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Master Lease Agreement with Southwestco Wireless Inc. d/b/a Verizon Wireless Copyrighted December 18, 2017 City of Dubuque Items to be set for Public Hearing # 1. ITEM TITLE: Master Lease Agreement with Southwestco Wireless Inc. d/b/a Verizon Wireless SUMMARY: City Manager recommending that a public hearing be set for January 16, 2018, on a proposed Water Tower and Ground Space Lease for Verizon to expand their capacity at the 3rd Street Water Tower at 3rd and College Streets. RESOLUTION Intent to dispose of an interest in real property owned by the City of Dubuque by lease between the City of Dubuque, lowa and Southwestco Wireless, Inc. d/b/a Verizon Wireless SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Adopt Resolution(s), Set Public Hearing for January 16, 2018 ATTACHMENTS: Description Type Southwest Wireless Master Lease Agreement-NNM City Manager Memo Memo Proposed Master Lease Agreement Between the City of Dubuque and Southwestco W ireless, Inc Memo to the Staff Memo City Manager Southwestco-Verizon 3rd St Water Tower and Ground Supporting Documentation space lease Resolution of Intentto Dispose Resolutions THE CITY OF Dubuque � AIFA�erlwGh UB E '�� III► Masterpiece on the Mississippi Z°°'�w'2 7A13 2017 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Proposed Master Lease Agreement Between the City of Dubuque and Southwestco Wireless, Inc. d/b/a Verizon Wireless DATE: December 13, 2017 Information Services Manger Chris Kohlmann, Traffic Engineer Dave Ness, Project Manager Steve Brown and Greater Dubuque Development Corporation Sustainable Innovation Consultant Dave Lyons recommends City Council set a public hearing for January 16, 2018, on a proposed Water Tower and Ground Space Lease for Verizon to expand their capacity at the 3�d Street Water Tower at 3�d and College. The lease is for five years with three additional five-year extensions available (for a total of 20 years). Verizon will pay $21 ,630 dollars in lease payments for the first year, increasing by 3°k each year thereafter. It also includes a one-time cost of$4,000 to develop the agreement. Verizon will build a new facility adjacent to the City's tower property. In addition to the traditional lease provisions, this agreement also establishes the process that would be followed should the City water tower be decommissioned. I concur with the recommendation and respectfully request Mayor and City Council approval. �� Mic ael C. Van Milligen �� MCVM:jh Attachment cc: Crenna Brumwell, City Attorney Teri Goodmann, Assistant City Manager Cori Burbach, Assistant City Manager Chris Kohlmann, Information Services Manager David Ness, Traffic Engineer Steve Brown, Project Manager David Lyons, Sustainable Innovations Consultant for GDDC Dubuque THE CITY OF � DT T� � All-AmericaCitv U Masterpiece on the Mississippi 1 I I I Ial �oo�.,a,z.zo,3.�o,� TO: Michael C. Van Milligen, City Manager FROM: Chris Kohlmann, Information Services Manager David Ness, Traffic Engineer Steve Brown, Project Manager David Lyons, Director Sustainable Innovations GDDC SUBJECT: Proposed Master Lease Agreement Between the City of Dubuque and Southwestco Wireless, Inc. D/B/A Verizon Wireless DATE: December 12, 2017 INTRODUCTION As a small metropolitan area, Dubuque faces significant challenges to continue to grow its economy and its community. People want to live where there is world class technology and connectivity. Companies and families won't move to or stay in communities where there isn't. The perception of Dubuque is that technological access and connectivity is limited and that where it is available - the speed, cost and choice are not competitive with leading communities across the region and the world. While that perception is presently centered on data/broadband issues, with Dubuque kick-starting successful efforts to move forward, it is beginning to see conversation spread to mobile connectivity as well. From specific safety concerns by the City for Fire and EMS mobile signal loss in route, to area concerns by neighborhoods for unreliable service during portions of the day, to specific concerns by business regarding additional investments they are being required to make to keep their customers mobile phones connected ... . there is evidence of a growing wireless saturation problem in Dubuque. BACKGROUND In digging deeper into this issue, it appears to have much in common with the broadband discussion. The community is served primarily by long term incumbent carriers seeking to "harvesY' their existing investment in infrastructure, versus making any significant new investments here. At the same time the new players in the mobile market have not expressed any significant interest in investing in communities like Dubuque (where market opportunity is considered relatively small and barriers to entry such as entrenched competition, administrative process and topography are considered relatively large.) DISCUSSION Upon analysis, the near-term answer for Dubuque lies in creating momentum for incumbent carriers to upgrade their existing infrastructures to recognize: (1) the growth of users in the Dubuque market; (2) the growth of devices in the Dubuque market; and (3) the new patterns of utilization within the community. The longer-term answer lies in public/private collaborations with both existing and new carriers to bring down the costs of introducing additional capacity and innovation to the Dubuque market (like broadband planning). We have been successful in engaging the largest incumbent, Verizon Wireless, and developing a step-wise process for improving mobile capacity. One step is to improve the existing tower and antenna infrastructure they use within the community. ACTION REQUESTED Attached is a proposed Water Tower and Ground Space Lease for Verizon to expand their capacity at the 3�d Street water tower at 3�d and College. The lease is for five years with three additional five-year extensions available (for a total of 20 years). Verizon will pay $21 ,630 dollars in lease payments for the first year, increasing by 3°k each year thereafter. It also includes a one-time cost of$4,000 to develop the agreement. Verizon will build a new facility adjacent to the City's tower property. In addition to the traditional lease provisions, this agreement also establishes the process which would be followed should the city water tower be decommissioned. We would respectfully request your approval and request a public hearing on the proposed Master Lease Agreement between the City of Dubuque and Southwestco Wireless, Inc. through adoption of the enclosed resolution. CC: Crenna Brumwell, City Attorney Barry Lindahl, Senior Counsel Jane Smith, EAII Engineering 2 Prepared by Barry A. Lindal. Esq. 300 Main St.. Ste. 330, Dubuaue IA 52001-6944. 563-583-4113 Return to Kevin Firnstahl, City Clerk, 50 W. 13th St., Dubuque, IA 52001, 563-589-4100 RESOLUTION NO. 399-17 INTENT TO DISPOSE OF AN INTEREST IN REAL PROPERTY OWNED BY THE CITY OF DUBUQUE BY LEASE BETWEEN THE CITY OF DUBUQUE, IOWA AND SOUTHWESTCO WIRELESS INC. d/b/a VERIZON WIRELESS WHEREAS, the City of Dubuque, Iowa (City) owns the real property legally described as follows: Lots 21, 22 and 23, Finley Home Addition to the City of Dubuque, Dubuque County, Iowa. and Lot 2 in Finley Home Addition No. 2, in the City of Dubuque, Dubuque County, Iowa (the Property), locally known as 1525 West Third Street, Dubuque, Iowa; and WHEREAS, City and Southwestco Wireless Inc. d/b/a Verizon Wireless have negotiated a proposed Water Tower & Ground Space Lease Agreement for the Property, a copy of which Water Tower & Ground Space Lease Agreement is on file at the office of the City Clerk, City Hall, 13th and Central Avenue, Dubuque, Iowa, for the installation and operation of a cellular radio -telephone communication antenna facility; and WHEREAS, the City Council believes it is in the best interests of the City of Dubuque to approve the proposed Water Tower & Ground Space Lease Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DUBUQUE, IOWA: Section 1. The City of Dubuque intends to dispose of its interest in the foregoing described real property by Water Tower & Ground Space Lease Agreement between City and Southwestco Wireless Inc. d/b/a Verizon Wireless. Section 2. The City Clerk is hereby authorized and directed to cause this Resolution and a notice to be published as prescribed by Iowa Code Section 364.7 of a public hearing on the City's intent to dispose of the foregoing described real property, to be held on the 16th day of January 2018, at 6:00 o'clock p.m. at the Historic Federal Building, Council Chambers, 350 W. 6th Street, Dubuque, Iowa. Passed, approved and adopted this 18th day of December, 201 . /it At`fe(st:tKevin S. Firristahl, City Clerk OZ -6,-J Roy D. Buol, Mayor F:\Users\tsteckle\Lindahl\Resolutions\Resolution of Disposal of Interest_Southwestco-Verizon_121217.docx WATER TOWER & GROUND SPACE LEASE, This ater Tower and Ground Space Lease (the "Lease") is made and entered into this ref day of t , , 241 by and between THE CITY OF DUBUQUE, IOWA, acting by and throughAts City Manager, whose address is 50 W. 13th Street, Dubuque, IA 52001-4845, hereinafter refen-ed to as "Lessor", and Southwestco Wireless Inc, dibla Verizon Wireless, having an address at One Verizon Way, Mail Stop 4AVV100, Basking Ridge, New Jersey 07920 (telephone number 866-862-4404), hereinafter referred to as "Lessee". Background A. Lessor is the owner in fee simple of a parcel of land located in the City of Dubuque, Dubuque County, State of Iowa, legally described on the attached Exhibit A (the "Owned Premises"), on which a water tower owned by Lessor (the "Tower") is located. The street address of the Owned Premises is 1525 A/Vest Third Street, Dubuque, LA 52001. B, Lessee desires to lease space on the top of the Tower and Ground Space below, or adjacent to, the Tower (the "Ground Space") for the installation and operation or a cellular radio -telephone communication antenna facility, which shall include Azimuth Antenne(s), an equipment building, connecting cables and appurtenances (collectively, 'Wireless Telecommunication Antenna Facility") (Exhibit C) for use in connection with its communication business. C. Accordingly, the parties are entering into this Lease on the terms and conditions set forth below. Lessee Site Name: C]F3QC Julien Agreement In consideration of their mutual covenants, the parties agree as follows: 1. Intentionally Omitted. 2. Leased Premises. Lessor leases to Lessee and Lessee leases from Lessor a portion of the Owned Premises, consisting of (i) space on the Tower, (ii) 360 square feet of ground space below, or adjacent to, the Tower to place its equipment shelter, and (iii) easements for ingress/egress and utilities as shown on the Site Plan/Legal Description attached as Exhibit B (collectively, the "Leased Premises"). Lessee intends to locate its antenna on the Tower as more fully described on the attached Exhibit C. Lessee may not add additional equipment and/or antenna(s) to the Tower or the exterior of the equipment shelter from that shown on Exhibit C without the prior written consent of Lessor, which may include additional lease payments, which consent shall not be unreasonably withheld, conditioned or delayed, provided however that Lessee may repair or replace its antennas on the Tower with the same or substantially the same equipment without additional lease payments upon written notice to Lessor provided such equipment change does not increase the Tower loading. Scheduled repair and equipment replacement shall be coordinated with Lessor so as not to interfere with Lessors operation of the Tower. Lessor agrees that it will not interfere with Lessee's efforts in obtaining, at Lessee's expense, all licenses and permits or authorizations required for Lessee's use of the Premises (as defined below) from all applicable government and/or regulatory entities (including, without limitation, zoning and land use authorities, and the Federal Communication Commission (::FCC") ("Governmental Approvals"} including all land use and zoning permit applications, and Lessor agrees that it will not interfere with Lessee's efforts , at no cost to Lessor, to obtain a title report, zoning approvals and variances, land - use permits. Notwithstanding, the above in no way shall be construed to waive any right of the Lessor to enforce its zoning code, specifically its telecommunications ordinance, nor may Lessor limit the authority of its Boards to review and hold public hearings on any zoning approvals necessary for the installation Upon request of Lessor, Lessee agrees to relocate its equipment, at Lessee's sole cost and expense, on a temporary basis to another location on the Owned Premises, hereinafter referred to as the '`Temporary Relocation,' for the purpose of Lessor performing maintenance, repair or similar work at the Owned Premises or on the Tower provided: a. To the extent feasible for lessor, the Temporary Relocation is as similar as possible to Lessee's existing location in size and is fully compatible for Lessee's use, in Lessee's reasonable determination; Lessor gives Lessee at least ninety (90) days written notice prior to requiring Lessee to relocate; c. Lessee's use at the Premises is not interrupted or diminished during the relocation and Lessee is allowed, if necessary, in Lessee's reasonable determination and with Lessor's review and approval, to place a temporary installation on the Owned Premises during any such relocation; and d. Upon the completion of any maintenance, repair or similar work by Lessor, Lessee is permitted to return to its original location. Upon return to its original location Lessee shall have ninety (90) days to remove its temporary installation, This Lease is not a franchise pursuant to state, local, or federal law, nor is it a permit to use the right-of-way. Any such franchise or right-of-way permit must be obtained separately. 3. Terra. This Lease shall be effective as of the date of execution by both Parties, provided, however, the initial term shall be for five (5) years and shall commence on the Commencement Date (as hereinafter defined). The Lease shall commence based upon the date of issuance of the building permit by City, or on the first day of the month following the date that is 180 days from the full execution of this Lease by both parties, whichever occurs first. In the event the date of issuance of the building permit is determinative and such date falls between the lst and 15th of the month, the Agreement shall commence on the lst of that month and if such date falls between the 16th and 31st of the month, then the Agreement shall commence on the lst day of the following rnonth (either of the foregoing options being the "Commencement Date"). LESSOR and LESSEE agree that they shall acknowledge in writing the Commencement Date in the event the Commencement Date is based upon the date of building permit issuance. In the event the Commencement Date is the fixed date set forth above, there shall be no written acknowledgement required, Lessor and Lessee acknowledge and agree that initial rental payment(s) shall not actually be sent by Lessee until thirty (30) days after the Commencement Date or after a written acknowledgement confirming the Commencement Date, if such an acknowledgement is required. By way of illustration of the preceding sentence, if the Commencement Date is January 1 and no written acknowledgement confirming the Commencement Date is required, LESSEE shall send to the LESSOR the rental payments for January 1 and February 1 by February 1, and if the Commencement Date is January 1 and a required written acknowledgement confirming the Commencement Date is dated January 14, LESSEE shall send to the LESSOR the rental payments for January 1 and February 1 by February 13. This Lease shall automatically be extended for three (3) additional five (5) year terms (each a "Renewal Term") unless: (a) Lessee delivers written notice to Lessor not less than 90 days prior to the end of the then current term that Lessee does not intend to renew the lease; or (b) Lessor delivers written notice to Lessee not less than 90 days prior to the end of the second Renewal Term or the end of each Renewal Term thereafter that Lessor does not intend to renew the lease. 4, Rent, a. Commencing on the Commencement Date, Lessee shall pay to Lessor as annual rent for the Leased Premises the sum of Twenty -One Thousand Six Hundred Thirty and No/100 dollars ($21,630.00) (the "Base Rent"). Lessee shall pay to Lessor the Base Rent for the first year within 45 days of the written acknowledgement of the Commencement Date, and for each year thereafter on the Anniversary of the Commencement Date, unless the Base Rent is abated pursuant to Section 18 herein. Base Rent shall be increased annually as described in Section 4(b) herein, b. The Base Rent shall be increased annually effective as of each anniversary of the Commencement Date by an amount of three percent (3%) of the previous year's Base 4 Rent, c. Lessee agrees that it shall pay to Lessor within 45 days of the full execution of this Agreement, as a one-time payment, the sum of $4,000.00 for Lessor's costs to negotiate this Agreement. 5. Use of Premises. a. Lessee shall use the Leased Premises for the installation, operation, and maintenance of its Wireless Telecommunication Antenna Facility for the transmission,. reception and operation of a communications system and uses incidental thereto and for no other uses. Lessee may erect and operate Antenna(s) as shown on Exhibit C. Lessor may permit others to use other portions of the Tower or Owned Premises, provided such use complies with the provisions of Section 12 of this Lease. Lessee may NOT sublease space on the Tower or Owned Premises to any other entity. b, Lessee shall, at its expense, comply with all applicable present and future federal, state, and local Laws, ordinances, rules and regulations (including laws and ordinances relating to health, radio frequency emissions, radiation and safety) in connection with the use, operation. maintenance, construction and/or installation of the Wireless Telecommunication Antenna Facility on the Leased Premises. (1) The Wireless Telecommunication Antenna Facility is agreed to be Lessee's property and shall never be considered fixtures to the real estate, Upon termination of the Lease, the Lessee shall remove the Wireless Telecommunication Antenna Facility and any underground improvements from the Leased Premises within ninety (90) days. Such removal shall be done in a workmanlike and careful manner and without interference or damage to any other equipment, structures or operations on the Leased Premises, including use of the Leased Premises by Lessor or any of Lessor's assignees or Lessees. If, however, Lessee requests permission to not remove all or a portion of the improvements, and Lessor consents to such non -removal, title and liability to the affected improvements shall thereupon transfer to Lessor and the same thereafter shall be the sole and entire property of Lessor, and Lessee shall be relieved of its duty to otherwise remove same. (2) Upon removal or relocation of the improvements (or portions thereof) as provided 5 in Section 5(c)(1) herein, Lessee shall restore the areas of the Leased Premises directly damaged by Lessee to the conditions which existed prior to this Lease including by not limited to tank coating systems, reasonable wear and tear excepted. (3) Alt costs and expenses for the removal and restoration to be performed by Lessee pursuant to Section 5(c)(1), (2) herein shall be borne by Lessee, and Lessee shall hold Lessor harmless from any portion thereof. The Lessee shall, at its cost and expense, be required to execute and file with the Lessor a bond in an amount of $25,000 to assure the faithful performance of the terms and conditions of this Lease. The full amount of the bond or security shall remain in full force and effect throughout the term of the Lease and/or until any necessary site restoration is completed to restore the site to a condition comparable to that, which existed prior to Lessee's improvements. 6. Waiver of Lessor's Lien. Lessor acknowledges that Lessee may or has entered into a financing arrangement including promissory notes and financial and security agreements for the financing of the Wireless Telecommunication Antenna Facility (the "Collateral") with a third party financing entity (and may in the future enter into additional financing arrangements with other financing entities). In connection therewith Lessor (1) consents to the installation of the Coilateral; (ii) disclaims any interest in the Collateral, as fixtures or otherwise; and (iii) agrees that the Collateral shall be exempt from execution, foreclosure, sale, levy, attachrnent, or distress for any Rent due or to become due and that such Collateral may be removed at any time without recourse to legal proceedings so long as such removal complies with section 5 of this Agreement.. Construction Standards. The panel antenna(s), equipment building, connecting cables and appurtenances of the Wireless Telecommunication Antenna Facility shall be installed on the Leased Premises in a good and workmanlike manner without the attachment of any construction liens. Per the Lessor approved and signed construction drawings, Lessor shalt require Lessee to paint, shield and/or screen, the lessee improvements including painting the antennas and painting and/or shielding the coaxial cables in a manner consistent with the color of the Tower and require additional landscape screening. 8. Installation of Eauloment. a. Lessee shall have the right, at its sole cost and expense, to install, operate and maintain its Wireless Telecommunication Antenna Facility on the Leased Premises, as described on Exhibit C, in accordance with good engineering practices and with all applicable site standards, statutes, ordinances, rules and regulations now in effect or that may be issued thereafter by the Federal Communications Commission or any other governing bodies. Lessee shall communicate and coordinate with Lessor ail construction activities for the initial installation. Lessor will require that Lessor personnel be on site to observe the initial installation activities. Lessee agrees to reimburse the Lessor for the personnel expense for only the initial installation activities at a rate of $105.00 per hour, which personnel expense shall not exceed $5,000.00. Lessee shall pay the invoiced fees within thirty (30) days of receipt of said invoice, b. Lessee's installation of such a Wireless Telecommunication Antenna Facility shall be done according to plans approved by Lessor, whose approval shall not be unreasonably withheld, conditioned or delayed. Any damage done to the Tower, the Railing and/or other structures by Lessee or its contractors or representatives during installation and/or operations shall be repaired or replaced immediately at Lessee's expense and to Lessor's reasonable satisfaction. In connection with the installation and operation of the Wireless Telecommunication Antenna Facility, Lessee shall not make any penetrations of walls or roof of the Tower without Lessor's prior written consent. c. Within thirty (30) days of the completion of the initial installation of the Wireless Telecommunication Antenna Facility, Lessee shall provide Lessor with an inspection report showing the installation is in compliance with the Construction Drawings, and Exhibit C. Lessee shall also within such thirty (30) day period, at Lessee's sole expense, deliver to Lessor a certification from an Iowa Licensed professional engineer that the installation is in all respects in accordance with Exhibit C. If any regulatory agency requires the Lessor to provide as -built drawings for any work undertaken by Lessee on Lessee's own equipment, then Lessee shall provide Lessor with required as -built drawings within forty-five (45) days of notification by Lessor for the need of such drawings. 9. Maintenance. a. Lessee shall, at its own expense, maintain the Leased Premises and any 7 equipment on or attached to the Leased Premises in a sate condition, in good repair and in a manner suitable to Lessor so as not to conflict with the use of, or other leasing, of the Railing or other portions of the Tower by Lessor. Lessee shall not interfere with the use of the or Railing, the Tower, related facilities or other equipment of other lessees. b. Lessee shall have sole responsibility for the maintenance, repair, and security of its equipment, personal property, leasehold improvements, and omnidirectional antenna(s), equipment building, connecting cables, and appurtenances of the Wireless Telecommunication Antenna Facility, and Lessee shall keep the same in good repair and condition during the term of the Lease, and as such Lease terms may be renewed and extended. c. Lessee shall keep the Leased Premises free of debris and anything of a dangerous, noxious or offensive nature or which would create a hazard or undue vibration, heat, noise or interference. d. In the event the Lessor or any other lessee undertakes painting, construction, repair or other alterations on the Railing or the Tower, Lessee shall take reasonable measures at Lessee's cost to cover Lessee's equipment, personal property, leasehold improvements, and azimuth antenna(s), equipment building, connecting cables, and appurtenances of the Wireless Telecommunication Antenna Facility and protect such from paint and debris fallout which may occur during the painting, construction or alteration process. Lessor shall notify Lessee, in writing, at !east ninety (90) days prior to any construction, painting, repair or other alterations begun by Lessor or any other lessee, unless said construction, painting, repair or alterations must be made on an emergency basis, in which case Lessor shall notify Lessee as soon as practicable. Unless resulting from negligent actions or omissions of, or willful misconduct of, Lessor, its employees, agents or contractors, Lessor shall not be liable for any damage or lost revenue incurred by Lessee from such painting, construction, repair or alterations. Equipment and or Antenna(s) to be temporarily relocated from tank during time of repairs shall be at NO expense to the Lessor. Lessor shall take reasonable actions within its control to provide space satisfactory to Lessee in the location shown in the Site Drawing attached hereto as Exhibit B in order for Lessee to operate temporary cellular facilities during the course of any maintenance that cannot be completed without Lessee's relocation. Lessor shall take all reasonable steps possible to ensure that Lessee is off the Tower for the minimum length of time possible. In the event Lessee is required to temporarily relocate its 8 equipment to a temporary tower at the Property, upon completion of Lessor's work on the Tower, Lessee shall be permitted to reinstall its equipment on the Tower in the same location as previously installed utilizing the same methods of installation. e. Lessor covenants that it will keep the Tower in good repair as required by all applicable laws, rules and regulations. Lessor shall also comply with all applicable rules and regulations enforced by the Federal Communications Commission or Federal Aviation Administration with regard to the lighting, marking and painting of the water tower. Lessee shall install any signage required by the FCC or OSHA directly related to its installation and agrees to repair or replace any signage that is missing or damage upon receipt of notice from Lessor. Lessee shall reimburse Lessor for any filing fees associated with FAA or FCC requirements within 60 days of receipt of a detailed invoice. As this is a multi-ennployer site, Lessee will share information on equipment located on the Tower and cooperate with Lessor in taking actions deemed necessary for Lessor's employees to work safely ori the site. 10. Premises Access. a. Lessee shall have 24-hour/7-day access to the Leased Premises by means reasonably designated by Lessor, subject to notice requirements to Lessor in Section 10(b) herein, in order to install, operate and maintain its Wireless Telecommunication Antenna Facility. b. Lessee shalt have reasonable access to the Tower in order to install, operate and maintain its antenna, connecting cables, and appurtenances. Lessee shall have access to such Tower only with the prior written approval of Lessor. Lessee shall request access to the Tower twenty-four (24) hours in advance, except in an emergency. Lessee shall notify Lessor by any practicable means available prior to accessing to its equipment building. Lessor shall provide to the Lessee a phone number and/or email address for Lessee's notification of equipment building access. In the event the Lessee is unable to make direct contact with the Lessor, a voice message on an answering machine, a voicemaii, and/or email shall be considered proper notification to the Lessor from the Lessee for accessing the equipment building. c. Upon twenty-four (24) hours prior written notice to Lessee, and with an escort for fire inspections only provided by Lessee, Lessor shall be allowed and granted access to Lessee's equipment building at reasonable times to examine and inspect the same for safety reasons or to ensure that the Lessee's covenants are being met. d. Lessor shall keep the street access to the Leased Premises reasonably clear of snow and ice as soon as is practicable after each snowfall. 1 1 . Utilities. Unless the Leased Premises is immediately adjacent to public rights-of-way for ingress, egress, and utilities, Lessor hereby grants to Lessee the following described Easement Parcels appurtenant to the Leased Premises: Use: Access. Width: 20'; Approximate length: As shown on Exhibit B between Premises and the public road known as West Third Street over traveled ways. Use: Utilities. Width: 51; Approximate length: As shown on Exhibit B between the Leased Premises and suitable utility company service connection points. All utilities will be constructed underground. Lessor agrees to make such direct grants of easement as the utility cornpanies may require. Lessee shall, at its expense, separately meter charges for the consumption of electricity and other utilities associated with its use of the Leased Premises and shall timely pay all costs associated therewith. 12. RF interference. a. Non-interference by Lessee. The Wireless Telecommunication Antenna Facility shall be installed and operated in a manner which does not cause radio frequency interference (''RF interference") to the operations of any Protected User. "Protected User" shall mean any existing User or Lessee of the Leased Premises listed on Exhibit D attached hereto, which Lessor hereby warrants to Lessee is an accurate listing of the frequencies, orientation, placement, height, location, and description of all existing antenna(s), transmitters, receivers, or other radio or electronic transmitting or receiving equipment located on the Leased Premises. Lessee agrees to immediately cure any such RF interference caused to a Protected User by Lessee's equipment or. if such RF interference cannot immediately be cured, to temporarily reduce power or cease the 10 offending operations, if so demanded by Lessor on the ground of RF interference, until a cure at full power is achieved. b. Non-interference by Lessor. Lessor covenants to use Lessor's best efforts to protect Lessee from RF interference caused or potentially caused by subsequent Users or Lessees of the Leased Premises or changes in its use. Except for the Protected Users, Lessor, and its successors and Assignee, shall not use, allow or permit the Leased Premises to be used in any manner which will materially impair the use of the Wireless Telecommunication Antenna Facility hereafter erected or located upon the Leased Premises by Lessee or allow any use in any way as shall cause any destructive or conflicting interference with the radio, telephone, or communication signals to and from the facilities or equipment of Lessee, per FCC standards. If any harmful RF interference shall result from any such transmitters, equipment, antenna(s), or dishes permitted on the Leased Premises by Lessor, other than the Protected Users, to the facilities or equipment of Lessee installed on the Leased Premises, then Lessor shall immediately cause such transmitter, equipment, antenna or dish to be discontinued from operation until such interference is eliminated. If Lessor cannot eliminate such RF interference, Lessee may terminate this Lease in accordance with Section 20 herein 13. Monetary Default by Lessee. Lessee shall be in default of this Lease if Lessee fails to make payment of rent, or any other sums, when due and such failure continues for fifteen (15) days after Lessor notifies Lessee in writing of such failure. 14. Non -monetary Default. If one of the parties fails to comply with any non- monetary provision of this Lease which the other party claims to be a default hereof, the non -defaulting party shall serve written notice of such default upon the defaulting party, whereupon a grace period of 30 days shall commence to run during which the defaulting party shall undertake and diligently pursue a cure of the default. Such grace period shall automatically be extended for an additional thirty (30) days, provided the defaulting party makes a good faith showing that efforts toward a cure are continuing. 11 15. Cure or Termination by Lessor. a. In the event of any default of this Lease by Lessee, the Lessor may, following the expiration of any cure period provided herein and after giving notice, cure the default for, and at the expense of the Lessee. If Lessor is compelled to pay, or elects to pay, any SLIM of money or incurs any expense, the sums or expenses so paid by Lessor, with all interest, costs, and damages, shall be payable by Lessee within 30 days of receipt of invoice. b. If Lessor at any time fails to perform any of its obligations under this Lease or does not make repairs that are needed to protect the heath, safety, and welfare of the Lessee, Lessor or Lessor's other Lessees, Lessee shall have the right, but not the obligation, upon giving the Lessor at least two (2) days prior written notice of its election to do so to perform such obligations on behalf of and for the account of Lessor, and to take all necessary action to perform such obligations. Lessee's costs and expenses incurred in performing such obligations of Lessor shall promptly be reimbursed by Lessor. Additionally, in the event of default by Lessor that is not cured within the cure periods provided herein, Lessee may terminate this Lease upon written notice to Lessor and may seek any remedies provided at law or in equity. c. Subject to Paragraph 14, In the event of default of this Lease by Lessee, of if Lessee loses its FCC license for any reason, including, but not limited to, non -renewal, expiration, or cancellation, Lessor shall have the right, at its option, in addition to and not exclusive of any other remedy Lessor may have by operation of law, without any further demand or notice, to re-enter the Leased Premises and eject all persons therefrom, and terminate this Lease. Lessor shall give Lessee thirty (30) days notice of its exercise of its right of termination of this Lease. Such notice of termination shall be given to Lessee in writing by certified mail, return receipt requested, and shall be effective upon receipt of such notice. All prepaid rent payments received by Lessor from Lessee shall be retained by Lessor. Upon termination of this Lease, Lessee shall remove the Wireless Telecommunication Antenna Facility in accordance with Section 5(c) hereof. 16. Lessee's Conditions Precedent. This Lease and Lessee's obligations hereunder, including the obligations to pay rent, are expressly conditioned upon and subject to the following: 12 a. Lessee must receive alb necessary local, state, and federal governmental approvals and permits relating to Lessee's intended use of the Leased Premises; Lessor agrees to cooperate with Lessee in obtaining all such approvals and permits; Lessee's failure to actively pursue any necessary approval or permit shall not relieve Lessee of the implementation of the Term of the Agreement pursuant to section 3 of this Agreement. b. Lessee's technical reports must establish to Lessee's exclusive satisfaction that the Leased Premises are capable of being suitably engineered to accomplish Lessee's intended use of the Leased Premises; and c. Lessee's title insurer must determine that Lessor owns good and clear marketable title to the land underlying the Leased Premises, and that such title is free from encumbrances and restrictions which would interfere with Lessee's intended use of the Leased Premises or would impair Lessee's ability to pledge the leasehold estate as collateral to secure debt financing. 17. Abatement of Rent Pending Conditions. Lessee shall have no obligation to pay rent until all the Conditions Precedent have been satisfied or waived, and rent which would otherwise be due for the intervening tirne pending satisfaction of the Conditions Precedent is hereby excused and forgiven. 18. Option to Terminate. Lessee shall have the unilateral right to terminate this Lease at any time by giving at least three (3) months prior written notice to Lessor of Lessee's exercise of this option. Lessee shall not be entitled to any refund of the Rent upon such termination and Lessee shall pay Lessor a onetime termination fee in the amount of fifty percent (50%) of the annual rent for the year in which such termination occurs, which payment shall be sent to Lessor within 45 days following the termination of the Lease. Lessee shall remove the Wireless Telecommunication Antenna Facility in accordance with Section 5(c) herein. Such notice of termination shall be given to Lessor in writing by certified mail, return receipt requested, and shall be effective upon receipt of such notice. 19. Alteration. Damage or Destruction. If the Railing or Tower or any portion thereofis altered, damaged or destroyed, through no fault or negligence of Lessee, so as to 13 materially hinder effective use of the Wireless Telecommunication Antenna Facility, Lessee may elect to either operate a temporary telecommunications site on the premises until the tower is rebuilt or terminate this Lease, In such event, Lessee shall remove the Wireless Telecommunication Antenna Facility from the Leased Premises in accordance with Section 5(c), less any alteration, damage or destruction hindering effective use of the Vent Cap or Railing or Tower. This Lease and Lessee's obligations hereunder shall terminate upon Lessee's fulfillment of Section 5(c), at which time Lessee shall be entitled to reimbursement of any prepaid rent. 20. Condemnation In the event the Owned Premises are taken by eminent domain, this Lease shall terminate as of the date title to the Owned Premises vests in the condemning authority. In the event a portion of the Leased Premises is taken by eminent domain, either party shall have the right to terminate this Lease as of said date of title transfer, by giving thirty (30) days written notice to the other party. In the event of any taking under the power of eminent +domain, Lessee shall not be entitled to any portion of the reward paid for the taking and the Lessor shall receive full amount of such award. Lessee shall hereby expressly waive any right or claim to any portion thereof although all damages, whether awarded as compensation for diminution in value of the leasehold or to the fee of the Leased Premises, shall belong to Lessor. Lessee shall have the right to claim and recover from the condemning authority, but not from Lessor, such compensation as may be separately awarded or recoverable by Lessee on account of any and all damage to Lessee's business and any costs or expenses incurred by Lessee in moving/removing its equipment building, personal property, antenna, connecting cables, appurtenances, and other leasehold improvements. 21, Mutual indemnification a. Lessee's Indemnification. Unless resulting from negligent actions or omissions of, or willful misconduct of, Lessor, its employees, agents or contractors, Lessee agrees to hold Lessor, it's officers and employees, harmless and indemnify them, and, at Lessor's option, defend them from and against all liability, damages, losses, costs, causes of action, charges and expenses, including reasonable attorney fees, which they may sustain, incur or be liable for arising out of or related to Lessee's use or occupancy of the Leased Premises and its facilities. 14 b. Lessor's Indemnification. Unless resulting from negligent actions or omissions of, or willful misconduct of, Lessee, its employees, agents or contractors, Lessor agrees to hold Lessee, it's officers and employees, harmless and indemnify it, and, at Lessee's option, defend it from and against ail liability, damages, losses, costs, causes of action, charges and expenses, including reasonable attorney fees, which Lessee may sustain, incur or be liable for arising out of or related to Lessor's use or occupancy of the property and buildings of which the Leased Premises and the easement parcels are a part. 22. Insurance. Lessee shall provide such insurance as is required by the Insurance Schedule attached hereto (Exhibit E) . The limits of liability required to be maintained hereunder may be increased or decreased by mutual consent of the parties, which consent shall not be unreasonably withheld by either party in the event of any factors or occurrences including substantial increases in the level of jury verdicts or judgments or the passage of state or federal or other governmental regulations which would materially increase or decrease either partiesexposure to risk. 23. Environmental Warranty. Lessee agrees that it will not use, generate, store or dispose of any Hazardous Material on, under, about or within the Owned Premises in violation of any law or regulation. Lessor represents, warrants and agrees (1) that neither Lessor nor. to Lessor's knowiedge, any third party has used, generated, stored or disposed of, or permitted the use, generation, storage or disposal of, any Hazardous Material on, under, about or within the Owned Premises in violation of any law or regulation, and (2) that Lessor will not, and will not permit any third party to use, generate, store or dispose of any Hazardous Material on, under, about or within the Owned Premises in violation of any law or regulation. Lessor and Lessee each agree to defend, indemnify and hold harmless the other and the other's partners, affiliates, agents and employees against any and all losses, liabilities, claims and/or costs (including reasonable attorneys' fees and costs) arising from any breach of any representation, warranty or agreement contained in this paragraph. As used in this paragraph, "Hazardous Material" shall mean petroleum or any petroleum product, asbestos, any substance known by the State in which the Owned Premises is located to cause cancer and/or reproductive toxicity, and/or any substance, chemical or waste that 15 is identified as hazardous. toxic or dangerous in any applicable federal, state or local law or regulation. This paragraph shall survive the termination of this Lease. 24, Holding Over Any holding over after the period for removal provided in Section 5(c), shall be construed to be a tenancy from month to month at one hundred and twenty-five percent (125%) times the rents herein specified (prorated on a monthly basis) and shall otherwise be on the conditions herein specified, so far as applicable, 25. Subordination. Lessee agrees to subordinate this Lease to any mortgage or trust deed which may hereafter be placed on the Leased Premises, provided such mortgagee or trustee thereunder shall ensure to Lessee the right to possession of the Leased Premises and other rights granted to Lessee herein so long as Lessee is not in default beyond any applicable grace or cure period, such assurance to be in form reasonably satisfactory to Lessee. If requested by Lessee, Lessor agrees to use Lessor's best efforts to assist Lessee in obtaining from any holder of a security interest in the land underlying the Leased Premises a non -disturbance agreement in form reasonably satisfactory to Lessee. 26. Acceptance of Premises. By taking possession of the Leased Premises, Lessee accepts the Leased Premises in the condition existing as of the Commencement Date. Lessor makes no representation or warranty with respect to the condition of the Leased Premises and Lessor shall not be liable for any latent or patent defect in the Leased Premises, 27. Estoppel Certificate. Upon at least thirty (30) days prior written notice from Lessor, Lessee shall deliver to Lessor a written statement certifying that (i) the Lease is unmodified and in full force, or if the Lease has been modified, that the Lease is in full force as modified and the modifications are then identified; (ii) the dates to which rent and other charges have been paid; (iii) so far as the certifying party knows, Lessor is not in default under any provisions 16 of the Lease; and (iv) such other matters as Lessor may reasonably request 28. Notices. Ail notices and correspondence shall be sent to the following: To Lessor: City Manager City of Dubuque 50 W. 131b Street Dubuque, lA 52001-4845 To Lessee: Dubuque MSA Limited Partnership d/b/a Verizon Wireless Attn: Network Real Estate 180 Washington Valley Road Bedminster, New Jersey 07921 29. Assignment of Lease by Lessee. Lessee may not assign, or otherwise transfer all or any part of its interest in this Lease or in the Leased Premises without the prior written consent of Lessor, said consent not be unreasonably withheld, conditioned or delayed; provided, however, that Lessee may assign its interest to Lessee's principal, affiliates, subsidiaries of its principal or to any entity which acquires all or substantially all of LESSEE'S assets in the market defined by the Federal Communications Commission in which the Property is located by reason of a merger, acquisition or other business reorganization without the consent of Lessor. No change of stock ownership, partnership interest or control of Lessee or transfer upon partnership or corporate dissolution of Lessee shall constitute an assignment hereunder. Lessor may assign this Lease upon written notice to Lessee, subject to the assignee assuming all of Lessor's obligations herein, including but not limited to, those set forth in Paragraph 5 above. 30. Binding Effect. Ali of the covenants, conditions, and provisions of this Lease shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns. •17 31. Entire Adreement. This Lease constitutes the entire Agreement between the parties and supersedes any prior understandings or oral or written agreements between the parties respecting the within subject matter 32. Modifications, This Lease may not be modified, except iri writing signed by the party against whom such modification is sought to be enforced. 33. Non -Waiver, Failure of Lessor or Lessee to insist en strict performance of any of the conditions, covenants, terms or provisions of this Lease or to exercise any of its rights hereunder shall not waive such rights, but each party shall have the rights to enforce such rights at any time and take such action as might be lawful or authorized hereunder, either in law or equity. The receipt of any SLIM paid by one party to the other after a breach of this Lease shall not he deemed a waiver of such breach unless expressly set forth in writing. 34, Property Taxes and Fees. a. Lessee shall pay any taxes or fees assessed on, or any portion of such taxes or fees attributable to, the Wireless Telecommunication Antenna Facility. Lessor shall pay when due, or claim an appropriate exemption from, all real property taxes and all other fees and assessments attributable to the land underlying the Leased Premises, However, Lessee shall pay, as Additional Rent, any real property taxes or increase in real property taxes or fees levied against the Leased Premises which is directly attributable to Lessee's use of the Leased Premises or any Lessee improvements thereof, and Lessor agrees to furnish proof of such increase to Lessee. b. Lessor's requests to Lessee for contribution or reimbursement of property taxes should be addressed to the notice address provided in Section 28 herein. Al requests must be accompanied by a copy of Lessor's paid tax receipt. Lessee shall comply with requests for contribution by issuing a check for Lessee's proportionate share made payable to the tax collector. Lessee shall comply with requests for reimbursement by 18 issuing a check to Lessor, provided that a paid tax receipt accompanies such request. c. Lessee shall have the right, but not the obligation, to pay Lessor's real estate taxes on the underlying land if the same become delinquent, to ensure that Lessee's leasehold interest does not become extinguished. Lessee shall be entitled to take a credit against rent for the portion of Lessor's taxes which it was not Lessee's obligation to pay, as such amount shall reasonably be substantiated. 35. Headings. The headings of this Lease are for convenience only and shall not be considered as part of the Lease for purposes of construction of the terms and conditions hereof. 36. Miscellaneous a. Lessor and Lessee represent that each, respectively, has full right, power, and authority to execute this Lease. b. This Lease shall be construed in accordance with the laws of the State of Iowa. c. If any term of this Lease is found to be void or invalid, such invalidity shall not affect the remaining terms of this Lease, which shall continue in full force and effect. d. Lessor acknowledges that a Memorandum of Lease in the form annexed hereto as Exhibit F will be recorded by the Lessee in the official records of Dubuque County, iowa. e. In any case where the approval or consent of one party hereto is required, requested or otherwise to be given under this Lease, such party shall not unreasonably delay or otherwise withhold its approval or consent. f. All Riders and Exhibits annexed hereto form material parts of this Lease. g. This Lease may be executed in duplicate counterparts, each of which shall be deemed an original. 19 37. Tower Decommissioning and Removal. In the event Lessor shall decommission or remove the Tower from the Property, Lessor shall give Lessee 12 months prior written notice and (a) provide Lessee, at lessee's cost of relocation, with an alternative location of similar size and height on a separate tower located at the Property which must be fully compatible for Lessee's use, in Lessee's reasonable determination, and the parties shall amend the lease to document the alternative location, which amendment shall not include an increase in rent; or (b) permit Lessee to install, own and operate, at its sole cost and expense, a new communications tower at the Property and the parties shall amend this Lease to document the installation of the new Lessee tower, which amendment shall reduce rent by 50% so long as the installation of the Lessee tower does not restrict or conflict with Lessor's installation of its own communication tower on the site. Lessee shall be permitted to install a temporary communications tower at the Property until such time as the new Lessee tower is installed and the Lessee equipment is operational on the new Lessee Tower. Lessee shall comply with all applicable standards, statutes, ordinances in effect and Lessee shall communicate and coordinate with the Lessor all construction activities. In the event Lessee installs a new communications tower at the Property pursuant to Section 37(b) above and Lessee subleases the use of the new communications tower and Ground Space to a subtenant, then any such subtenant shall be required to pay directly to Lessor a sublease fee of $3,000 per year ("Sublease Fee") during the term of such sublease, which shall be increased annually by 3%. The Subtease Fee shall commence on the first day of the month following the effective date of the sublease. Failure by any subtenant to pay the Sublease Fee to Lessor shall not be considered a default by Lessee under this Lease. END OF AGREEMENT (Signature Page Follows Next) 20 Signature Page IN WITNESS WHEREOF, the parties hereto bind themselves to this Ground Lease as of the day and year first above written. Lessor: Lessee: THE CITY OF DUBUQUE. IOWA By: SOIJTHWESTCO WIRELESS, INC. d/b/a VERIZON WIRELESS 4V 4 Da6d T. Resnick, Mayor Pro Tem By: 14 ATTEST: Kevin/. Firnstahl, City Clerk es R. Martin (PrintrNarne. ecror =Network Field Engineering (Title) F:\Usersteck1e\LindahI\Agreementz\SuIhwestco-Verizon 3rd St 010518_dacx 21 EXHIBIT A LEGAL DESCRIPTION Lots 21, 22 and 23, Finley Home Addition to the City of Dubuque, Dubuque County, Iowa. and Lot 2 in Finley Home Addition No. 2, in the City of Dubuque, Dubuque County, Iowa. 22 EXHIBIT B SITE PLAN AND UTILITY EASEMENTS And EXHIBIT C WIRELESS TELECOMMUNICATIONS ANTENNA FACILITY PLANS 23 131.1 r CAIw j+l.a aq THE U,EJPL'S AS 9VTM 5N INS 5L7 OF 09111010S RLTrF aM(1.9PW FRAW PE ?Lr MfIVN NADA LE THE trapPAIIIN PROV E J 15 NOT MPUED NOR INTET19EO TO at TIS CC IPLETE MrOM1TORE a 11T0.1110 0.i Tres MEA R 0 111E i9RiRhC arra NESPOR$191177Y 10 'AMY 10[ L51rA1101I OF 6ii MIMES (WHETHER 011304 6R NOT) ANO PROTECT WEN TI MISS FROM ANT 0...$E slUsm m mN0cI rs YLTNrncs TONER ELEVATION ALL TENTER NFOPoN71CW $1111011 P3 FOO ■L1TTFLATNE Pltr'am stay AIW 11110 Dina 714%1 aft [023T)0. O'fg1E a sac EMU ND Iii' 1011. ThL 511UMS& 141EPRETE 01 ITC E WO TCA0Ji, TENTER TOLENOR Eno ANN AWC0414 WAITS. ri ><Xix 00.901447 $Ha TER verizon DBQ JULIEN NEW SITE BUILD VICINITY MAP y L \ 9 1 I .: 1' 1. • [ ,w I 4t f .4r. 1. '•\ 11 1 • , 4 r'" 1 AERIAL VIET 1 GENERAL LOCATION MAP ECTF4111 ClaCaal.5 24 PROJECT SRT Nur• QF10 1l9},V5 26747 REHM 1720 L sIRCLT 01.0.444 10144 5200!VERUOTI 10011FS8 10901 OUL51 WE KAP 91.O0MOIFFb16 TQIN66rA 551111 WORM 1a[5 00977 lixaa K- PHONE; 560-11411-4750 911 4Y 93.1'737 TT Enda 1155 54105 1151-946-0119 INFORMATION nJe 0311 55OR70 pN7II0100. 51111011 11M0 02171 Carram STL4E 0114 0 50 74- aTideI PM7N011 Er E6.1-6110-45711 Lamim 4 472r u 04'2 111) fpr5:MQ nTVAlrU1• 677.7 HI]. {NAJQ605 ESTLEEELOgaraaN: MIS! 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EMew ma NOM D13Q JULIEN 265767 OVERALL SITE PLAN 27 ENLARGED EITE PLAN 28 1, verizvn' •X1.171 mwLPT' M tt 1piZatk Soi, 706 Ea - 4 a.�avaa.wn,.,aex6 a„a.9is�rpoo -oc 91:43e471! ss4 '.colli:WIPOITILCNbaec .n ~cowmanMt W&.J,„,g,la. cr'"”' aauwaa,meq [ 7411TMig.../ illablergi.igint..1 oplusw yFlo eurnae 1.}..."11.}..."11•1.}..."11•4.11,1ww E, uryparrer.eaWS,..km WS. 4Y .. rtrinem.9.1AMV0.w1av kv 1wn1413 . +. _ FR, *= 1 er =az arsmr•nm. r M.ums� .�� ■a aE., .,! 1 == I. rt LSDU?4 W, 3RDBU.QUE.OWA111m k'.r 5_461 &WEI u.it1i, 41µ ENLARGED STTE PLAN 265767 11`.1[A -lam r SEMI 7 2.41.11.1 II 34F 1.1 12- 2.1 ua 14 24 26 2J 8.1 7.7 4.1 42 13 4.4 43 4 1.f 13 2.1 2.2 2.3 2.4 12 27 .� 2.6 7E3 110' ax 4.1 42 114 +� 114 1)111 1x1 4.4 4.3 42. 735 1 1 I 122 I 2.1 22 1X ifl 2ZS 12 n 471 1 4.1 Tr4,iRJ 4.7 ;1 4J ' 411 E6 1483PORED MINA KEY KAM I L131041 103 I D6' 127 1116' 4. 7 PROPOSED 700 Fb1LFJ: £SJ fi;1111iL 657 PCS PGS PCS PL$ 700 1071041 K 800-1086175131% WREN 600-1071815% 16941 166-10454078 600-10736A71K 4411#-94 000-1 0868.51 512637I 806-10710591 K 14141160 600-1116605014 WIRER 600-11T16N71l) 600-106601076 800-107301011( 600-10660.51* 1 2.411 1124 1 KATIRp1 760 %1140[ 856 FihR{ 650 ABSAPS l615 7.46 300 702 1JILF1 1351. 1u1I,iE 856 PCS PCS PCS PCS De. 740 1E 160 116' S 91' 122' 111' 4 - TOO TOO 160 94' bxn51 ADS 019 ASS 009 790 7110 i!.YE 1152 F !LR{ 450, 160 430 118' C Be' 122' 118' s 189 1E0 118' a PCS PCS 790 E6' 177 300 ROUX 655 '11:114 Ail 415 180 SBD 116' 6' 465 4 FRS P PROP65ED 24:400,15 Nt0 01114E 2EID-1y411 I7T IS PROF6SED Alai USE Et * (r 12.7 .1 QM TrprsosavotTED I woo. 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WOES I 0160421 ELM 60 411660 1411 051. 1808 _KNEEN LOSER 6UPPER 160111 OMr. SO= SE11RUt 116660 W11 SSE. 86x k RER S {f 14 PROPOSED 14E40 6621 ,648)E8 (105 1191 113 11105 S{1g6D 1451 J810li 1064 OELY TO 4240 SVE. 1.4,M11 RAVES K10148 Eat AAPS (Dsr DON 113 RPM DEEM RAI JUM'tR (1P14R 16411 Cu- 007E 111 R411 PROP4 10 1 10423544 410 813417 PROMO ' ERICESONVIRLISS2 82 00040900 07170051.0 - 42 610511 481 4 POS 1 2.4000 42 1 666 P10441s D PIIOPOSEO 1 f 711/01105 813442 'PAORRED 1148 166110)1 P14414 HMV 6041 J'JMIER (UPPER 14+48 OST SRI 10 Foal) PROPOSED 41004)3 481 ARM OPER 16411 484 100 10 0914 640403{11 S,1L SEISED POEM 86010 11181 JUMPED (LEPER W91 DIST 8O* 7O FIRES 640648 RRtt 168)14t (DST 900 10 6840 ZS. 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Tl Fee 013238.7413 1ssc Om. Gra ..1211 1. re,lisast,tidei. [1..414.71.1011ii Apt.TP..14e, 0.Pw�ww•,m .1.r.,>. .ue e"4.e.1AP4 nOiQe rotes, ' r RS4T�OON DBQ JT]LIEN. 265767 P,PN eeeI22 111111 MD W. 91i0Si12EE1' DU2U@13E,IOWA 52001 IIII DETAILS (2 OF 2) eLLe��yT.E} nMWf[ 12 1-- s- . .•F if I S 11 I I i fay.; ; V V 1 Ilf WANE POImati EFF COMM Mut , r p�11 1 411111111.0 �1I 411 11 +1 S.L�uae-�` 4ap-}ril _ r Ic efwx�u�r (IGq ��I� �.Wan Vol 1 1 ■ , mak. //A/ �� ' �.• i 1 1 '1 > I mea ROarL ""`wD es are � t�� / _``r 1 �, glTt cATIFADIAL.. MALL KR 224244TMnrs ,,/ / { / ata 1 s ' UM BRIT 2-1.2 FOR 14.12447 I f/f // !/t+(� ` ../ / ' , MEM AL AMMO I o/f ,f ,. ff I.su uauaz uo-r, ' N.r�E acar�o rwn . -.YY 6'-0'+' 1 I 1 6anRaEn4swwluu �fr�r mer r -- 0 - I r COIiSrAM1Lm1 IOW . ff. 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S TRATC4 FEN075 MALL HE 14W071E) PdncerAL7 FEW 1X44.73 AND FOR 114E MOUNT OF SEDOE4AHOM 54bl74 115 i0C SFRA4ED. 1 4304. Cr SE77111E47 M.L. BE REMISS MIE74 IF BEACHES 1/2 FE7477 HO70•. 3 1ETAC4MFNt 1117FAeg0 70 BE 43 AOTO41144X WITH THE 2sAttFASIORSIFS RES411420411040. 4. 5117 1£121210 1D BE MED 47 A4 MOS OF E42.4•7017. FACE KW 47 /S-20 4C 227 917 7010 �00MF711110440 24 .� L 0LT FsussisL es E 2454 A 0 SILT FENCE DUN( tra 3£5741 1410111 ■ t4'7L�y5T37 Ie•1/4, 113114 t01(10440 1N107 PR(41( m 0427211 rZSIMPTEbb 1A /141 01012 a' n..wx.rW r.. EtP. veiizon 7Paa 104101#54 d Sub 32 4 4 DnAIePaEK ,aa,a 94117&7702 ssc F* 077479.7771 1_41..,14xarc,, e .•WAE4GL.EN00Rtl4 r 4ww*0fl .40 U..404W./. [6400,66110047: 11.11111.1,111.1TIMIZIAM711.1.1"1.1...Werjew .. tali Mr4=11=.2 Pt, rigt5 . x.1..11"4 Ma PM at xi 4 swas 41was IMO 10t Nb - 1x411[ m Sew Si IMF DIQ 7ULIEN 265700 1�4,Go00172 VIII 11,52 W. 3RD STREET T DUSUQUT0, IOWA 1121>t71 G. ... I -WALKWAY RF.PLACI;5WW 84 SIM DETAIL 5.,.. 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IOWA 5"b41 ' .as rrter.,rna UTILITY PLAN l.�0aE_ 1 1 1. ALL ILIMItwa raiz sw.l BOOM. m rmaraere l Cr Ter wore. BLEcorr-ei_ cur 43 loam remomeo- i ALL MAIM MOW MOND WOO SPOIL 1E MO O6L4W4IIr7 SIU VC* MO ill arrow AMCcoolie moor 31tr1L or r1 AMMO Mew (1 T1 LIIAM Cnforr15i so= or Pdlr".Cm 601:01607.0CONLlpr MAL >f.'1D1 M PWC MEM RCEA [ MOOED OR A3 ne:WM By mew. MireIxllrP73rr. ALL UND111040134o s LFr WINDING MS. 4. F1.1 MONO ! DM= TSP K L1MR31 N1D BEIBILED Nr GOEAWt neer oraR uama 4Tr1E7agr F ecei). GENERAL NOTES MOM ❑j CRCJhp 733 -9I4' x165 X ur Item Ca:PPOrr W 4 7Fftt . OFOLTO 7pp ID V S #' PIC cconrr 71BCUui8 clnc( 1tllC 9eoPassu WtfY TPM3rc+e1tA - \—'J' ccoiouR a rll.LA Rai_ Mow RIM rCeeMAC330 CfROMR , JI 12 1:000.443 morPA. MAMBA BABA wan On= NLVBCR OF wRil 31 rreC to !Y A DOTER C1771,650n11 6EN 14 _17nrY1 AworaTorie or cO eer;-1 Sidor 6P5VNo Maw BREAKER [soil IITrm p1 snorter) keroi plC TNRrJrei row+ Inure OVEN ELECTRICAL STIASOLS Wrier. of MVP 51[LTFar 1324131 C1.0 onvirliNt r Opepuri ar F13UIF ECR MAO OOHAN r ct4 J1r 111111 F1HHa. rrearACTOr plea LOCAL 71eFR�COMPArAmwlrrnvll xA1 porouir FM ABACI( suss sai eo uwf' g040 Ica w1 4 • FILM POOL lEureun. co oronoo W77 LOCAL ELECTRICAL RISER DIAGRAAi rn —Y colay>67[,� s c a3loF MLR MEN 4RNE[ R r Oxerur (OIs[ 5rs3 eA Loam Ram BDa COMMIT 4er AN KUMr 7 OE - WP MM Mm nem_ rqA cv7O Ulu mu FNor P41I31111 NTL au1PfN4 13141 5 Y 5BRO C£ Loop_ WAFT 'MI 60cN. dear 00. 41 V4'ou.X4D-C' r--1 momK I + I 1imeK PROMO mitr* Vwdsnoithem rACIrrop BMA OMR IPXNEr 91E13 ONE—UNE INACRM Ploy TIe ccommATCM 444: IIWOWLeriArn 41104Orro 0 004014T37 IO 3{s/a 2.0 43/4 1BAO. XC H 9diui lAcireOmf Perot Fna Cr IwireCrUror nom C133344011 e F11011ra51 m1 14 zaco. BA lraralls 12934 Al! 2141 IrrETa= LAID otrun PRIX i 331 AM. a 'so. (23003 M5 Mon.= Er sn1r1L INV PIVANT UM= LC1794. MOO; Arrot Faroe CIRCUIT SCHIDULE • 2 ".W ^4'RIA.0rer - verizon ►� 4K44Mee ICZA3Mrd Sir 3CO 'i a,aan Pa 1lm didOPF .9131714B1 -7-Y g� alAl2iffi.7777 �c �Im91EM04.064..41,0,10,10 .. .121 11%/1 APwrerc :Mat * MrYrrr.4....Mvr to m ANt illfrilrrig.4.WIVIert.rtirliSett 7WTC„eOd.7mre 11.=4'KM2,./”.==he riPfttint. AM -Mt. MMM.. M .tmtt.n.a..MMr aallYsaµ` I :rr-w.nn0l ren ea m Iia lam WEI 1a Clo mil mi aro T •7; i i Ea 1M rr+ Mgr rat DBQ IEJUEN Vit FOO F .. 11 (y+sw.MR13STREET DUBUQUE. IOWA 52[31 rL.4 la sx..-,...... ELECTRICAL DETAILS r. 7 i a-Errhoec. E- 26+5767 AA Ha= L 2,(r ",°2--0ar' es°Cis. normMOM o OALL ORWIO KAM 41174t u i 711214 SIE swim MC i'InnO SHE 9L'T711/ TOM7a7 sro . MK A 1/Y me 040 s;R.K AT1AA1 PM 70 47MLSE11 1761/ f9R MiII.TER FOkomOmi 71111 -C" 71.7773. C747771 sol. U. MT !1417 MIME PYP. 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DI3Q JU LIEN Z0767 • app • wE Es?S . sun STREET �� DUBUQUE,IOWA [stE7Lt_131 52001 ^_CGi GROLINDINC; EXHIBIT D PROTECTED USERS Companies on the tower include: • lowa Wireless Service * AT&T • U.S. Cellular • City of Dubuque * Dubuque County Emergency Management 43 EXHIBIT E CITY OF DUBUQUE INSURANCE SCHEDULE A 44 City of Dubuque Insurance Requirements for Lessees of City Properly and Right of Way Licensees or Permittees INSURANCE SCHEDULE A shall fumish a signed certificate of insurance to the City of Dubuque, Iowa for the coverage required in Exhibit I prior to the lease, license, or permit commencenrenL All lessees of City property and right of way licensees or pemnittees shall submit an updated certificate annually. Each certificate shall be prepared on the most current ACORD form approved by the Iowa Insurance Division or an equivalent_ Each certificate shall include a statement under Description of Operations as to why the certificate was issued_ Eg: Project # or lease of premises at or constriction of or right of way permitted location and description 2_ All policies of insurance required hereunder shalt be with an insurer authorized to do business in Iowa and all insurers shall have a rating of A or better in the current A.M. Best's Rating Guide. 3. Each certificate shall be furnished to the Department of the City of Dubuque. 4. The lessee, licensee, or permittee shall be required to carry the minimum coverageffimits, or greater if required by law or other legal agreement, in Exhibit I. Failure to provide the required minimum coverage shall not be deemed a waiver of such requirements by the City of Dubuque. 5. Failure to obtain or maintain the required insurance shaft be considered a material breach of the lease, license, or permit. fi. All required endorsements shall be attached to certificate. 7_ Whenever a specific ISO form is referenced the current edition of the form must be used unieys an equivalent form is approved by the Finance Director_ The lessee, licensee, or permittee must identify and fist in writing all deviations and exclusions from the ISO form_ If lessee's, licensee's, or permittee's limits of liability are higher than the required minimum limits then the lessee's, licensee's, or penmittee's frmils shall be this agreement's required limits. 9. Lessee, licensee, or permittee shall require all subcontractors and sub -subcontractors to obtain and maintain during the performance of work insurance for the coverages described in this Insurance Schedule and shall obtain certificates of insurance from all such subcontractors and sub -subcontractors_ Lessee, licensee, or permittee agrees that it shall be liable for the failure of a subcontractor and sub -subcontractor be obtain and maintain such coverage. The City may request a copy of such certificates from the lessee, licensee, or permittee. Page 1 of 4 Schedule A Lessees Of City Property Right Of Way Licensees or Permittees November 2011 45 City of Dubuque Insurance Requirements for Lessees of City Property and Right of Way Licensees or Permittees INSURANCE SCHEDULE A (Continued) EXHIBil I A) COMMERCIAL GENERAL LIABILITY General Aggregate Limit $2,000,000 Products -Completed Operations Aggregate Limit $1,000,000 Personal and Advertising Injury Limit $1,000,000 Each Occurrence $1,000,000 Fire Damage Limit (any one occurrence) $50,000 Medical Payments 55,000 1) Coverage shall be written on an occurrence, not claims made, Form. The general liability coverage shall be written in accord with ISO form CG0001 or business owners tom, BP0002. All deviations from the standard ISO commercial general liability form CG 0001, or Business owners form BP 0002, shall be clearly identified. 2) Include ISO endorsement form CG 25 44 "Designated Location(s) General Aggregate Limit' 3) Include endorsement indicating that coverage is primary and non-contributory_ 4) Include Preservation of Governmental Immunities Endorsement (Sample attached). 5) Include additional insured endorsement for: The City of Dubuque, including all its elected and appointed officials, all its employees and volunteers, all its boards, commissions andfor authorities and their board members, employees and volunteers_ Use ISO form CG 20 10 (Ongoing operations) or its equivalent_ 6) If lessee, licensee, or permittee utilizea Trikkes or Segways in the conduct of business, include an endorsement reflecting that these vehicles are not excluded from Commercial General Liability coverage. B) WORKERS' COMPENSATION & EMPLOYERS LIABILITY Statutory benefits covering all employees injured on the job by accident or disease as prescribed by lowa Code Chapter 85 as amended. Coverage A Coverage B Statutory—State of Iowa Employers Liability Each Accident 5100,000 Each Employee -Disease $100,000 Policy Limit -Disease 5500,000 Policy shall include Waiver of Right to Recover from Others endorsement Noneiection of Workers' Compensation or Employers' Liability Coverage under Iowa Code sec_ 87.22 yes forst attached INSURANCE SCHEDULE A (Continued) Page 2 of 4 Schedule A Lessees Of City Property; Right Of Way Licensees or Permittees November 2017 46 City of Dubuque Insurance Requirements for Lessees of City Property and Right of Way Licensees or Permittees CI ENVIRONMENTAL IMPAIRMENT LIABILITY OR POLLUTION LIABILITY Coverage required: _yes _ no Pollution liability coverage shati be required if the lessee, contracting party, or permittee has arty pollution exposure for abatement of hazardous or contaminated materials including, but not limited to, petroleum products, the removal of lead, asbestos, or PCBs. Pollution product and completed operations coverage shall also be covered. Each occurrence Policy Aggregate $2,000,OD0 $4,00,000 1) Policy to include job site and transportation coverage. 2) Include additional insured for The City of Dubuque, including all its elected and appointed officials, all its employees and volunteers, all its boards, commissions andlor authorities and their board members, employees and volunteers_ Use !SO form CG 2010. (Ongoing operations) as stated in A(6) above or Its equivalent 3) Include Preservation of Governmental Immunities Endorsement_ 4) Provide evidence of coverage for 5 years after completion of project_ Ilj PROPERTY INSURANCE REQUIRED BY LEASE, LICENSE, OR PERMIT yes no Evidence of property coverage provided: , yes Included the City of Dubuque as Lender Loss Payable. E) RIGHT-OF-WAY WORK ONLY: U MBRELLAIEXC ESS $1,000,000 no Umbrella/excess liability coverage must be at bast following form with the underlying policies included herein. Page 3 of 4 Schedule A Lessees Of City Property; Right Of Way Lioensees ar Permittees Navemter 2017 47 City of Dubuque insurance Requirements for Lessees of City Property and Right of Way Licensees or Permittees PRESERVATION OF GOVERNMENTAL IMMUNITIES ENDORSEMENT 1. Nonwaiver of Governmental Immunity. The insurer expressly agrees and states that the purchase of this policy and the including of the City of Dubuque, lows as an Additional Insured does not waive any of the defenses of governmental immunity available to the City of Dubuque, Iowa under Code of Iowa Section 670.4 as it is now exists and as it may be amended from time to time. 2_ Claims Coverage. The insurer further agrees that this policy of insurance shall cover only those claims not subject to the defense of governmental immunity under the Code of Iowa Section 1370.4 as it now exists and as it may be amended from time to time_ Those claims not subject to Code of Iowa Section 670.4 shall be covered by the tern3s and conditions of this insurance poky. 3_ Assertion of Government Immunity. The City of Dubuque, Iowa shall be responsible for asserting any defense of governmental immunity, and may do so at any time and shall do so upon the timely written request of the insurer_ 4_ Non -Denial of Coveraoe_ The insurer shall not deny coverage under this policy and the insurer shall not deny any of the rights and benefits accruing to the City of Dubuque, Iowa under this policy for reasons of governmental immunity unless and unW a court of competent jurisdiction has ruled in favor of the defense(s) of governmental immunity asserted by the City of Dubuque, Iowa_ No Other Change in Raticy,The above preservation of governmental immunities shall not otherwise change or alter the coverage available under the policy. SPECIMEN (DEPARTMENT MANAGER: FILL IN ALL BLANKS AND CHECK BOXES) Page 4 of 4 ScheduW_ A Lessees fit City Property, Right Of Licensees or Permittees Novernbsr 2017 48 EXHIBIT F MEMORANDUM OF WATER TOWER AND GROUND SPACE LEASE 49 Prepared by and upon recording Please return to: Ginsberg Jacobs LLC 300 South Wacker Drive Suite 2750 Chicago, Illinois 60606 Attn: Steven F. Ginsberg, Esq. (Site Name: DBQC Julien) MEMORANDUM OF WATER TOWER & GROUND SPACE LEASE This Memorandum of WATER TOWER & GROUND SPACE LEASE is made this day of , 2Q, between by and between THE CITY OF DUBUQUE, IOWA, acting by and through its City Manager, whose address is 50 W. 13th Street, Dubuque, IA 52001-4845, hereinafter referred to as "Lessor", and Southwestco Wireless Inc. d/b/a Verizon Wireless, having an address at One Verizon Way, Mail Stop 4AW 100, Basking Ridge, New Jersey 07920 (telephone number 866-862-4404), hereinafter referred to as "Lessee". LESSOR and LESSEE entered into a Water Tower & Ground Space Lease (the "Agreement') on , 20 for an initial term of five (5) years, commencing on the Commencement Date. The Agreement shall automatically be extended for three (3) additional five (5) year terms (each a "Renewal Term") unless: (a) Lessee delivers written notice to Lessor not less than 90 days prior to the end of the then current term that Lessee does not intend to renew the lease; or (b) Lessor delivers written notice to Lessee not less than 90 days prior to the end of the second Renewal Term or the end of each Renewal Term thereafter that Lessor does not intend to renew the lease. 2. Lessor owns the property as further described on Exhibit A attached hereto ("Owned Premises"). Lessor leases to Lessee and Lessee leases from Lessor a portion of the Owned Premises, consisting of (i) space on the Tower, (ii) 360 square feet of ground space below, or adjacent to, the Tower to place its equipment shelter, and (iii) easements for ingress/egress and utilities as shown on the Site Plan/Legal Description attached as Exhibit 8 (collectively, the "Leased Premises"). Lessee intends to locate its antenna on the Tower as more fully described on the attached Exhibit C. 50 The Commencement Date of the Agreement, of which this is a Memorandum, is set forth in the Agreement. 4. The terms, covenants and provisions of the Agreement, the terms of which are hereby incorporated by reference into this Memorandum, shall extend to and be binding upon the respective executors, administrators, heirs, successors and assigns of LESSOR and LESSEE. IN WITNESS WHEREOF, the parties hereto bind themselves to this Ground Lease as of the day and year first above written. Lessor: The City of Dubuque, Iowa ATTEST: By: By: David T, Resnick. Kevin S. Firnstahl Mayor Pro Tem City Clerk Lessee: Southwestco Wireless, Inc. d/b/a Verizon Wireless By: Printed: Title: Date: 51 STATE OF COUNTY OF ACKNOWLEDGEMENTS ss. LESSOR ACKNOWLEDGEMENT 1, , a Notary Public for said County and State, do hereby certify that personally came before me this day and acknowledged that he executed the foregoing Memorandum of Water Tower & Ground Space Lease as his own act and deed. WITNESS my hand and official Notarial Seal, this day of 201_ My Commission Expires: 52 Notary Public STATE OF COUNTY OF } } ss. LESSEE ACKNOWLEDGEMENT On this day of , 201, before me, , the undersigned Notary Public, duly commissions and sworn, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the of Southwestco Wireless, Inc. d/b/a Verizon Wireless, the person whose name is subscribed to the within instrument and acknowledged to me that she executed the same in her authorized capacity, and that by her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official Notarial Seal, this day of , 201 My Commission Expires: 53 Notary Public EXHIBIT A LEGAL DESCRIPTION Lots 21, 22 and 23, Finley Home Addition to the City of Dubuque, Dubuque County, Iowa. and Lot 2 in Finley Home Addition No. 2, in the City of Dubuque, Dubuque County, Iowa. 54 EXHIBIT B SITE PLAN AND UTILITY EASEMENTS And EXHIBIT C WIRELESS TELECOMMUNICATIONS ANTENNA FACILITY PLANS 55 8 a it 110 Altr f 1 z 184 E O G'. 2 _ F g� 'a f -`z W M 3 is w h r A na per. z g 14 61 140 E 0 h 17 22 0 N r lx1 RiOn 14 Mr}l rr 61016 114 01 coo gal P 61 >Cp><NIICII CII>CIIN P1 Va .0-Fii INbl anti :!p Al xvLLidAr L k 11 h C SITE SURVEY F s �Eu A A • C3 'tl y , r h�4E.L'it if rI +,' IA 4 pp s 8 a I, .k !a 73 :a a 1 4C V • as t.. kiD t'i 2. 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