HomeMy WebLinkAboutReso 1987-042 - Approving the lease agreement between the city of redding and western tele-communications, inc� ,
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RESOLUTION NO. 87-y-�.
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDDING
APPROVING THE LEASE �GREEMENT BETWEEN THE CITY OF REDDING
AND WESTERN TELE-COMMUNICATIONS, INC. , FOR COMMTJNICATION
FACILITIES AT HILL 900, AND AUTHORIZING THE CITY MANAGER TO
SIGN SAME.
IT IS HEREBY RESOLVED by the City Council of the City of
Redding as follows:
1. That the City Council of the City of Redding hereby
approves the Lease Agreement between the City of Redding and
Western Tele-Communications, Inc. , a true copy of which is
attached hereto and incorporated herein; and
2 . That the City Manager of the City of Redding is hereby
authorized and directed to sign all necessary documents on behalf
of the City of Redding, and the City Clerk is hereby authorized
and directed to attest the signature of the City Manager and to
impress the official seal of the City of Redding on the aforesaid
documents, when appropriate.
I HEREBY CERTIFY that the foregoing Resolution was
introduced and read at a regular meeting of the City Council of
the City of Redding on the 17th day of February , 1987, and
was duly adopted at said meeting by the following vote:
AYES: COUNCIL MEMBERS: Carter, Dahl , Gard, Johannessen & Fulton
NOES: COUNCIL MEMBERS: None
ABSENT: COUNCIL MEMBERS: None
ABSTAIN: COUNCIL MEMBERS: None
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LEE D. FULTON, M.D. , Mayor
City of Redding
� ATTEST: FORM APPROVED:
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ETHEL A. NICHOLS, City Clerk RANDALL A. HAYS, City Attorney �
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I LEASE AGREEMEPIT
; THIS AGREEMENT made and entered into this day of
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, 1987, by and between CITY OF REDDING (hereinafter
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; called "Lessor" ) and WESTERN TELE-COMMUNICATIONS, INC. , 5690 DTC
, Boulevard, Suite 500 , Park Place Building, Englewood, Colorado
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� 80111 (hereinafter called "Lessee) ;
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W I T N E S S E T H:
� That for and in consic�eration of the rents and agreements
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! hereinafter mentioned to be paid and performed by Lessee, Lessor
! does hereby lease, let, and demise unto Lessee the described
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� location shown on Exhibit "A" attached hereto and made a part
' hereof by reference.
; This Lease is made upon the covenants , conditions and
� agreements herein set forth, which the parties hereto do covenant
' and agree to observe fully, keep, and perform:
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� 1 . Term of Lease. The term of this Lease shall be thirty
(30) years , commencing on the date of approval of this Lease
Agreement by City Council of Lessor, subject to all the terms and
�, conditions of this Lease.
IProvided Lessee is not in default under the terms of this
Lease, Lessee shall have the option to renew this Lease for two
' (2) additional terms of ten (10) years each, on the same terms
I and conditions as this Lease, with the exception of (1) renewing
beyond two additional 10-year terms and (2) the rent and date (s)
� of payment of rent for each renewal term, which are to be agreed
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i upon by the parties hereto prior to the effective date of each
� renewal period, by giving written notice to Lessor of its
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� intention to renew sixty (60) days prior to the termination of
� the initial 30-year period of this Lease or the termination of
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ithe first 10-year renewal period.
� 2 . Rent. The Lessee agrees to pay Lessor, and Lessor
; agrees to accept from Lessee, as rental for the tower location
', and site use, the sum of One Dollar ($1. 00) plus other good and
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� valuable consideration, payable upon transfer of title of the
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tower to Lessor, the receipt and sufficiency of which is hereby
, acknowledged. Other consideration includes the construction of a
50-foot tower, including chain-link security fencing, and shared
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� use of the Hill 900 communication facility as outlined in Exhibit
� "B" attached hereto and made a part hereof b_y reference. Title
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� to the tower shall pass to Lessor upon the completion of
; construction and the settlement of outstanding claims of whatever
� nature.
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3 . Access to the Premises . Lessor agrees to provide to
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Lessee, its officers, employees, agents , and servants , access to
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Lessor ' s property described in Exhibit "B" for the installation,
� operation, maintenance, repair, replacement, and removal of
� Lessee ' s property located upon tower, and the right to ingress
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and eqress over, upon, under, and through Lessor 's property
', adjacent to the leased location for any and all purposes
� necessary or incidental to the exercise by Lessee of the rights
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; herein granted, includinq roadway access to the leased premises.
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Access will be limited to normal business hours of Lessor.
4 . Use of the Premises. Lessor leases the leased location
� to Lessee for the sole purpose of enabling Lessee to construct,
� repair, maintain, and operate in, on, and upon the tower an
8 ' x 12 ' passive communication reflector. �4ithout the express
written consent of Lessor, which consent shall not be
� unreasonably withheld, Lessee shall make no other use of the
! tower.
� 5 . Alterations. Lessee shall have the right to make all
; such additions, alterations, and improvements to the passive
� reflector as Lessee deems necessary or desirable in the conduct
of its business, e�ith no additional rental to be paid by Lessee;
provided, however, that should Lessee propose any increase in
, size or change which is inconsistent with the purpose or use
fstated herein, then prior to commencement of any such alteration
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� or improvement, Lessee shall obtain written approval from Lessor,
which approval shall not be unreasonably withheld.
6 . Mechanics ' and Niaterialmen' s Liens. If Lessee makes
any alterations or improvements to the passive reflector, or
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desires to modify Lessor' s tower , upon written approval by
; Lessor, Lessee must pay for same when made. Under no circum-
stances shall Lessee be construed to be the agent, employee, or
representative of Lessor in the making of any such alterations or
' improvements. In the event of the filing of a notice of any such
lien, Lessee shall promptly pay the same and take steps
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� immediately to have the lien removed. Failure to so act shall be
; a material breach of this Agreement and shall, therefore,
i constitute cause for termination of this Agreement.
Nothing contained in this provision, however, is intended or
� shall be construed to prevent Lessee from contesting, at its own
expense, any lien, encumbrance, charge, or claim of any kind
� asserted against the premises. During the pendency of such good
� faith contest, Lessee shall not be deemed to be in default of
! this provision.
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; 7 . Waste of the Premises Lessee shall not make or cause
� to be made any waste relative to the tower or land of Lessor.
8. Indemnification and Insurance. During the term of this
� Lease, Lessee covenants and agrees to save and hold Lessor, its
officers, agents, and employees, harmless from any and all
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� liability and claims of any kind whatsoever arising out of
i Lessee ' s negligent use of the leased premises , except in cases
', arising from the negligent or other tortious misconduct of Lessor
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' or Lessor' s officers, agents, emplo_yees, or business visitors.
! Lessee shall defend, at its sole cost and expense, any suits
; brought against Lessor, its officers, agents, and employees , due
to Lessee ' s negligent use of the premises.
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Lessor shall promptly notify Lessee of any claim asserted
I against Lessor, its officers , agents , and employers, on account
; of any such injury or claimed injury to persons or property
I arisin from the use of the leased remises and shall
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I deliver to Lessee the original or a true copy of any summons or
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iany other process, pleading, or notice in any suit or other
; proceeding to assert or enforce any such claim. Lessee shall
� have the right to defend any such suit with attorneys of its own
� selection. Lessor shall have the right to participate in such
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i defense at its own expense.
Additionally, Lessee shall provide, at its sole expense, and
� keep in force during the term of this Lease, or any renewal
, thereof, comprehensive general liability insurance against claims
' for personal injury or death occurring upon the leased premises
, in minimum limits as follows:
! $500 , 000. 00 combined single occurrence to each person and
' property.
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Such policy shall name Lessor, its officers, agents , and
� employees, as additional insureds, and shall further contain a
� provision obligating the insurance carrier to notify Lessor in
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', writing at least ten (10) days prior to any cancellation or
I reduction of such insurance. The parties specifically agree that
Lessee may satisfy its insurance obligations hereunder by
' acquiring coverage within its "blanket policy or policies" of
iinsurance now or hereafter carried, by appropriate amendment,
, endorsement, or other means. A Certificate of Insurance
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, evidencing such coverage and notice requirement shall be approved
I by the City Attorney and filed with the City Clerk of Lessor
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� prior to the first usage of the demised premises under this Lease
i Agreement, or any renewal thereof.
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9. Taxes. Lessee agrees to pay promptly when due any and
iall taxes assessed against its personal property and any
possessory interest tax levied by reason of its occupancy of . the
�, demised premises.
' 10. Warranty of Title. Lessor hereby expressly represents
; and warrants that it is the owner in fee simple of the real
� property upon which the tower is to be constructed, and that no
' other leases, easements , or conveyances exist which would
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� interfere with Lessee ' s rights and benefits provided herein.
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; 11 . Covena.r_t of �uiet Employment. Subject to paragraph 13
; hereof as to default, and paragraph 14 as to termination, Lessor
i expressly agrees that Lessee shall at all times hereafter
; peaceably and quietly have, hold, use, occupy, possess, and enjoy
� all the rights and benefits granted by this Agreement, without
suit, eviction, or disturbance by Lessor, its successors or
� assigns , or any other person (s) lawfully claiming through it.
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� 12 . Title and Removal of Improvements , Personalty, and
Fixtures. The passive reflector and all related equipment shall
remain property of Lessee and may, at Lessee ' s option, be removed
from the premises by and at the expense of Lessee on the
i expiration or termination of this Lease, or any renewal thereof.
Lessor understands that Lessee has or may in the future
I, enter into purchase contracts with third parties for the purchase
'� of certain microwave equipment and related plant, which have
� chattel mortgages connected therewith, referred to herein as
� "chattel. " Said chattel shall be installed or kept at the
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i premises described herein, and Lessor, in consideration of said
� purchase contracts and delivery of said chattel to Lessee, does
' hereby consent to the installation and delivery of said chattel
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and does waive and relinquish unto such third parties, their
successors and/or assigns, all right of levy for rent. Lessor
' understands and agrees that said chattel shall not become part of
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, the Leasehold described herein, and may be repossessed by such
third parties, their successors and/or assigns, at any time.
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13. Default. Any breach of this Agreement, either by
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� Lessor or by Lessee, including Lessee ' s failure to pay rent,
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� shall be specified in writing and communicated to the breaching
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party by the non-breaching party. Within thirty (30) days of
receipt of said notice of breach, the breaching party shall in
' good faith diligently commence to cure said breach. Any
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� violation of these provisions constitutes default under this
� Agreement.
! Upon Lessee ' s default under the aforesaid provision, and
' under the following circumstances, this Lease shall terminate and
Lessor may expel Lessee and those claiming through and under
� Lessee , and remove the Lessee ' s effects, forcibly or otherwise,
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� and without prejudice to any remedies , legal or equitable, which
might otherwise have existed, provided such action by Lessor
� comports with any and all laws currently in effect.
' 14 . Termination. The circumstances under which this Lease
� shall otherwise terminate are as follows:
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� (a) If Lessee shall be declared bankrupt or insolvent
i according to law, or if any assignment of the property of Lessee
� shall be made for the benefit of creditors;
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i (b) If a receiver, guardian, conservator, trustee in
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bankruptcy, or similar officer shall be appointed to take charge
iof all or any substantial property of Lessee by a court of
' competent jurisdiction;
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! (c) If a petition shall be filed for reorganization of
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� Lessee under the provisions of the Bankruptcy Act now or here-
� after enacted, providing a plan for a debtor to settle, satisfy,
' or extend the time for payment of debts;
' (d) If Lessee fails to obtain or, having obtained, fails to
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retain all required licenses, permits , zoning, variances ,
irulings, approvals, and other similar items ("licenses and
� permits" ) from all Federal, State, County, and local governments
, and agencies thereof, which licenses and permits are necessary
� for the conduct of Lessee' s business;
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(e) If Lessee is prevented by injunction or otherwise, for
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; reasons not arising out of the breach by Lessee of its
� obligations hereunder, from conducting its business; or
� (f) If Lessee gives to Lessor thirty (30) days ' written
� notice of Lessee ' s intent to terminate and abandon this Lease.
I In the event Lessee terminates this Lease pursuant to the
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� provisions set forth above, Lessee shall only be liable to Lessor
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� for the rent, or a pro rata portion thereof, through the
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� effective date of termination.
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�I If it becomes necessary to invoke legal proceedings in
' connection with a breach of this Agreement, the breaching party
, shall pay the non-breaching party reasonable attorney fees and
� costs incurred in the institution of such proceedings.
� 15 . Unique Value. It is Mutually understood and agreed
� that, although this Lease currently is, and is anticipated to
! remain, of unique value to Lessee, technological development,
, changing conditions, and regulatory orders of any Federal, State,
; County, or local governmental agencies in the future may render
, the leased site to be of little or no value to Lessee; therefore,
! notwithstanding anything herein contained to the contrary, Lessee
' shall have the right and option at any time during the term of
this Lease to terminate and abandon this Lease without penalty or
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' liability for future rent, at the end of any calendar year during
the term hereof upon notice to Lessor.
i 16 . Procedure at Termination. Upon termination of this
Lease, and for a reasonable time thereafter, Lessee shall have
i the right to remove any and all of its equipment and fixtures.
Lessee aqrees to yield up the premises to Lessor at the termi-
� nation of this Lease in as good repair and condition as the same
' are at the commencement thereof, excepting only reasonable wear
and tear thereof, Acts of God, or other causes not under the
control of Lessee.
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17. Consent. Whenever consent or approval is required
� prior to an act pursuant to this Lease, the appropriate party
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ishall respond promptly to the requesting party, and shall not
i unreasonably withhold its. consent or approval.
, 18. Subrogation Rights. Whenever possible, the parties
� hereto agree not to assign to any insurer, its representatives,
or assignee, any cause of action for damages to the real and
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personal property of the other, including right of subrogation
; that the insurer, its representatives or assigns, may seek for
' any damage to the real or personal property of either party in or
I, related to the leased premises, including, but not limited to,
i damage caused by negligence.
' 19. Notices. Until otherwise provided, all notices to
ieither party shall be in writing and sent by United States mail,
� registered or certified, return receipt requested, postage
prepaid, addressed as follows :
To Lessor: City of Redding
; Public Works Department
760 Parkview Avenue
Redding, CA 96001-3396
, To Lessee: Western Tele-Communications , Inc.
5690 DTC Boulevard, Suite 500
; Park Place Building
Englewood, CO 80111
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j 20 . Performance. The failure of either party to insist at
� any time upon strict performance of any provisions of this Lease
; shall not be deemed a waiver of the right of either party to
; require strict performance at a later date.
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; 21 . Entire Agreement; Modification; Severability. This
� Lease contains the entire agreement between the parties, and
shall not be modified in an_y manner except by an instrument in
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iwriting executed by the parties. If any term or provision of
i this Lease, or the application thereof to any person or circum-
; stance, shall, to any extent, be ir_valid or unenforceable, the
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� remainder of this Lease, or the application of such term or
provision to persons or circumstances other than those to which
; it is held invalid or unenforceable, shall not be affected
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, thereby, and each term and provision of this Lease shall be valid
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and be enforced to the fullest extent permitted by law.
� 22 . Prospective Effect. The terms, conditions, provisions,
' and covenants hereof shall extend to and be binding upon the
� successors and assigns of the parties hereto; and time shall be
� of the essence hereof.
', 23 . It has been determined that this matter is
I� categorically exempt from the provisions of CEQA.
IN WITNESS WHEREOF, the parties have executed this Agreement
in the presence of their officers duly authorized in that behalf
! on the day and year first above written.
jLessor: Lessee:
� CITY OF REDDING [+1ESTERN TELE-COMMUNICATIONS, INC.
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By: By:
! ROBERT M. CHRISTOFFERSON
; City Manager
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; ATTEST: APPROVED:
ETHEL A. PdICHOLS, City Clerk RANDALL A. HAY�, City Attorney
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� EXHIBIT A
; Commencing at the Southwesterly corner of Lot 22 of the Fern Addition to the City
' of Redding, as shown on that certain map recorded in Book of Old Plats at Page
i 38, Shasta County Records; thence, N. 22°O1'00" E. , 250.00 feet, on and along the
westerly line of said Lot 22 and its northerly extension; thence, leaving said
! line, S. 67°59'00" E. , 228.00 feet to the point of beginning; thence, running the
, following bearings and distances: N. 22°O1`00" E. , 20.00 feet; thence N. 67°59'
i 00" W. , 20.00 feet; thence S. 22°O1'00" W. , 20.00 feet; thence S. 67°59'00" E, ,
20.00 feet to the point of beginning.
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� i x�s .r LEASE • '• '
S/TES • " . •
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! ��- S �7�59 00"E �28-00� .'"
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� cv; O /t/22°0/DO"E, ZO'
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EXHIBIT A
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; EXHIBIT "B"
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� 1. Lessee shall construct upon the premises a 50-foot tower, at a
' location as delineated upon the sketch attached hereto and made a
, part hereof, on an approximate 12-foot square base which shall
, support Lessee's proposed 8' x 12' passive reflector. Lessee shall
provide for an annual structural inspection of the tower by
qualified maintenance inspection personnel. There shall be space
remaining on the tower for several other users. The Lessee shall
; provide Lessor with all construction drawings and calculations
prepared by a California registered structural engineer. The
� calculations shall illustrate allowable additions to the tower
iwithout need of upgrading the structure.
� 2. It is agreed between Lessor and Lessee that all relocation of
existing cable must be completed at the time of tower construction
, and that should cable relocation be required after construction of
the tower, that it shall be the responsibility of the party
. requiring such relocation. Neither Lessor nor Lessee shall be
; responsible for the relocation or replacement of said cables nor
shall they be responsible for any costs associated with such
� relocations.
3. Lessee shall have the right to review the load(s) placed on the
' tower. The load limits will be defined by the design engineer, and
I the Lessor has the option of placing those loads within those
design guidelines.
, 4. Lessor shall not interfere with or allow others under Lessor's
I control to interfere with Leasee's passive reflector. Should
' Lessee experience interference resulting from reflective interfer-
ence due to improperly oriented antennae, then it is agreed between
i Lessor and Lessee that Lessee shall have the right to require such
' interferririg facilities to cease until such time as the interfer-
; ence can be eliminated with Lessor's notification and approval.
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5. Lessee shall provide external basic structure maintenance for the
tower. Lessor shall maintain the grounds and paint the tower if
, required and maintenance shall be shared between all users and
administered by Lessor. However, no painting of the tower is
i anticipated as the galvanized steel finish will serve as an
I effective earth tone. Lessee shall paint its passive reflector an
� earth tone color.
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� 6. Lessor, upon execution of this Agreement, shall provide Lessee with
; a complete detailed plan specifying type, amount, and placement of
, planned antennae.
' 7. Lessor shall own the tower, manage the site, and control security
' for and access by all other users of the tower. Lessor shall
� manage and allocate antennae locations on the tower and authorize
� frequency use.
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