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HomeMy WebLinkAbout04 COMMUNICATIONS SITE LICENSE AGREEMENT WITH T-MOBILE DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD 4 • Agenda Item DS Reviewed: AGENDA REPORT City Manager Finance Director MEETING DATE: JANUARY 19, 2021 TO: MATTHEW S. WEST, CITY MANAGER FROM: CHAD W. CLANTON, DIRECTOR OF PARKS AND RECREATION SERVICES SUBJECT: COMMUNICATIONS SITE LICENSE AGREEMENT WITH T-MOBILE WEST LLC, FOR WIRELESS FACILITIES AT VETERANS SPORTS PARK (1645 VALENCIA AVENUE) SUMMARY: Approval is requested for a Communications Site License Agreement between the City of Tustin (Licensor) and T-Mobile West LLC (Licensee). RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute the attached Communications Site License Agreement with T-Mobile West LLC, a Delaware limited liability company. FISCAL IMPACT: Under the proposed License Agreement, T-Mobile (Licensee) will pay $40,800 per year ($3,400 per month) for the right to install six (6) panel antennas and three (3) radio remote head units mounted to one 100' light standard next to the park's soccer fields. The term of the agreement is 10 years with two 5-year options. License payments will be escalated annually at 4.00%. Over the initial 10-year term, Licensee will pay $489,849. If Licensee exercises the option to extend through 2040 (total of 20 years), total payments will be $1 ,214,945. Licensee will also reimburse the City for costs directly related to construction of the site. This includes $145,500 for the installation of underground conduit and $166,500 for half of the equipment shelter adjacent to the light standard. Half of this structure will hold T- Mobile's equipment cabinets and the other half contains equipment belonging to AT&T, the other carrier on site, per a separate Site License Agreement approved in September 2019. CORRELATION TO THE STRATEGIC PLAN: This action advances the following goals of the City's Strategic Plan: • Goal B. Public Safety and Protection of Assets, Items 5a and 5e - by completing an asset improvement that will provide funding to offset the cost of continuous park DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD maintenance and meet the needs of a growing population and anticipated changes in technology. • Goal C. Financial Strength, Item 4a - by providing a new source of revenue. BACKGROUND: Wireless facilities have been located in Tustin Sports Park since 1996. Currently there are four cell sites at this location and the existing equipment facilities are located behind the scoreboard adjacent to Jamboree Road. The antennas are located on the baseball field light poles. The carriers for these cell sites are AT&T, T-Mobile, Verizon, and Crown Castle/STC One, and the city is engaged in similar multi-year agreements for each of these. This T-Mobile site will be the second wireless facility at Veterans Sports Park. The first such facility belongs to AT&T and was installed during park construction. The equipment shelter, underground conduit and associated utilities for both carriers were included in the scope of work for the construction of the park. It is expected that T-Mobile will install their equipment on the light standard in March/April 2021. The inclusion of cell sites at the park will ensure that patrons will have the reception necessary to make emergency calls from the site as well as to access park and program related schedules, reservations, and procedures. The City Attorney has reviewed the Communications Site License Agreement and approved it as to form. Respectfully submitted, EIDocuSdigned by: l U0. 6v" DASE41 E0391941C... Chad W. Clanton Director, Parks and Recreation Services Attachments: T-Mobile Communications Site License Agreement DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD COMMUNICATIONS SITE LICENSE AGREEMENT This Communications Site License Agreement("Agreement")is made as of the latter signature date below ("Effective Date") by and between the City of Tustin, a municipal corporation, whose address is 300 Centennial Way, Tustin, California 92780 (hereinafter "City"), and T-Mobile West LLC, a Delaware limited liability company with its principal offices located at 12920 SE 38th Street,Bellevue, WA 98006 (hereinafter"Licensee"). The City and Licensee are at times collectively referred to hereinafter as the "Parties" or individually as the "Party." 1. GRANT OF LICENSE. City currently owns or leases property, commonly known as Veterans Sports Park, located at 1645 Valencia Avenue, in the City of Tustin, County of Orange, State of California, identified Assessor's Parcel Numbers 430-282-26, as legally described on Attachment 1 attached hereto and made a part hereof(the "Property"). (Licensee's meter address is 1647.5 Valencia Avenue, in the City of Tustin, County of Orange, State of California). City, at its sole cost and expense, shall construct, install, maintain and own an antenna support structure ("Tower") in which City hereby grants a license to Licensee for the purpose of installing and maintaining certain communications equipment consisting of antennas, cable runs,radio transmitting and receiving equipment, conduits,wires,batteries, back-up generators,utility lines and facilities, storage facilities,including walls,fences and gates, telephone facilities, microwave equipment and associated equipment (collectively, "Licensee's Facilities"). City shall construct and install an equipment shelter within which Licensee shall be permitted to maintain certain components of Licensee's Facilities subject to the terms of this Agreement ("Equipment Shelter"). City shall be the sole owner of the Equipment Shelter. Licensee, at its sole cost and expense, shall be responsible for one-half (1/2) of the cost of construction and installation of the Equipment Shelter which sum shall be One Hundred Sixty-Six Thousand Five Hundred and no/100 Dollars ($166,500.00) ("Licensee Payment for Equipment Shelter"). Licensee agrees to pay to City the Licensee Payment for Equipment Shelter within thirty (30) days of the execution of this Agreement. Licensee shall only have access to and use of the approximately 200 sq. ft. area of the Equipment Shelter identified in Detail 2 on Sheet Number A2 of Attachment 3. The license hereby granted to Licensee provides for the installation and maintenance of Licensee's Facilities on the Property at those locations more specifically set forth on Attachment 2 (the "Premises") and as depicted on Attachment 3 together with the non-exclusive right for ingress and egress from and to the nearest public right-of-way, seven (7) days a week, twenty-four (24) hours a day, subject to any restrictions stated herein, on foot or motor vehicle, including trucks, and for the installation and maintenance of utility wires, poles, cables, conduits, and pipes over, under, or along a twelve foot (12') wide right-of-way 1 T-Mobile Site No.: IE94527A IE94527A NLG-9347 Lease Cell Split CMP3 2H-17 879821 DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD extending from the nearest public right-of-way,Valencia Avenue, (the"Non-Exclusive Site Access Area") to the Premises to be approved in form and content in the sole discretion of the Tustin Parks and Recreation Department as generally depicted in Attachment 3, following notice by Licensee of its intent to access the Premises or Licensee's Facilities. The Tustin Parks and Recreation Department reserves the right to change the Non-Exclusive Site Access Area at any time upon notice to Licensee, and the Non-Exclusive Site Access Area shall not remain a fixed location for access purposes; provided,however,that any new Non-Exclusive Site Access Area provides Licensee with reasonable access to the Premises. Licensee shall be responsible for installing and maintaining access required, subject to the limitations set forth in this Agreement and more particularly described as follows: 1.1 All utility wires, poles, cables, conduits, and pipes along or under the Non- Exclusive Site Access Area shall be below ground, except for transformers and meter pedestals in the locations generally depicted in Attachment 2 and Attachment 3. City shall construct and install and Licensee agrees to pay a one-time payment of One Hundred Forty Five Thousand Five Hundred and no/100 Dollars ($145,500.00)to City for the construction and installation of the trenching and conduit within which Licensee shall be permitted to maintain certain components of Licensee's Facilities subject to the terms of this Agreement ("Licensee Payment for Trenching and Conduit"). Licensee agrees to pay to City the Licensee Payment for Trenching and Conduit within thirty (30)days of the execution of this Agreement. 1.2 Motor vehicles, including trucks, shall be limited in their access to the Premises on those portions of the Non-Exclusive Site Access Area that are depicted on Attachment 3. 1.3 Licensee shall have twenty-four(24)hours per day, seven (7) days per week access to the Premises,without payment of any additional fees to City. 1.4 Licensee shall give twenty-four (24) hours notice to the City prior to commencing any routine maintenance or any other activity or work that would interfere with the use of Veterans Sports Park or scheduled City activities or programs; provided that no advanced notice shall be required in the event of an emergency,in which case Licensee shall give the City notice of its access to the Premises as soon as is reasonably practical thereafter. Notice for access shall be given by calling 714-573-3326 or emailing tprd@tustinca.org. Routine maintenance and work hours that result in interference with the use of Veterans Sports Park or scheduled City activities or programs shall be subject to review and approval by the City. Licensee shall not interfere with City scheduled activities within Veterans Sports Park,except in the event of an emergency as defined in Section 12 of this Agreement. 2. TERM. 2 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD Unless earlier terminated in accordance with this Agreement, the term of this Agreement shall be for ten (10)years commencing upon the Effective Date ("Term")herein above written. 3. LICENSE PAYMENT, CAPITAL CONTRIBUTION, OPERATIONAL EXPENSES,AND SECURITY DEPOSIT. 3.1 License Pam. Licensee shall pay a monthly payment ("License Payment(s)") of Three Thousand Four Hundred and no/100 Dollars ($3,400.00) payable to the City on the first of each month, commencing upon the Effective Date of this Agreement. However, the City and Licensee acknowledge and agree that the initial License Payment shall be sent by Licensee to City within thirty (30) days of the Effective Date. If the monthly License Payment is not paid within thirty (30)days after the due date, a late charge equal to ten percent (10%) of such overdue amount shall be paid by Licensee for purposes of defraying the expense incidental to handling such delinquent payment, together with interest from the date such payment was due until paid in full, at the default rate of ten percent(10%),per annum, compounded annually. License Payments attributable to partial months shall be prorated on a daily basis. 3.2 Security Deposit. 3.2.1 Payment and Form of Security Deposit. Prior to the Effective Date and prior to taking possession of the Premises, Licensee shall pay to the City a security deposit in the amount of Nine Thousand and No/I00 Dollars ($9,000.00) ("Security Deposit")in the form of a certified check. In lieu of posting a certified check Security Deposit, Licensee may provide a performance bond to the City in the amount of Nine Thousand and No/100 Dollars ($9,000.00), naming the City as covered obligee, with surety and in the form and substance each acceptable to the City in its sole discretion. 3.2.2 Performance. Said Security Deposit shall serve as security for the faithful performance of all of Licensee's obligations, and may be applied in satisfaction and/or mitigation of damages arising from an Event of Default (as defined in Section 13 below), including, but not limited to, delinquent payments, correction of maintenance and repair deficiencies, and completion of construction. Application of amounts on deposit in satisfaction and/or mitigation of damages shall be without prejudice to the exercise of any other rights provided herein or bylaw to remedy an Event of Default. 3.2.3 Maintaining Security Deposit. In the event any amount or all of the Security Deposit are applied in satisfaction and/or mitigation of damages,Licensee shall immediately 3 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD deposit such sums as are necessary or replenish their performance bond to restore the Security Deposit to the full amount required hereunder. 3.2.4 Return of Security Deposit. Said Security Deposit shall be returned or performance bond released upon termination of this Agreement, less any amounts that may be withheld from Licensee for Licensee's failure to perform its obligations hereunder, provided that in the Event of Default, the entire performance deposit or performance bond shall be forfeited to the City. 3.3 Property Taxes and Fees. Licensee shall pay any increase in real property taxes and/or all possessory interest taxes or fees applicable to Licensee's operations on the Premises prior to delinquency thereof. Licensee shall also pay and discharge punctually, as and when due, any and all taxes upon Licensee's personal property, equipment, and trade fixtures installed about the Premises. Licensee shall have the sole responsibility to pay such taxes or fees. 3.4 Utilities. Licensee shall obtain, at its sole cost and expense, any utilities for the operation of Licensee's Facilities. Licensee shall furnish and install a separate electrical meter for the measurement of the electrical power used by Licensee and will pay for utilities used by the License. Licensee shall promptly pay all assessments, deposits, rents, costs, connections and tap-in fees and other charges for connection of utilities or installation of utility improvements including any charges or fees imposed by any utility company or governmental entity or agency for making such connections and for service throughout the Term of this Agreement. 4. ANNUAL LICENSE PAYMENT INCREASES. Monthly License Payments shall be subject to an annual License Payment increase of four percent (4%) per year, to be increased on each anniversary of the Effective Date of this Agreement. 5. LICENSE EXTENSIONS. Provided that Licensee is not in default in the performance of this Agreement, Licensee shall have the option to extend the term of this Agreement for two (2) additional and consecutive terms of five (5) years each (each a "Renewal Term"), provided that the City shall have the right to review and modify the Agreement terms related to insurance in any renewal license per City policy. The monthly Licensee Payment for the Renewal Term shall be equal to the then-current Licensee Payment, as adjusted on an annual basis as described in Section 4,Annual License Payment Increases. The option(s)to extend the term shall be exercised by written notice given to the City not less than ninety (90) days prior to 4 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD the Agreement termination date. The initial term and all Renewal Terms shall be collectively referred to herein as the "Term." 6. GOVERNMENTAL APPROVALS. It is understood and agreed that Licensee's ability to use the Premises is contingent upon its obtaining all of the certificates, permits and other approvals (collectively the "Governmental Approvals")that may be required to comply with Federal and State Building and Safety Codes, including, but not limited to, the California Building Code and International Construction Codes, and City zoning and building codes as appropriate, including any applicable discretionary land use permits such as site plan or use permit requirements. Licensee may be required by the City Manager or City Manager's designee or designees (collectively referred to in this Agreement as the "City Manager") to provide other information in the planning process such as site plans, design concepts and photo simulations of the structural plans. Licensee shall have the right (but not the obligation) to enter the Premises for the purpose of making necessary inspections and engineering surveys (and soil tests where applicable) and other reasonably necessary tests (collectively "Tests") to determine the suitability of the Premises for Licensee's Facilities and for the purpose of preparing for the construction of Licensee's Facilities. In the event that any of such applications for such Governmental Approvals should not be approved or any Governmental Approval issued to Licensee is canceled, expires, lapses, or is otherwise withdrawn or terminated by the governmental authority or are found to be unsatisfactory so that Licensee will be unable to use the Premises for its intended purposes, Licensee and its agents shall have the right to terminate this Agreement. Notice of Licensee's exercise of its right to terminate shall be given to the City in writing by personal service, or first class mail, or by a nationally recognized carrier, and if mailed, shall be effective upon the mailing of such notice by Licensee. All License Payments, including deposits or fees, if applicable, paid prior to said termination date shall be retained by the City. Upon such termination, this Agreement shall become null and void and the Parties shall have no further obligations, including the payment of money,to each other. 7. LICENSEE'S USE AND MAINTENANCE OF PREMISES. 7.1 Use. Following the City's approval of Licensee's Facilities plans and specifications, Licensee may use the Premises for the purpose of mobile/wireless communications services, including transmission and reception of radio communication signals on various frequencies providing there is no conflict with the primary purpose of the City-owned property or City emergency communication activities,including,but not limited to, emergency service responders serving the City (e.g., the City's Police communication system, the Orange County Fire Authority communication system, and other emergency communication systems). 5 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD Accordingly, Licensee shall have the right to construct, maintain,install, repair, and operate a radio communications facilities on the Premises,including,but not limited to,radio frequency transmitting and receiving equipment, batteries, utility lines, transmission lines, radio frequency transmitting and receiving antennas and supporting structures and improvements. 7.2 Maintenance of Licensee's Facilities and Damage to City Propem. Notwithstanding the foregoing, once the initial improvements are installed, Licensee shall, as is necessary,be responsible for the replacement,substitution,upgrading and expansion of its equipment, cables and antennas which comprise Licensee's Facilities and in the repair and upgrading of the physical structure or communications capabilities of the Licensee's Facilities, so long as the equipment, cables or antennas remain within the original physical parameters of the Premises and are consistent with City-approved building permit plans and specifications. Licensee is responsible for notifying the City as described in this Section 7 prior to entering the Premises. Licensee shall be responsible for the cost of any and all damage to City-owned property including but not limited to, turf, concrete and/or asphalt, buildings and/or appurtenances caused by Licensee regardless of negligence. Licensee shall repair and/or replace said damages or the City will contract for said services. If the City makes such repairs and/or replaces said damages (only after giving Licensee notice of intent to do so and an opportunity to cure),then Licensee shall pay to the City an amount equal to the reasonable amount of said costs which the City has invoiced Licensee within thirty (30) days after presentation by the City to Licensee of a written invoice and supporting documentation. If any payment to be made by Licensee is not received within such thirty (30) day period, a late charge equal to ten percent (10%) of such overdue amount shall be paid by Licensee for purposes of defraying the expense incidental to handling such delinquent payment,together with interest from the date such payment was due until paid in full, at the default rate of ten percent(10%)per annum. 7.3 Noticing on Premises. Licensee shall install any warning signs on or about the Premises required by federal, state or local law, subject to prior notice to the City. 7.4 Licensee Maintenance Notification. Licensee shall provide notification to the City five (5) days prior to commencement of any construction work on the Licensee's Facilities conducted by Licensee or its agents, so as to give the City the opportunity to post a notice of non-responsibility. Said work hours are subject to the approval by the City. Licensee, in providing regular maintenance to the Licensee's Facilities, shall provide twenty-four(24) hours notice to the City prior to commencing any maintenance that would interfere with the use of the City facilities or scheduled events; all other routine maintenance work may be conducted without notice to the City. Said work hours shall be subject to review and approval by the City. 6 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD 7.5 Licensee Notification for Emergency Repair. Any work or repair of an emergency nature will require Licensee to provide notification by telephone to the City of Tustin,Police Department's Watch Commander at(714) 573-3200, or other designee of the City Manager who is identified by written notice to Licensee. 7.6 Maintenance of Licensee's Facilities. Licensee shall maintain its Facilities and shall make all repairs to the Premises necessitated to keep the Premises clean, safe, and in a condition that approximates the initially installed Licensee's Facilities, including exterior finishes. If Licensee is responsible for installing any landscaping on the Property as a result of any government permits or approvals,once the initial installation is completed, the City shall be responsible for the ongoing maintenance of the landscaping at the City's sole cost and expense. In the event any portion of the Licensee's Facilities and/or any parts regardless of fault,including,but not limited to damage caused by vandalism or Acts of God, except if damage is caused solely by the gross negligence or willful misconduct of the City, its employees, agents,contractors or volunteers,prove to be defective or shall require repair or prompt maintenance to prevent further deterioration,Licensee shall,promptly on demand by the City and in no event later than seven (7) days after Licensee's receipt of the demand by the City, complete such required repair or work and continuously prosecute the same to completion at its sole cost and expense. Damage caused by graffiti shall be removed promptly within forty-eight(48)hours after Licensee's receipt of demand by the City. This time period for completion of any required work may be extended with written authorization from the City in its sole discretion. In the event such authorization is not given and required work and repairs is not completed within time frames noted herein, or any additional time granted by the City for completion of work, the City shall have the right (but not the obligation)to take such actions as are necessary to complete such work, correct such defect or effect such repair. Any costs incurred by the City or its contractors in performing such work shall be due and payable by Licensee within ten (10) calendar days after Licensee's receipt of written demand by the City. If any payment to be made by Licensee is not received within such ten (10) calendar day period, a late charge equal to ten percent (10%) of such overdue amount shall be paid by Licensee for purposes of defraying the expense incidental to handling such delinquent payment,together with interest from the date such payment was due until paid in full, at the default rate of ten percent(10%)per annum. 8. CITY'S USE OF PRENHSES. 8.1 City Business. Notwithstanding the grant of license rights to Licensee, the City and the public shall have the right to conduct City Business (as defined below) on the Property and within the Non-Exclusive Access Area, excluding that portion of the Premises identified for Licensee's Facilities. Nothing in this Agreement shall impair or impact the ability of the City or the public to use any area adjacent or near the Premises for any lawful purpose; provided such use does not interfere with Licensee's use of the Premises or 7 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD operation of Licensee's Facilities thereon. "City Business" shall include,but not be limited to, the following: maintenance, landscaping, construction, concessionaires, City sponsored events, and active and passive park activities located on or near the Premises, so long as the City Business does not interfere with or impair the operation of Licensee's Facilities. The City shall have the right to inspect Licensee's Facilities by providing at least twenty four (24)hours advance notice to Licensee, except in cases of emergency. 8.2 Co-Location. Licensee acknowledges and agrees that the City policy is to provide for co-location of communication tower facilities. In the event that a third parry wishes to collocate equipment within/on Licensee's Premises, Licensee shall require such third party to enter into a license directly with the City for use of ground space outside of the Premises,and for use of the Non-Exclusive Site Access Area and utility easements therefore. Licensee acknowledges that the City shall retain the authority and absolute right to enter into a license agreement with other mobile/wireless communications providers ("Additional Licensee") to utilize space on the Property, excluding the Premises. The City agrees that any subsequent license agreement for an Additional Licensee shall include a provision that, as a condition precedent to using such space,Additional Licensee shall not interfere with the operations of Licensee's Facilities, and shall indemnify, defend and hold harmless Licensee and its employees, agents, contractors and subcontractors for any and all losses, claims, liabilities,damages,costs and expenses(including reasonable attorney's,court and appellate fees and costs) and injuries (including personal injuries or death) caused or contributed to by Additional Licensee, its employees, agents, contractors, subcontractors and invitees. 8.3 City Use of Tower for Park Lighting. City shall construct the Tower so that it is structurally and functionally capable of supporting the City's lighting equipment, as described and depicted in Attachment 3. City shall be responsible for equipping and installing the City Park lighting on the Tower as specified by the City's Parks and Recreation Department, the Department of Public Works, and the City's Building Division. The City shall have the right (but not the obligation) to install lighting equipment thereon, as such lighting equipment is generally shown on the site plans attached hereto as Attachment 3, which lighting equipment shall at all times remain the personal property of the City and the City shall at all times be solely responsible and liable for the installation, operation, maintenance and repair thereof, including but not limited to replacement of lights and all other ownership obligations relating thereto, except for damage resulting from the negligence or willful misconduct of Licensee. If the City intends to make any changes to such lighting equipment or if the installation will deviate at all from that shown on Attachment 3 hereto, the City must first obtain Licensee's prior written consent to such changes,which consent shall not be unreasonably denied, delayed or conditioned. The City will notify Licensee of any installation,construction,maintenance,repair and removal work to be conducted on the Tower, and will coordinate the scheduling of such activities with Licensee so that Licensee can power down its equipment, if necessary, to meet any ANSI 8 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD (as defined in Section 11.1 below) standards or any other applicable laws, orders or regulation relating to MPE (as defined in Section 11.1 below). 9. INDEMNITY. 9.1 Licensee Indemnification of City. To the maximum extent permitted by law, Licensee shall defend, with counsel acceptable to City, indemnify, and save harmless City and its officers,employees,and agents from,and shall pay all costs,expenses and reasonable attorney's fees for all trial and appellate levels and post judgment proceedings in connection with, any and all claims and demands, actions, proceedings, losses, liens, costs and judgments of any kind and nature whatsoever, including expenses incurred in defending against legal actions, for death or injury to persons or damage to property and for civil fines and penalties to the extent arising out of the occupation or use of the Premises by Licensee, its employees, agents, servants, guests, invitees, contractors, or sublessees, including the following: 9.1.1 Any dangerous, hazardous, unsafe or defective condition, in or on the Premises,of any nature whatsoever,which may exist by reason of any act, omission,neglect, or any use or occupation of the Premises by Licensee, its officers, agents, employees, sublessees, licensees or invitees from commencement of the term of the Agreement; 9.1.2 Any operation conducted upon or any use or occupation of the Premises by Licensee, its officers, agents, employees, sublessees, licensees or invitees under or pursuant to the provisions of this Agreement or otherwise; 9.1.2.1 Any act, omission, or negligence of Licensee its officers, agents, employees; 9.1.2.2 The loss of, or damage to any property of Licensee by theft or otherwise; 9.1.2.3 Any failure of Licensee, its officers, agents, employees or sublessees to comply with the terms or conditions of this Agreement or any applicable federal, state, regional or municipal law, ordinance, rule or regulation related to the use or occupancy of the Premises. 10. INSURANCE. 10.1 Licensee shall provide, and require any contractors or subcontractors to obtain and maintain substantially the same coverage as required of Licensee, and maintain at its own expense during the Term of the work the following insurance covering all work under this Agreement. Licensee shall require and verify that all subcontractors maintain insurance 9 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD meeting all the requirements stated herein. Such insurance shall be provided with insurers authorized to do insurance business in the State of California,with a rating of at least A-,VII or better according to the latest Best's Key Rating Guide, except that the City will accept Workers Compensation Insurance rated B-, VIII or better or from the State Compensation Fund. Evidence of such insurance in the form of Certificates and signed Blanket Additional Insured Endorsements as applicable shall be delivered to the City Manager prior to commencing with work. The signed Insurer Endorsements (or a copy of the policy binder,if applicable) shall specifically identify the work and shall provide that (1) said insurance shall not be cancelled, except if City is given at least thirty (30)days advance written notice of any cancellation or termination of insurance; (2) commercial general liability insurance shall be primary to and not contributing with any other insurance maintained by the City, as to Licensee's negligence, and shall include the City, and any related entity of the City, as an additional insureds as their interest may appear; (3) Licensee's workers compensation insurance shall contain a provision that the insurer waives any right of subrogation against the City insured parties which may arise by reason of any payments made under a policy; and(4) if Licensee is self insured for Workers' Compensation, Licensee shall submit to the City a copy of its certification of self insurance. All insurance shall be maintained on an occurrence basis and shall include the following: 10.1.1 Commercial General Liability Insurance. Commercial general liability and property damage insurance covering the Premises-Operations, contractual liability coverage, broad form property damage, and bodily injury or death,with a combined single limit of not less than $2,000,000.00 per occurrence and $2,000,000.00 general aggregate. Coverage shall be at least as broad as Insurance Services Office Commercial General Liability coverage(occurrence Form CG 00 01). Licensee may satisfy this requirement by obtaining the appropriate endorsement to any master policy of liability insurance Licensee may maintain. 10.1.2 Workers' Compensation Insurance. To the extent that Licensee has employees, workers' compensation insurance in an amount and form meeting all applicable requirements of the California Labor Code,covering all employees of Licensee and all risks to such persons. 10.1.3 Deductibles. Licensee shall be at sole risk of any deductibles on any required coverage. All coverages for contractors and subcontractors shall be subject to all of the requirements stated herein. 10.1.4 Contractors and Subcontractors. Licensee shall not allow any contractor or subcontractor to commence work until all insurance required of the contractor or subcontractor has been verified. 10 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD 10.1.5 Verification of Coverage. The insurer endorsements required herein are to be signed by a person authorized by that insurer to bind coverage on its behalf. Blanket additional insured endorsements are acceptable in lieu of signed insurer endorsements. All certificates and endorsements are to be received and approved by the City before the Effective Date of this Agreement. 10.1.6 Vehicle Insurance. Licensee shall maintain sufficient automobile liability insurance covering all owned,non-owned, and hired vehicles accessing the licensed Premises and such insurance shall be in the amount of $1,000,000.00 per accident for bodily injury and property damage. Coverage shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering Automobile Liability, Code 1 (any auto). 11. NHSCELLANEOUS LICENSEE RESPONSIBILITIES. 11.1 Maximum Permissible Exposure. Licensee shall comply with all present and future laws, orders, and regulations relating to Maximum Permissible Exposure ("MPE") and other related health issues directly applicable to its operation of Licensee's Facilities, as well as the American National Standards Institute (ANSI) standards. Without limiting the provisions of Licensee's indemnity contained herein, Licensee, on behalf of itself and its successors and assigns, shall indemnify the City, its officials, officers, and employees from and against all claims of personal injuries due to violation of MPE to the extent such personal injuries are actually caused by Licensee's Facilities on the Premises. 11.2 Non-Interference by Licensee of City Events. Licensee shall not interfere or cause to interfere with activities on adjacent City-owned sites including sports activities and cultural events. Licensee shall provide notice to the City pursuant to Section 7, Licensee's Use, and Maintenance of Premises, of this Agreement above regarding maintenance,repair, and installation work. 12. EMERGENCY USE OF SITE. In cases of emergency, Licensee shall make available to the City police, fire and emergency services a location for the City's communication equipment on Licensee's Facilities, at no cost to the City on a temporary basis, not to exceed thirty (30) days. The City is responsible for the cost of its communication equipment,installation and maintaining its own equipment. In addition, the City shall indemnify, defend and hold harmless Licensee, its officers, directors, partners, shareholders, employees, agents, contractors or subcontractors from and against any and all losses, claims, liabilities, damages, costs and expenses (including reasonable attorney's fees and costs) and injuries (including personal injuries or death) arising from or in connection with the City's use, operation, maintenance 11 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD or repair of equipment on the Premises and Licensee's Facilities,except those resulting from the negligence or willful misconduct of Licensee or Licensee's officers, directors, partners, shareholders, employees, agents, contractors or subcontractors. The space to be made available will not create interference with Licensee's communications operations and radio frequency transmissions previously in use and operating in compliance with all government regulations. During such cases of emergency, the City entities will be afforded twenty-four (24)hours access to its equipment at the Premises. In addition,for such emergency use only, the City will be provided "power backup" by Licensee at the Premises, if available, on a temporary basis; provided the City hereby waives any and all rights and claims against Licensee for any damages, injury, or costs that may arise should there be an interruption or outage in use of such "power backup." 13. DEFAULTS. It shall constitute an event of default under this Agreement("Event of Default"), if a party (the "Defaulting Party"): 13.1 Failure to Timely Pay ("Monetary Default"). Fails to timely pay any sum required to be paid by the Defaulting Party pursuant to this Agreement. 13.2 Failure to Perform Under this Agreement ("Non-Monetary Default"). Fails to perform, or delays in the performance of, in whole or in part, any obligation required to be performed by the Defaulting Party as provided in this Agreement. 13.3 Cure Periods. The other Party (the"Injured Party") shall give written notice to the Defaulting Party of such Event of Default at any time after occurrence thereof, which notice shall state the particulars of the Event of Default. After receipt of such written notice, a Defaulting Party shall have fifteen (15) days in which to cure any monetary default. A non-monetary default shall be cured(i)within thirty (30)days after receipt of written notice from the Injured Party, or(ii) at the Injured Party's sole discretion a longer period of time as may be granted in writing for the cure period if the nature of the cure is such that it cannot be reasonably accomplished within such thirty (30) day period, but only if the Defaulting Party has commenced such cure within such thirty (30) day period and thereafter continuously and diligently pursues the cure to completion to the satisfaction of the Defaulting Party. 13.4 Remedies. Upon occurrence of an uncured Event of Default by the Defaulting Party, the Injured Party may: 13.4.1 Terminate the Agreement. Terminate the Agreement by written notice to the Defaulting Party pursuant to Section 16 of this Agreement. 12 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD 13.4.2 Seek Performance. Seek specific performance of the obligations under this Agreement. 13.4.3 All Other Rights and Remedies. Exercise any of its rights and remedies at law or in equity, or otherwise as provided in this Agreement. 14. LICENSEE'S COMPLIANCE WITH ENVIRONMENTAL LAWS. 14.1 Hazardous Materials. Licensee shall not bring any Hazardous Materials (as defined below) onto the Premises, except for sealed batteries, propane/diesel/gasoline, HVAC system, halon/FM200 fire suppression system, and common materials used in telecommunications operations. "Hazardous Materials"shall mean any substance, chemical or waste identified as hazardous,toxic, or dangerous in any applicable federal, state, or local law or regulation, including petroleum and asbestos. Licensee will treat and dispose of any Hazardous Materials brought onto the Premises and Property by it in accordance with all federal, state, and local laws and regulations. 14.2 Licensee Compliance with Regulations. Licensee will be responsible for all obligations of compliance with any and all environmental and industrial hygiene laws, including any regulations,guidelines, standards, or policies of any governmental authorities regulating or imposing standards of liability or standards of conduct with regard to any environmental or industrial hygiene conditions or concerns as may now or at any time hereafter be in effect, that are or were in any way related to the operation of Licensee's Facilities. 15. CASUALTY In the event of damage by fire or other casualty to the Premises that cannot reasonably be expected to be repaired within sixty (60) days following same or, if the Property is damaged by fire or other casualty so that such damage may reasonably be expected to disrupt Licensee's operations at the Premises for more than sixty(60)days,then Licensee may at any time following such fire or other casualty, provided the City has not commenced the restoration required on the Property to permit Licensee to resume its operation at the Premises,terminate this Agreement upon twenty (20)days written notice to the City. Any such notice of termination shall cause this Agreement to expire with the same force and effect as though the date set forth in such notice were the date originally set as the expiration date of this Agreement and the Parties shall make an appropriate adjustment, as of such termination date,with respect to payments due to the other under this Agreement. If Licensee decides not to terminate this Agreement following such fire or other casualty, the License Payment shall be abated during the period of repair following such fire or other casualty in proportion to the degree to which Licensee's use of the Premises is impaired. 13 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD 16. TERMINATION. 16.1 Compelled Termination. If, during the Term, there is a determination made pursuant to a final and non-appealable order of a county, state, or national governmental health agency having proper jurisdiction over Licensee's operations that Licensee's use of the Premises poses a human health hazard which cannot be remedied and that Licensee must cease all operations on the Premises, then Licensee shall immediately cease all operations on the Premises and this Agreement shall terminate as of the date of such order. In the event the Federal Communications Commission, or any successor agency,makes a determination which is final and non-appealable or which is affirmed and becomes final after the exhaustion of all available appeals concluding that Licensee's use as set forth in this Agreement presents a material risk to the public health or safety and that Licensee must cease all operations on the Premises, then Licensee shall immediately cease all operations on the Premises and the City or Licensee may terminate this Agreement immediately upon written notice to the other party. 16.2 Termination by Licensee. Licensee may terminate this Agreement by notice to the City if: (i)Licensee does not obtain all permits,consents, easements,non-disturbance agreements or other approvals (collectively "Approval") reasonably desired by Licensee or required from any governmental authority or any third party related to or reasonably necessary to operate, install, maintain, replace, or remove Licensee's Facilities, or if any such approval is canceled, expires or is withdrawn or terminated without any fault of Licensee; or(ii) Licensee experiences any technological interference to its operations at the Premises, including, without limitation, signal strength; (iii) the Property or Licensee's Facilities are, or becomes, unacceptable under Licensee's design or engineering specifications for Licensee's Facilities or the communications system to which Licensee's Facilities belong, so long as Licensee pays the City an early termination fee equal to six (6) months of the then-current License Payment; or(iv)upon ninety (90)days written notice by Licensee if Licensee determines that the Property or Licensee's Facilities are inappropriate or unnecessary for Licensee's operations due to economic reasons so long as Licensee pays the City an early termination fee equal to six(6)months of the then-current License Payment; or (v) the City fails to cure a default within sixty (60) days after receipt of written notice thereof to cure,or upon any longer period as may be granted to the City by Licensee pursuant to Section 13.3. Upon termination,except in the case of a termination for an Event of Default by the City, all prepaid rent shall be retained by the City. In the event Licensee abandons its property for ninety (90) days, including, but not limited to, the Tower, antennas, support structures, cabling, equipment, radios, or any ancillary equipment, it shall become the property of the City. Abandonment shall be defined as stoppage of License Payment for three (3) consecutive months, provided that the City has notified Licensee of its failure to make such License Payments in accordance with Section 13, and failure to provide the City with written communication by Licensee regarding use of Licensee's Facilities; the City is 14 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD under no obligation to contact Licensee regarding status of Licensee's Facilities during this period. 16.3 Termination b�. In the event that Licensee does not cure an Event of Default pursuant to Section 13, the City may terminate this Agreement, or upon thirty (30) days prior written notice if the City and Licensee fail to agree upon a Relocation Site (as defined in Section 17 below) in accord with Section 17 of this Agreement. 17. RELOCATION RIGHT BY CITY. 17.1 City Right to Order Relocation. Any time after the expiration of the first Renewal Term, the City shall have the one-time right to relocate Licensee's Facilities to alternate space on the Property; to be performed by Licensee or its agents, at the Licensee's sole cost and expense,to be done in accordance with Subsections 17.2 and 17.3 below. Upon relocation of Licensee's Facilities, the access area and utility rights-of-way areas will be relocated as required, in the sole discretion of the City in coordination with any utility provider, to operate and maintain Licensee's Facilities. Any relocation of the Licensee's Facilities shall be consistent with Chapter 3 of Division 4 of the California Public Utilities Code (Section 7901 et seq.) and other sections of the Public Utilities Code, as applicable, except that the provisions of this Section 17.1 shall only remain in force and effect for twenty-five (25) years. Notwithstanding anything in this Agreement to the contrary, under no circumstances is Licensee responsible or liable to relocate any of the City's equipment or any Additional Licensee's equipment,such responsibility and liability remaining solely with the entity that owns or operates such equipment. 17.2 Exercising Right to Relocation. The City shall exercise the City's relocation right under Section 17.1 above only by delivering written notice (the "Notice")to Licensee. In the Notice, the City shall propose an alternate site within or on the Property to which Licensee may relocate Licensee's Facilities ("Relocation Site"). Licensee shall have sixty (60) days from the date it receives the Notice to evaluate the City's proposed Relocation Site, during which period Licensee shall have the right to conduct tests to determine the technological feasibility of the proposed Relocation Site. If Licensee fails to approve such proposed Relocation Site in writing within the sixty (60) day period, Licensee shall be deemed to have disapproved such proposed Relocation Site. If Licensee disapproves such Relocation Site, then the City may thereafter propose another Relocation Site by Notice to Licensee in the manner set forth above. If the City and Licensee fail to find an alternative Relocation Site within six (6) months of the initial Notice being delivered by the City,then this Agreement shall be terminated pursuant to Section 16. However, if the City and Licensee find an alternative Relocation Site, Licensee shall have a period of not more than twelve (12) months after execution of a written agreement between the Parties concerning 15 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD the location and dimensions of the Relocation Site to relocate Licensee's Facilities to the Relocation Site. 17.3 Agreement to Survive Relocation of Licensee's Facilities. Upon relocation of Licensee's Facilities to the Relocation Site, all references to the Premises herein shall be deemed to be references to the Relocation Site. The City and Licensee agree that the Relocation Site(including the access and utility right of way)may be surveyed by a licensed surveyor at the sole cost of Licensee, and such survey will then replace Attachment 2 and become a part hereof and will control or describe the Premises. Except as expressly provided, the City and Licensee hereby agree that in no event will the relocation of Licensee's Facilities, or any part thereof, under Section 17.1 above, affect, alter, modify or otherwise change any of the terms and conditions of this Agreement. 18. CONDITION OF PREMISES AT TIME OF TERMINATION. Upon termination of this Agreement, Licensee shall within ninety (90) days remove all of Licensee's Facilities and all personal property and restore the Premises, as defined in this Agreement, to the condition in which it existed immediately prior to Licensee's construction on the Premises, reasonable wear and tear and casualty excepted. The City acknowledges that all of the equipment and personal property of Licensee shall remain the personal property of Licensee and shall not be deemed fixtures, and Licensee shall have the right to remove such facilities. The City may, at its sole discretion, agree to provide reasonable additional time to remove Licensee's Facilities. In such event, Licensee shall pay the License Payment at the then-existing monthly rate as adjusted upward by twenty- five percent (25%) until such time as the Licensee's Facilities and personal property are removed. In the event Licensee fails to remove the Licensee's Facilities and personal property within such ninety (90) day period as requested by the City, the City may remove the Licensee's Facilities and personal property at the sole cost and expense of Licensee. 19. NON-INTERFERENCE WITH PUBLIC COMMUNICATIONS SYSTEMS. 19.1 Non-Interference with Public Safety Communication Systems. Before activating Licensee's Facilities, Licensee shall submit to a post-installation test to confirm that the"planning and frequency coordination"of Licensee's Facilities was successful in not interfering with the City's Public and Safety radio equipment. The test will be conducted by the Communications Division of the Orange County Sheriff-Coroner Department or a Division-approved contractor at the expense of the Licensee. This post-installation testing process shall be repeated for every proposed frequency addition and/or change to confirm the intent of the "frequency planning" process has been met. Licensee shall provide a twenty-four (24) hour phone number to which interference problems may be reported. To ensure continuity on all interference issues the name, telephone number, fax number, and e- 16 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD mail address of a "single point of contact" in Licensee's Engineering and Maintenance Departments shall be provided to the City prior to activation of Licensee's Facilities as well as a telephone number to its Network Operations Center. 19.2 Notes to be Added to Licensee's Submitted Plans. Licensee recognizes that the frequencies used by Licensee's Facilities located at the Premises are close to the frequencies used by the City for public safety. This proximity will require extraordinary "comprehensive advanced planning and frequency coordination" engineering measures to prevent interference, especially in the choice of frequencies and radio ancillary hardware. This is encouraged in the "Best Practices Guide" published by the Association of Public- Safety Communication Officials-International, Inc. and as endorsed by the Federal Communications Commission ("FCC"). Prior to the issuance of any permits to install Licensee's Facilities, Licensee shall meet in good faith to coordinate the use of frequencies and equipment with the Communications Division of the Orange County Sheriff-Coroner Department to minimize, to the greatest extent possible, any interference with the Public Safety 800 MHz countywide Coordinated Communications System. Similar consideration shall be given to any other existing or proposed wireless communications facility that may be located on the Property. Licensee shall provide a twenty-four(24)hour phone number to which interference problems may be reported. To ensure continuity on all interference issues the name, telephone number, fax number, and e-mail address of a"single point of contact" in Licensee's Engineering and Maintenance Departments shall be provided to the City upon activation of Licensee's Facility as well as a telephone number to its Network Operations Center. 20. NHSCELLANEOUS PROVISIONS. 20.1 Authority of Signatories. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind the respective Parties to each of the terms of this Agreement,and each Party shall indemnify the other fully,including reasonable costs and attorney's fees, for any injuries or damages incurred in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 20.2 Integration and Amendments. This Agreement constitutes the entire agreement between the Parties pertaining to the subject matter hereof. This Agreement may not be modified, amended, supplemented, or otherwise changed except in writing executed by both Parties. 20.3 Partial Invalidity. If any provision of this Agreement is declared to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions hereof shall not in any way be affected or impaired. 17 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD 20.4 Rights. The failure of either Party to insist upon strict performance of any of the terms or conditions of this Agreement or to exercise any of its rights under this Agreement shall not waive such rights and such Party shall have the right to enforce such rights at any time and take such action as may be lawful and authorized under this Agreement, either in law or in equity. 20.5 Governing Law. This Agreement and the performance thereof shall be governed, interpreted, construed, and regulated by the laws of the State of California, with venue in Orange County. 20.6 Attorney's Fees. The substantially prevailing party in any legal action or lawsuit arising hereunder shall be entitled to its reasonable attorneys' fees and court costs, including appeals, if any. 20.7 Assignment/Subletting. 20.7.1 Licensee shall not assign, transfer or sublet any right or interest in this Agreement without written approval of the City; provided, however, that Licensee may, without City approval, assign its interest to its parent company, any subsidiary or affiliate of it or its parent company or to any successor-in-interest or entity acquiring more than fifty percent (50%) of its stock or assets, subject to any financing entity's interest, if any, in this Agreement. All other assignments shall require review and approval by the City. Upon a City-approved assignment in which Licensee's assignee assumes all liabilities and obligations of Licensee subsequent to the effective date of such assignment, and in which Licensee retains liabilities and obligations accruing prior to the effective date of such assignment under applicable law, Licensee shall be relieved of all future performance, liabilities, and obligations under this License Agreement, provided that the assignee shall assume all of Licensee's obligations herein. 20.8 No Joint Venture. The Parties acknowledge and agree that this Agreement shall not be deemed or constructed as creating a partnership, joint venture, or similar association between the City and Licensee and the relationship between the Parties shall remain solely that of contracting parties. 20.9 Notices. Any notice required to be given under this Agreement shall be provided in writing,unless otherwise indicated, and may be provided by personal service or first class mail, postage prepaid, or sent next business day delivery by a nationally recognized overnight courier as follows: 18 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD To the City: City of Tustin 300 Centennial Way Tustin, California 92780 Attention: City Manager's Office With a copy to: Tustin City Attorney's Office c/o Woodruff, Spradlin& Smart 555 Anton Boulevard, Suite 1200 Costa Mesa, CA 92626 To Licensee: T-Mobile USA, Inc. 12920 SE 38th Street Bellevue, WA 98006 Attention: Lease Compliance/Site No. IE94527A The City or Licensee may from time to time designate any other address for notices or deliveries by written notice to the other party. Notice shall be effective upon actual receipt as shown on the receipt obtained pursuant to the foregoing. 20.10 Time is of the Essence. Time is of the essence with respect to any act to be performed under this Agreement. 20.11 Interference with Licensee's Facilities. Licensee's Facilities and operations shall not interfere with the communications configurations, frequencies or operating equipment which exist on City's Property on the Effective Date which operate and continue to operate within their frequencies and in compliance with all laws ("Pre-existing Communications"), and Licensee's Facilities and operations shall comply with all non- interference rules of the FCC. Upon receipt of written notice from the City of apparent interference by Licensee with Pre-existing Communications, Licensee shall have the responsibility to promptly terminate such interference or demonstrate to the City with competent information that the apparent interference in fact is not caused by Licensee's Facilities or operations. The City shall not, nor shall City permit any subsequent tenant or occupant of any portion of the City's Property, to engage in any activities or operations which interfere with the communications operations of Licensee described in this 19 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD Agreement. Such interference with Licensee's communications operations shall be deemed a material breach by the City,and the City shall have the responsibility to promptly terminate said interference. In the event any such interference does not cease promptly, the Parties acknowledge that continuing interference will cause irreparable injury to Licensee, and therefore Licensee shall have the right to bring a court action to enjoin such interference or to terminate this Agreement immediately upon notice to the City. The City agrees to incorporate equivalent provisions regarding non-interference with Pre-existing Communications into any subsequent leases, licenses, or rental agreements with other persons or entities for any portions of the City's Property. 20.12 This Agreement shall be binding upon and inure to the benefit of the Parties, their respective successors, personal representative and assigns. 20.13 Quiet Enjoyment. So long as Licensee is not in default under this Agreement, Licensee shall be entitled to quiet enjoyment of the Premises during the Term of this Agreement, and Licensee shall not be disturbed in its occupancy and use of the Premises. 20.14 Former Military Installation: The Property, which was referred to formerly as the Marine Corps Air Station, Tustin, was closed as a military installation and is in the process of being disposed of by the United States and conveyed to the City pursuant to the Defense Base Closure and Realignment Act of 1990, as amended. Portions of the Property have been conveyed or will be transferred to the City by Quitclaim Deed recorded in the Official Records of the County of Orange, California ("Quitclaim Deed"), or by Lease in Furtherance of Conveyance dated June 16, 2004 ("LIFOC"). Both the Quitclaim Deed and the LIFOC contain various environmental notices and environmental restrictions binding upon the Licensee's use and enjoyment of the Property; A copy of the LIFOC has been provided to the Licensee. Once the Property subject to the LIFOC is conveyed by the United States to the City by Quitclaim Deed, City will provide Licensee with a copy of such Quitclaim Deed. In addition, portions of the Property are required to be used exclusively for park and recreation purposes pursuant to the United States Department of the Interior National Parks Service regulations. Those portions of the Property subject to the LIFOC will be conveyed by the United States to the City by Quitclaim Deed at such time as the United States satisfies its obligations under law. Licensee will be required to acknowledge and comply with environmental notices and environmental restrictions (if any), related to the Property that may be contained in such future Quitclaim Deed. 20.15 Consideration. City and Licensee acknowledge and agree that the LIFOC and the future Quitclaim Deed may not provide Licensee the use and enjoyment of the Premises. In the event Licensee is subject to the various environmental notices and environmental restrictions binding upon Licensee's use and enjoyment of the Premises City shall have sixty (60)days to cure the environmental notices and environmental restrictions. In the event that 20 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD the environmental notices and environmental restrictions cannot be cured by City and Licensee is unable to install Licensee's Facilities under the Agreement or if Licensee installs Licensee's Facilities but is required to decommission Licensee's Facilities, Licensee shall be entitled to reimbursement of all reasonable costs incurred by Licensee after the Effective Date for the construction of Licensee's Facilities. Further Licensee shall be entitled to reimbursement from City for the cost of the Equipment Shelter as referenced in Section 1 of the Agreement. City shall reimburse Licensee within thirty(30)days of receipt of an invoice detailing the costs related to Licensee's Facilities. The reimbursement to Licensee by City for the Equipment Shelter shall coincide with the reimbursement of Licensee's Facilities. 20.16 Attachments. Attached hereto are the following, all of which constitute part of this Agreement: A. Attachment 1, Legal Description of the Property B. Attachment 2, The Premises C. Attachment 3, Licensee's Facilities and Non-Exclusive Site Access Area D. Attachment 4, Agreement to Conditions Imposed ***SIGNATURES ON FOLLOWING PAGE*** 21 T-Mobile Site No.: IE94527A DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD IN WITNESS WHEREOF, the Parties hereto have executed this Agreement the date and year last written below. ATTEST: CITY OF TUSTIN By: By: City Clerk Name: Matthew S. West, City Manager Date: APPROVED AS TO FORM: By: City Attorney LICENSEE: T-MOBILE WEST LLC, a Delaware limited liability company By: Its: By: Name: Its: Date: s��� \Aapproved tM9b�e L��I Apprpv�l U Lois Duran 22 T-Mobile Site No.: IE94527A IE94527A NLG-9347 Lease Cell Split CMP3 2H-17 879821 DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD Attachment 1 Legal Description of Property —Veterans Sports Park All that certain real property situated in the County of Orange, State of California, described as follows: Assessor's Parcel Number: 430-282-26 Veteran's Sports Park at Tustin Legacy is an approximately 31.5-acre parcel located at the former Marine Corps Air Station (MCAS) Tustin (now a developing master planned community known as Tustin Legacy). Veteran's Sports Park has been envisioned as part of the Tustin Legacy development since the base was announced for closure in the early 1990s. The Department of Defense recognized the City of Tustin (the "City") as the Local Redevelopment Authority (LRA) for preparation of the required reuse planning documents beginning upon the announcement of the base closure, which culminated into the adoption of the MCAS Tustin Specific Plan/Reuse Plan in 1996. Veteran's Sports Park is a key component of the plan. In addition to planning,the City was also selected to receive roughly 75% of the former base property from the Department of the Navy for development and implementation of the plan. A bulk of the property was transferred to the City in 2002, however, eleven areas (known as "Carve-Outs") were initially leased to the City by the Navy until such time as environmental remediation issues were adequately addressed. Seven of the eleven Carve- Outs have been conveyed since 2002. Veteran's Sports Park is located on four Navy Reuse Parcels (1, 19,22, and 40) as shown in the attachment. All of these parcels are located within Carve-Out 5 and are leased to the City via two "Leases in Furtherance of Conveyance (LIFOC)", executed in May 2002 and June 2004. The LIFOCs provide most of the same rights as property ownership,which has allowed the City to complete tens of millions of dollars' worth of public improvements to- date,including commencement of grading and utility work at the Veteran's Sports Park. The Department of Navy is completing the final steps necessary to convey the Veteran's Sports Park parcels. T-Mobile Site No.: IE94527A 1322583.1 DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD Attachment 2 The Premises Seethe attached drawings dated 10/16/2020 Sheet Al and Sheet A2 T-Mobile Site No.: IE94527A 1322583.1 DocUSign Envelope ID'.F4A80259-0784481D-8E5F-76D7A28699AD T • -Mobile- .0w RoTEo,1 N O1PETI. s�„ SECTOR'A' NIE94527A 60° VETERANS SPORTS PARK N.ISSUEIETE 0 E 16-202P0 11UEo EOR. IN-111 11 PLAN CHECK �� ro repo EV,: S,Je=oEs oN,w: a «xmom � SEVIS REI' LHC RE <SECTOR'C' IN)NNOF 260° �"00 _ �r o�o°��.N' , /+ m 111 © 07-18-18 PC COMMENTS LHC ,Nn� sEP4.�P Rm� ,�'7 �� 10 EIIIENI.j L ,aHI �N, mRN � U;'1/'1-E E�R���aIII Pxx /{( onsaE I� I¢lInIZ SECTOR'B' �. w Z11P IUNc 180° �rn z IC ,ER ELPLPI„111« � I n CENSURELl 1 I \ � OJ Px5mr mou3roPUE10­E1 �� MI Pnxnrvc� @P1 —__ amhErv.�Puntt aw Pnrva w.onion (0 x-1 lM PUE ErvciasuxE#1111 1.- ♦� I R)rernovmu HEEL TITLE M)rsPnmore Pw RI ms vnu�� Li wm.N11 is Pxo,uiNwl orvo wiu eE oomwrvm ar"1 1N wm.—II­PN BEEN moNOEo er,n'oa��oxo rmuo�<awr N IPUExEo-Mx III ABN�E,s IT 11u N EP.woPcsEo 1oE I.M"I col mwPusw is er mums _� I (�arnoonw �NUMBER. i0N LTQLN( Al 9 o µo�EoUPxEN 1 E NI SITE PLAN r� 7 D,,,S,gn Envelope ID'.F4A80259-0784481D-8E5F-76D7A28699AD T • •Mobile- "_°Pro"°°� RCJECT INFORMATION: A IE94527A ZM°"c a*e* c7 "�' L,N, -,R/ VETERANS SPORTS PARK 7 SECTOR'A' ENr-UE DATE: o" " 60° 10-16-2020 R., 121 PLAN CHECK EQUIPMENT PLAN 5 ., 2 1 s _ _ SECTOR'C' I m°,«�, W 260° ��---J ®°'— -19 SECTOR'C' R Pw—.1°a° 'A'c.�oµcc "w SECTORr ® oa—— �A,� row, r // o ro,W Po�iE. uGM 5 _ I"I MUS" Q o e',m.Is—". i�PW amaro�.w P�.m" RM—.——'R SECTOR'B' MEL �Pu°imv m160° �w°�p° I" � , °�`w�..CO. R� ANTENNA PLAN ,�,�`°. 3 �=�-✓ °°��°""'"°' Mcg ICENSU RE SECTOR'B' 180° ENLARGED SITE PLAN, EQUIPMENT PLAN, j, ANTENNA PLAN AND ANTENNA SCHEDULE 9 141 ENLARGED SITE PLAN l'-- i �� DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD Attachment 3 Licensee's Facilities and Non-Exclusive Site Access Area See the attached drawings dated 10/16/2020 Sheet A2 and Sheet A3 identified with Project Information: In addition to the approximately two hundred(200)square feet lease area for the installation, operation and maintenance of communications equipment as depicted on the attached drawings,the Premises also includes antennas, cable runs and support structures. T-Mobile Site No.: IE94527A 1322583.1 D,,,S,gn Envelope ID'.F4A80259-0784481D-8E5F-76D7A28699AD T • •Mobile- "_°Pro"°°� RCJECT INFORMATION: A IE94527A ZM°"c a*e* c7 "�' L,N, -,R/ VETERANS SPORTS PARK 7 SECTOR'A' ENr-UE DATE: o" " 60° 10-16-2020 R., 121 PLAN CHECK EQUIPMENT PLAN 5 ., 2 1 s _ _ SECTOR'C' I m°,«�, W 260° ��---J ®°'— -19 SECTOR'C' R Pw—.1°a° 'A'c.�oµcc "w SECTORr ® oa—— �A,� row, r // o ro,W Po�iE. uGM 5 _ I"I MUS" Q o e',m.Is—". i�PW amaro�.w P�.m" RM—.——'R SECTOR'B' MEL �Pu°imv m160° �w°�p° I" � , °�`w�..CO. R� ANTENNA PLAN ,�,�`°. 3 �=�-✓ °°��°""'"°' Mcg ICENSU RE SECTOR'B' 180° ENLARGED SITE PLAN, EQUIPMENT PLAN, j, ANTENNA PLAN AND ANTENNA SCHEDULE 9 141 ENLARGED SITE PLAN l'-- i �� DocuSign Envelope ID'.F4A80259-0784487D-8E5F-76D7A28699AD • •Mobile PROJECT IxIE94527A _ _ _ _ _ _— irowE"xwI _ _ _ wgw,ma VETERANS SPORTS PARK ax�xx. - -- NParw .rxx»xr ax a,0*W it P :E<,ow.,ro,w o�xcE�oxxr Iw��: wI wwx. IRRENT DATISSUE E s - - - oPxx �w 10-16-2020 fONx�,ow s ' PLAN�CEs R Pnox yy uHECK a kI yy yy w .a w RMED PERe'� xwx oma)urax a wu_xtar mxxtAs)I. RUCRI —11-2. -19 R—RES PER E k - �wlxxsm,xoerxmr�[vs k k YC (xaimxiwNm a omC' ®07- k k k k ® 03-27-19 Q 07- NORTHEAST ELEVATION ,7„x"_',`�b.3 SOUTHWEST ELEVATION 1�oMi x (—RI aiwx�xrs a"axo..�+xFxxxwxxx�7 - - - - - - - - - - - - - roxara,xrwr, ImP.wa a,,�'r« it Pw g«rn x ro,w i.Pw gin,�,w (ro�x�xara arxxx, ( —IE(,1 Pm smay.R,mW 3 —Emus Y 4 - f W rvuxx mus V 4 - Ix Pw ssciw.s,c,W ,O,W r A= Vii $ xEEi RULE E a a (Ivi[xr¢t omu5 2 - �' IN) iiPuc.lE- -. ELEVATIONS 9 2 SOUTHEAST ELEVATION NORTHWEST ELEVATION A3N. 17��`:`_x. DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD Attachment 4 Agreement to Conditions Imposed T-Mobile Site No.: IE94527A 1322583.1 DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD Community Development Department, TUSTIN TREES Z V August 2 2018W g � (Corrected to reflect correct approval date of 4/26/18 on 8/16/1_}Q�) Q HISTO Frank Ortega �V BUILDING OUR FUTURE g HONORING OUR PAST Coastal Business Group, Inc. 16441 Scientific, Suite 200 Irvine, CA 92618 SUBJECT: APPROVAL OF DESIGN REVIEW (DR) 2018-00006 APPLICATION; A REQUEST TO ESTABLISH A POLE-MOUNTED WIRELESS FACILITY WITHIN THE VETERANS SPORTS PARK LOCATED AT 1645 VALENCIA AVE. (FORMERLY 1380 VALENCIA AVE.) Dear Mr. Ortega: Thank you for your application resubmitted on April 20, 2018, requesting authorization to install a wireless telecommunications facility onto a stadium light standard at Veterans Sports Park, inclusive of nine (9) panel antennas, nine (9) radio remote head units, one (1) GPS antenna, and associated equipment to be installed within a new equipment shelter to be built by the City. Your application is identified as Design Review (DR) 2018- 00006. The Community Development Department approved your project and issued an approval letter with conditions, dated April 26, 2018, reflecting the project site address at the time, 1380 Valencia Ave. This letter is to document that the address for Veterans Sports Park was changed to 1645 Valencia Avenue and that the conditions of approval contained within Exhibit A of the DR- 2018-00006 approval letter dated April 26, 2018, remain valid, in effect and are applicable to the property at 1645 Valencia Avenue. Should you have any questions or concerns regarding this project, please contact me at (714) 573-3174. Sinc rely, C &- 6vglo l�'lig Edmelynne V. Hutter Senior Planner cc: David Wilson, Parks & Recreation Director 300 Centennial Way, Tustin, CA 92780 • P: (714) 573-3100 • F: (714) 573-31 13 0 www.tustinca.org DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD Community Development Department TuSTIN T Z 5 O U, April 26, 2018 Frank Ortega HISTORY � Coastal Business Group, Inc. BUILDING OUR FUTURE 16441 Scientific:, Suite 200 HONORING OUR PAST Irvine, CA 92618 SUBJECT: APPROVAL OF DESIGN REVIEW 2018-00006 (DR-2018-00006) APPLICATION; A REQUEST TO ESTABLISH A POLE-MOUNTED WIRELESS FACILITY WITHIN THE VETERANS SPORTS PARK LOCATED AT '1380 VALENCIA AVE, Dear Mr. Ortega: Thank you for your application resubmitted on April 20, 2018, requesting authorization to install a wireless telecommunications facility onto a stadium light standard at Veterans Sports Park at 1380 Valencia Avenue inclusive of nine (9) panel antennas, nine (9) radio remote head units, one (1) GPS antenna, and associated equipment to be installed within a ne5nt equipment shelter to be built by the City. Your application is identified :as Design Review 2018-00006 (DR-2018-00006) and is deemed complete. The Community Developrnent Department is pleased to inform you that your project has been approved subject to the. conditions of approval contained in the attached Exhibit A. Approval of DR-2018-00006 is contingent upon the applicant signing and returning an "Agreement to Conditions Imposed" form as established by the Community Development Department in accordance with Condition 1.4 of Exhibit A. In addition, a valid License Agreement with the City is required in accordance With Condition 1.3 of Exhibit A. Should you have any questions or concerns regarding this project, please contact Edmelyr,ne V. Hu*ter at (7!4) 07:3-3174. Sincerely, ZJ Elizabeth A. Binsack Director of Community Developmerit Attachments: Exhibit A -- I"i;ldings a'nd Condition,} of Approval Agreement to C criditions Imposers c=orm cc: 'avid ]Nilson, Warks & Rscrenlion Director 300 Centennial Way, Tustin, CA 92780 • P: (714) 573-3100 • E (714) 573-3113 www.tustinca.org DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD EXHIBIT A FINDINGS AND CONDITIONS OF APROVAL DESIGN REVIEW 2018-00006 1380 VALENCIA AVENUE I. The Community Development Department finds and determines as follows: A. A proper application for Design Review 2018-00006 (DR-2018-00006) was submitted by Frank Ortega of Coastal Business Group, Inc., on behalf of T-Mobile, requesting authorization to install nine (9) panel antennas, nine (9) radio remote head units, one (1) GPS antenna and associated equipment inside a new equipment shelter located at 1380 Valencia Avenue. B. The site is within the Tustin Legacy Specific Plan (SP1) zoning district, designated as Tustin Legacy Specific Plan in the General Plan Land Use Element and the future location of Veterans Sports Park. The proposed wireless facility meets the development standards for SP1. C. That Tustin City Code Section 7262 requires Design Review for new aboveground utility facilities and their accessory equipment located on public property and in the public right-of-way. City Council Resolution No. 01-95 provides guidelines for aboveground utility facilities on public property and within the public right-of-way and the project has been reviewed for consistency with the guidelines. D. That the location, size and general appearance of the proposed project as conditioned is compatible with the surrounding area in that the light pole would be of a stealth design to be compatible with the existing light poles designed to illuminate the sports fields and all associated equipment would be located within an equipment building to be constructed by the City. E. That the proposed facility will provide wireless coverage to an area that is currently underserved by the existing nearby facilities. F. That a license agreement with the City is required prior to installation or operation of the proposed facility in accordance with Section 7261 of the Tustin City Code. G. That the location, size, aesthetic features, and general appearance of the proposed wireless facility complies with City Council Resolution No. 01-95 and will not impair the orderly and harmonious development of the area, the present or future development therein, or the community as a whole. In making such findings, the Community Development Director has considered at least the following items: DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD DR-2018-00006 1380 Valencia Ave. April 26, 2018 Page 2 1. Exterior materials and colors — As conditioned, the proposed panel antennas, radio remote head units, GPS antenna and associated mounting hardware shall be painted to match the light pole. 2. Towers structures — The associated light pole height is consistent with a typical of stadium lights for a community sports field. That the stadium light pole will be constructed by the City and its designee. 3. Stealth Facility — The proposed wireless facility is of a stealth design as light poles. All new accessory equipment will be located within an equipment building and underground. 4. Co-location — The proposed facility has been conditioned to evaluate requests for co-location and determine the feasibility of additional carriers on the light pole. 5. Accessory Equipment — All accessory equipment is located within an equipment building and underground and will not be visible. 6. Landscape — As conditioned, existing landscaping that is destroyed or removed as a result of installing the wireless facility shall be replaced subject to City approval. 7. Signage — Only signage related to certifications and warnings will be allowed at the facility in accordance with proposed Condition 2.5. No advertising would be permitted on the facility. 8. Required Removal — Upon termination of the license agreement, the proposed facility would be required to be removed. 9. Undergrounding — All of the utilities servicing the project site would be located underground. 10. Appearance and design relationship of proposed structures to existing structures and possible future structures in the neighborhood and public thoroughfares — As conditioned, the proposed project is designed to match the color of the light pole. The proposed antennas would be located on the light pole in a configuration similar to existing light-pole mounted wireless facilities in other City sports parks. 11 . Development Guidelines and criteria as adopted by the City Council — The Proposed project complies with Design Guidelines adopted by the City Council. DocuSign Envelope ID: F4A80259-0784-4878-8E5F-76D7A28699AD DR-2018-00006 1380 Valencia Ave. April 26, 2018 Page 3 H. This project is Categorically Exempt pursuant to Section 15303, Class 3 of Title 14, Chapter 3 of the California Code of Regulations (Guidelines for the California Environmental Quality Act). Il, The Community Development Department hereby approves DR-2018-00006 authorizing the installation of nine (9) panel antennas, nine (9) radio remote head units, one (1) GPS antenna and associated equipment within a new equipment building at 1380 Valencia Ave., subject to the following conditions: GENERAL (1) 1.1 The proposed project shall substantially conform with the Tustin City Code and Tustin guidelines and standards and be consistent with submitted plans for the project date stamped April 25, 2018, on file with the Community Development Department, as herein modified, or as modified by the Director of Community Development in accordance with this Exhibit. The Director of Community Development may also approve subsequent minor modifications to plans during plan check if such modifications are consistent with provisions of the Tustin City Code. The proposed project shall be subject to final field inspection by the Planning Division. (1) 1.2 All the conditions contained in this Exhibit shall be complied with as specified, subject to review and approval by the Community Development Director. (1) 1.3 Design Review approval shall remain valid for the term of the Lease Agreement or License and/or Right-of-Way Agreement including any extension thereof or as long as the Encroachment Permit is valid. Upon termination or expiration of the Lease Agreement or License, Encroachment Permit, Right-of-Way Agreement or upon the failure of Grantee to build the facility within 180 days of its approval, the Design Review approval for the facility shall become null and void and the facility shall be removed within thirty (30) days from such termination or expiration. Time extensions may be considered if a written request is received by the Community Development Department within thirty (30) days prior to expiration (1) 1.4 Approval of DR-2018-00006 is contingent upon the applicant and property owner signing and returning to the Community Development Department a notarized "Agreement to Conditions imposed" form. The form shall be established by the Director of Community Development. SOURCE CODES (1) STANDARD CONDITION (5) RESPONSIBLE AGENCY REQUIREMENT (2) CEQA MITIGATION (6) LANDSCAPING GUIDELINES (3) CALIFORNIA CODEIS (7) PCICC POLICY (4) DESIGN REVIEW *** EXCEPTION DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD DR-2018-00006 1380 Valencia Ave. April 26, 2018 Page 4 Design Review approval is also contingent on establishing a valid License Agreement with the City for the subject project. (1) 1.5 The applicant shall agree at is sole cost and expense, to defend, indemnify, and hold harmless the City, its officers, employees, agents, and consultants, from any claim, action, or proceeding brought by a third party against the City, its officers, agents, and employees, which seeks to attach, set aside, challenge, void, or annul an approval of the City Council, the Planning Commission, or any other decision-making body, including staff, concerning this project. The City agrees to promptly notify the applicant of any such claim or action filed against the City and to fully cooperate in the defense of any such action. The City may, at this sole cost and expense, elect to participate in defense of any such actions under this condition. (1) 1.6 Any violation of any of the conditions imposed is subject to issuance of an Administrative Citation pursuant to Tustin City Code Section 1162(a). (1) 1.7 The Community Development Department may review DR-2018-00006 annually or more often to ensure that the project is in compliance with the conditions of approval contained herein. The Community Development Director may initiate proceedings to amend or revoke DR- 2018-00006 if the project does not comply with the conditions of approval. (1) 1.8 The applicant shall be responsible for costs associated with any necessary code enforcement action, including attorney fees, subject to the applicable notice, hearing, and appeal process as established by the City Council Ordinance. (1) 1.9 Any public improvements damaged by the applicant adjacent to this project shall be repaired and/or replaced by the applicant as determined by the Engineering Division and shall include but not be limited to curb, gutter, street paving, and drive apron. (1) 1.10 The frequencies used by the wireless facility shall not interfere with the Public Safety 800 MHz Countywide Coordinated Communications System (CCCS). (1) 1.11 Operation of the wireless facility shall be in compliance with the proposed methods of operation as proposed by the applicant and noted on the plans: a. The applicant shall provide a 24-Hour phone number to which interference problems may be reported. To ensure continuity on all interference issues the name, telephone number, fax number, and e- DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD DR-2018-00006 1380 Valencia Ave. April 26, 2018 Page 5 mail address of a "single point of contact" in its Engineering and Maintenance Departments shall be provided to the City's designated representative upon activation of the facility. This condition will also apply to all existing facilities (T-Mobile) in the City of Tustin. The applicant shall file the accessory equipment identification number, company name, person responsible for maintenance of the accessory equipment, and the phone number with the Public Works Department b. The applicant shall ensure that lessee or other users shall comply with the terms and conditions of DR-2018-00006 and shall be responsible for the failure of any lessee or other users under the control of the applicant to comply. c. Radio frequency emissions shall not exceed the radio frequency emission guidelines of the Federal Communications Commission (FCC), as such guidelines may be amended from time to time. The applicant shall provide the Community Development Department a pre- and post-installation test showing compliance with the guidelines established by the FCC. USE RESTRICTIONS (4) 2.1 The facility modification shall be limited to installing nine (9) panel antennas, nine (9) radio remote head units, one (1) GPS antenna and associated equipment within a new equipment building located at 1380 Valencia Ave. All antennas shall be located as depicted in the approved plans and associated ground mounted equipment shall be located within the new equipment building. (1) 2.2 The applicant shall be responsible for obtaining any required approvals or clearances from the applicable easement holders for work in any easement areas, if applicable. (4) 2.3 The facility shall be subject to final inspection by a representative of the Planning Department. Additional screening or stealth design measures may be required by the Planning Department at final inspection. (1) 2.4 The structure and all related facilities shall be regularly maintained and inspected for safety and aesthetics by the applicant or the property owner in accordance with the approved plans. (1) 2.5 The equipment shall not bear any signs or advertising devices (other than certification, warning, or other required seals or signage). DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD DR-2018-00006 1380 Valencia Ave. April 26, 2018 Page 6 (1) 2.6 Utilities associated with the proposed facility that are not contained within the equipment building, such as but not limited to telecommunication and power supplies, shall be located underground. (1) 2.7 No outdoor storage shall be permitted except as approved by the Tustin Community Development Director. (1) 2.8 Any removal of landscaping necessary to install the aboveground accessory equipment shall be replaced with landscaping materials similar in number, type, and size as approved by the Directors of Community Development and Public Works. (1) 2.9 Any damage done to existing park landscape, irrigation system and/or utilities shall be repaired to the satisfaction of the Directors of Parks and Recreation, Community Development and the City Engineer. (1) 2.10 Prior to issuance of building permits, the applicant shall obtain a license agreement with the City. The project plans shall make reference to the license agreement. (1) 2.11 The plans shall identify the access route to service the facility. (3) 2.12 The applicant shall evaluate all requests for co-location on the facility by additional carrier(s) and make a good-faith determination of each such requesting carrier's compatibility with the applicant at this location. If, in the good-faith determination of the applicant, the co-location is technically compatible, then the applicant shall accommodate such additional carrier if applicable business terms can be successfully negotiated. All requests for co-location shall be reviewed and approved by the City and require a separate license agreement. (4) 2.13 The aboveground equipment shall be constructed of a material that will be rust resistant (i.e. stainless steel, etc.). The utility provider shall be responsible for treating any rust by either repainting or any other method recommended by the manufacturer that eliminates the rust. (1) 2.14 Prior to building permit issuance, the applicant shall post a bond with the City to ensure that facility is built to the specifications and design as represented in the approved Design Review and building plans. Final design and materials are subject to review and approval by the City (4) 2.15 The proposed antennas, radio remote Mead units and mounting hardware shall be painted to match the light pole. (1) 2.16 The Licensee shall give twenty-four (24) hours' notice to the City prior to commencing any routine maintenance or any other activity or work that DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD DR-2018-00006 1380 Valencia Ave. April 26, 2018 Page 7 would interfere with the use of the park or scheduled City activities or programs; provided that no advanced notice shall be required in the event of an emergency, in which case Licenses shall give City notice of its access to the Premises as soon as is reasonably practical thereafter. Routine maintenance and work hours that result in interference with the use of the park or scheduled City activities or programs shall be subject to review and approval by the City, which approval shall not be unreasonably denied, delayed or conditioned. The Licensee shall not interfere with City scheduled activities within Veterans Sports Park, except in the event of an emergency as defined in the license agreement. NOISE (1) 3.1 All construction operations including engine warm-up, delivery, and loading/unloading of equipment and materials shall be subject to the provisions of the City of Tustin Noise Ordinance, as amended, and may take place only during the hours of 7:00 a.m. until 6:00 p.m., Monday through Friday and 9:00 a.m. until 5:00 p.m. on Saturday unless the Building Official determines that said activity will be in substantial conformance with the Noise Ordinance and the public health and safety will not be impaired subject to application being made at the time the permit for the work is awarded or during the progress of the work. (7) 3.2 Noise emanating from the equipment, if any, shall not exceed the City's Noise Standards. PLAN SUBMITTAL (3) 4.1 At the time of building permit application, the plans shall comply with the latest edition of the State and the City of Tustin adopted codes: California Building Code, California Electrical Code, California Plumbing Code, City Ordinances, and State and Federal laws and regulations. (1) 4.2 Construction and Demolition Waste Recycling and Reduction Plan (WRRP). a. The applicant/contractor is required to submit a WRRP to the Public Works Department. The WRRP must indicate how the applicant will comply with the City's requirement (City Code Section 4351, et al) to recycle at least 65 percent of the project waste material or the amount required by the California Green Building Standards Code. b. The applicant will be required to submit a $50.00 application fee and a cash security deposit. Based on the review of the submitted Waste Management Plan, the cash security deposit in the amount of five (5) DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD DR-2018-00006 1380 Valencia Ave. April 26, 2018 Page 8 percent of the project's valuation as determined by the Building Official, rounded to the nearest thousand, or $2,500, whichever is greater. In no event shall a deposit exceed $25,000. c. Prior to issuance of any permit, the applicant shall submit the required security deposit in the form of cash, cashier's check, personal check, or money order made payable to the "City of Tustin". (1) 4.3 Prior to any work in the public right-of-way, an Encroachment Permit shall be obtained from and applicable fees paid to the Public Works Department. (1) 4.4 The applicant shall obtain the building permit and encroachment permit concurrently. FEES (1)(5) 5.1 Prior to issuance of building permits, payment shall be made of all applicable fees, including but not limited to, the following: a. Building and Planning Plan Check and Permit Fees b. Public Works and Parks & Recreation Fees C. Orange County Fire Authority Fees (1) 5.2 Within forty-eight (48) hours of approval of the subject project, the applicant shall deliver to the Community Development Department, a cashier's check payable to the COUNTY CLERK in the amount of fifty dollars ($50.00) to enable the City to file the appropriate environmental documentation for the project. If within such forty-eight (48) hour period the applicant has not delivered to the Community Development Department the above-noted check, the statute of limitations for any interested party to challenge the environmental determination under the provisions of the California Environmental Quality Act could be significantly lengthened. DocuSign Envelope ID: F4A80259-0784-4876-8E5F-76D7A28699AD AGREEMENT TO CONDITIONS IMPOSED I, the undersigned, hereby agree to comply with all conditions attached to the letter dated April 25, 2018, imposed by the Community Development Department of the City of Tustin regarding approval of Design Review 2015-00006. Signature Duan Dao Print Name Site Development Manager Title, T-Mobile Fr nk Ortega (Applicant), al Business Group, Inc. DocuSign Envelope IS,F4A80259-0784481D-8E5F-76D7A28699AD n1 • T • •Mobile• 10JECJ ISIE14517A le m VETERANS SPORTS PARK SITE NUMBER: IE94527A CITY: TUSTIN �SUES,EE�������� SITE NAME: VETERANS SPORTS PARK COUNTY: IRVINE RFEN704E2°E-2018 SITE TYPE: LIGHT STANDARD JURISDICTION: CITY OF TUSTIN oEOR ZONING E—ATE—DESCRIPTION�r PROJECT SUMMARY SHEET INDEX VICINITY MAP: eENsEE awEnlnln Eo o ,��e„<o, - a”�`i°.`�woN EEo�E�ia,i;r�E= D o MOJECTAREA1 k w t w s„ ommunRyVeh I N Di=wi3 s�a<FPP�m�E�,� E R�w = P oR, E a g =GM�ePKEl I .. 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