE OF THE ATCHISON, TLXe A AND SANTA FE RAILWAY RIGHT OF WAY: THENCE EAST"ALONG TME:: NORTH UNC OF SAID RIGHT OF WAY TO THE WEST OF OM NEVADA STREET; TH04M NORTH`ALONG:.. SAID WEST LINE TO THE ME"I OF BEGINNING, EXCEPTING THFIREFACU ALL.THAT PORTION THEREOF CONVEYED TO THE STATE.OF:. CAUFORNIA BY GRANT DEED,RECORDED APRIL 25, 191M INSTRUMENT NO.08-122349. . OFFICIAL REV API: 0292-06.4-03-0-I00,.and 0292-064-05-0-000: EXHIBIT "A SPRINT LEGAL DESCRIPTIONS Proposed Sprint lease Area legal Description THAT PORTION OF LOT 4. 2 OF HENRY L. WILLIAM TRACT 6A THE CITY OF COUNTY OF SAIL STATE OF tALIFOW&AS PER PLAT RECORDED IN BOOK 11 OF MAPS,PACE.17.RECORDS D SAD COIRITY,:. DESCRUIED AS`. C MwMENC7NC AT A POINT 00 THE SOUTHERLY LIE OF SAID Lot 4,SAD.:PONT 8040 116.31 FEET EAST OF THE SOUTHWEST CORNIER THEREOF; THENCE PERPENDICULAR FROM sw SOUTH LINE NORTH.00'W 21`WEST&OC FEET TO THE TRE PONT OF ERE THENCE SOUTH.3AkOO Ti. TH�'WEST 4100 FEET: THENCE NORTH 3MM FEET: EAST 4.100 FEET TO TRUE POINT OF EEC:. OCINIAINIING 1290 SQUAW FEET MORE OR LESS, TOGETHER YAM THE ACCESS AMID UT61TY EASEMENTS RECARROD TO SERVICE SAD SITE- 10'-0" ITE10'-0" bide proposed Sprint Utility Easement A 10 FEET WC WRIP OF LAND BOW A PORTION:OF LOT 4 6L.00K 2 OF HENRY L."UJAM TRACT;IN THE CITY OF REOLANK CDUNW or SAN STATE OF CAUFOFR#&AS PER PLAT WCOROW 1104 BOOK 11 Of NAPS,PACE 17 RECORDS OF SAID COUNTY, CENTEIRUINE OF EMERENT DESCRVIED AS F-OLVXft KGNNING At A POINT ON THE SQUINERLY LIR:OF SAID LOT 4;SAID PONT SONC 199.00 FEET EAST OF THE SOUTtHIM , MERCE PERPENDICULAR FROM SAD SOUTH LW:40M OO'25'21'NEST 10.78 FEET:: REST Z%W MY TO PMT OF TIORMINIATION. '—U" Wide proposed Sprint Access Easement A 3 FEET WDC STRIP OF LAND KIND A PORTION OF LOT 4 @L.E"2 OF HENRY L. TRACT,N4 THE CITY OF REXAMM COUNTY,OF SAM STATE,OF AS PER PLAT RECORDED tti 8DE3K 1} CF.YRAF'�.PAOE.1?; RECORDS OF SARICOUNTY.CEN :OF T AS COMMENCING AT THE. OF SAID LOT 41 THENCE NORM 8934'39`EAST3A00 FEET ALONO THE SOU74MY L6E OF SAID LOT 41 THENCE OS"EAST 3.30 FEET TO THE 1RLE POINT OF DE PARALLEL TO THE SOUTREXY UNE OF SAAR LOT 4:NORM 8I34'3r Eat RD:3S FEET:..'THENCE NORTH OO°2:r 1ST WEST ZSO FEET TO THE SOUM UNE OF T14E SPRINT LEASE.AREA, THE. IP OF SAD STRIP SHALL OR TE AT THE .�iAN)'SPRINT LEASE AREA.. EXHIBIT "A" PLAT TO ACCOMPANY LEGAL DESCRIPTION (ACCESS EASEMENT, LEASE AREA& UTILITY EASEMENT) wwwAlt ,0 (E)WEM "TOTAL O (+) OWING (E) PlJ8LlC RK>ff OF VVY TREEWTHN SW LEASE S ARFA a BE F800, (E)CVWN LW FENCE (E) ORANGE GROW (CHAIN UNK TO BE REMOVED PRVOSED +70' NICK 12'--0*MMIETER AND ROMAcED Wm 1-m SPRINT STEALTH WATER TAW SWING TO VA70PROPOSED t t= SPRINT UTKITY EASE)" PROPOSED 57-0' W"SPRW ACCESS EASEMENT (E) OWN LNk FENICE 0 0 o — . d or war (E) RAkRW DIRT ACCESS ROW REWK 4*-r OF DUSTING PROPOS r-s 11 SOM TWO (2) END POSTS (E) RAMAD TRAMS (E) AREA SCALE. V=30' 0 1&