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HomeMy WebLinkAboutResolution - 2019-R0175 - Lease Agreement With T-Mobile West - 2215 35Th Street - 05/28/2019 Resolution No. 2019-RO175 Item No. 6.4 May 28, 2019 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and on behalf of the City of Lubbock, a Lease Agreement by and between the City of Lubbock and T-Mobile West, LLC, a Delaware limited liability company for the lease of property located at 2215 35th Street, Lubbock, TX, and related documents. Said Lease Agreement is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council on May 2.8.,2D-19-- DANIEL $,2919-DANIEL M. POPE, MAYOR ATTEST: Reb cca Garza, City Secretary APPROVED AS TO CONTENT: Jesica McMchern, Assistant City Manager APPROVED AS TO FORM: elli Leisure, Assistant City Attorney ccdocs/RES.Lease Agrmt-T-Mobile West 35'1' St 03.13.19 Resolution No. 2019-RO175 Lessee Site Name: DA02788A STATE OF TEXAS § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF LUBBOCK § LEASE AGREEMENT THIS LEASE AGREEMENT (this "Lease" or this "Agreement") is entered into on the 2S_lh day of Mav ,2019 by the City of Lubbock(referred to herein as "Lessor"), a Home Rule Municipality of Lubbock County, Texas, and T-Mobile West LLC, a Delaware limited liability company(referred to herein as "Lessee"). WITNESETH: WHEREAS, Lessor owns,controls,and operates a parcel of land ,and owns and operates a water tower located thereon in the City of Lubbock, County of Lubbock, State of Texas, (hereinafter the Tower and Land are collectively referred to as the"Property"); and WHEREAS, Lessee desires to lease a portion of the Property for the purpose of providing telecommunication services. NOW THEREFORE, for and in consideration of the mutual promises, covenants, terms and conditions, both general and special, as hereinafter set forth, Lessor hereby grants to Lessee the non-exclusive rights and privileges hereinafter described and, Lessee agrees to accept the duties, responsibilities and obligations as hereinafter set forth. ARTICLE ONE LEASE OF DESCRIBED PREMISES: Lessor, upon mutual execution of this Lease,does lease and demise to Lessee, upon the terms and conditions contained herein,the following portion of Property (the"Leased Premises"): Lessee Site Name: Property located at 2215 3511' Street Lubbock, Texas. The Leased Premises being more particularly described and illustrated in Exhibit"A",which is attached hereto and made part hereof for all purposes. ARTICLE TWO TERM: The term of this Lease shall be for ten (10) years and shall begin upon execution of this Lease. Lessor and Lessee acknowledge that Lessee installed equipment on the Leased Premises under a prior lease agreement dated January 8, 2004 between Lessor and Lessee's predecessor in interest ("Prior Agreement"). Any rent paid under the Prior Agreement in excess of that owed, shall be applied as a credit under this Lease, upon written evidence by Lessee to Lessor of said credit due. The Prior Agreement shall be deemed terminated upon execution of this Lease. ARTICLE THREE USE OF PROPERTY: The Lessee is granted for the stated term, and for no other purpose, a non-exclusive privilege of installing,maintaining,repairing,replacing,removing,and operating radio and related communications facilities, including: utility lines, transmission lines, and equipment shelter or cabinet,electronic equipment,radio transmitting,and receiving antennas and supporting structures in connection with the provision of telecommunications services(hereinafter collectively referred to as"Lessee's Facilities"). Page 2 of 20 Lessee Site Name: ARTICLE FOUR RENTALS AND PLACE OF PAYMENT: A. RENTAL 1. Monthly Rents Due: The Lessee shall pay to the Lessor as rental an annual license fee, initially in the amount of thirty-seven thousand ($37, 000.00), which amount will increase three percent (3%) annually throughout the term. This fee shall be for nine (9) antennas and associated components for functionally. If the Lessee desires to increase the amount of antennas, Lessee may have up to twelve (12), then the annual rate will be thirty-seven thousand dollars ($37,000.00) plus an additional three thousand five hundred dollars ($3,500) for each additional set of three antennas for each year during the term thereof, plus three percent (3%) annual increase throughout the tenn of the Lease. The maximum amount of antennas installed on any one Lessor-owned Property will be twelve (12)antennas by any telecommunications provider. 2.Fees for Amendment: Submittals for the proposed amendments once a lease has been established will be one thousand dollars($1,000.00)due upon submission of any and all amendments to the current, agreed Lease. All wireless equipment upgrade submittals will require a fee of seven hundred and fifty dollars ($750.00)due up submission of all the paperwork, plans, and specifications for the proposed improvements. If the upgrades require and amendment in addition to the equipment upgrades then a fee of one thousand dollars($1,000.00) will be collected upon submission. B. PAYMENT All payments that become due and payable by the Lessee under this Agreement shall be mailed to the Lessor at the following: Page 3 of 20 Lessee Site Name: Office of the Managing Director Engineering, P.O. Box 2000 Lubbock,Texas 79157 For any late payment, Lessee shall pay Lessor, after ten (10) days notice, a late payment charge of ten percent (10%)of the total amount of rental payable. ARTICLE FIVE 013LIGATIONS OF THE CITY: A. CLEAR TITLE The Lessor covenants and agrees that upon execution of this Lease, Lessor is owner of the Leased Property and has good title, free and clear of all liens and encumbrances having priority over this Lease, and that the Lessor has full right and authority to lease the Property described in this Agreement. B. CONDITIONS AND MAINTENANCE OF LEASED PREMISES The Lessor shall assume responsibility for the condition of the Leased Premises and shall assume responsibility for maintenance, upkeep, or repairs necessary to keep the Leased Premises in a safe and serviceable condition. ARTICLE SIX OBLIGATION OF LESSEE: A. LESSEE'S AUTHORITY Lessee warrants that it has full authority to enter into and perform this Lease. B. NET LEASE This Lease shall be without cost to the Lessor for the installation,maintenance and removal of Lessee's Facilities. It shall be the sole responsibility of the Lessee to keep, maintain, repair, Page 4 of 20 Lessee Site Name: and operate the Lessee's equipment, and all improvements and Facilities placed on the Leased Premises be at Lessee's sole cost and expense. Lessor shall maintain the water tank upon the Leased Premises. C. MAINTENANCE The Lessee shall,at its own expense, provide maintenance for all the Lessee's Facilities. D. REMOVAL OF LESSEE'S PROPERTY AT REQUEST OF LESSOR FOR TEMPORARY RELOCATION The Lessee upon request of Lessor, shall, at its own expense, temporarily remove its property from the Leased Premises when, in the sole discretion of Lessor,such temporary removal is necessary for repair,maintenance,or painting of the Leased Premises by the Lessor. In the event of Lessor's maintenance that would require Lessee to remove equipment from the tower, or in the case of Lessee's Facility being damaged in a manner that results in loss of service for forty-eight (48)consecutive hours, Lessor hereby grants Lessee a portion of the Property upon which Lessee may temporarily locate and operate in compliance with all applicable laws, rules and regulations includinb, without limitation, all rules and regulations of the Federal Communications Commission, a COW (Cell on Wheels) at a location which is mutually acceptable to Lessor and Lessee. In the event of temporary relocation, Lessor hereby grants Lessee a non-exclusive easement for ingress, egress and utilities over the real property; provided that all utility lines and necessary appurtenances are removed within forty-eight (48) hours of Lessee's service being restored to Leased Premises and the Property is restored to a condition at least equal to that prior to the temporary relocation. Page 5 oP20 Lessee Site Name: E. PROPERTY PERMANENTLY AFFIXED TO PROPERTY Any property belonging to Lessee which becomes permanently attached to the Leased Premises shall become the property of the Lessor upon termination of this Lease, whether upon expiration of the initial term, any extension thereof,or earlier under any provision of this Lease. Title to Lessee's Facilities shall remain with Lessee as same shall not be deemed fixtures but rather personal property of Lessee. To the fullest extent permitted bylaw, Lessor does hereby waive any and all liens and security interest, in and to Lessee's Facilities whether arising under statute, common law, contract or otherwise, located in, upon or about the Property. Lessee or the holders of purchase money security interests in and to Lessee's Facilities shall be granted access to the Property for removal at any time during the term or subsequent to the expiration of this Lease Agreement for the removal of same without the need to recourse to legal proceedings. F. UTILITIES Lessee shall draw electricity by sub-meter and other utilities from the existing utilities on the Property or obtain,at its sole cost and expense,separate utility service from any utility company that will provide service to the Property. Any easement necessary for such power or other utilities will be at a location acceptable to City and the servicing utility company. Lessee shall have the right to install an emergency gasoline, butane, diesel or other fuel-powered generator(s) on the Property, at Lessee's sole costs and expense, and Lessee covenants that such installation and use shall be in compliance with any applicable federal, state or local environmental, health, fire, community awareness, safety laws, or other applicable laws or regulations, now or hereafter enacted or promulgated by any governmental authority or court ruling having,jurisdiction over the Property, including, without limitation, any applicable guidelines promulgated by the Environmental Protection Agency. Lessee agrees that it will reimburse Lessor for any increase in Page 6 of 20 Lessee Site Name: Lessor's insurance premiums directly attributable to any such installation or use by Lessee. The Lessee shall assume and pay for all costs or charges for metered utility services provided to Lessee during the initial tern hereof, and any subsequent extension. Following the initial installation of the Lessee's Facilities, Lessee agrees not to install any equipment on the Property or change the frequency, power, or type of its existing equipment on the Property without first submitting to Lessor a written proposal regarding the proposed configuration and obtaining the written consent of Lessor,which consent shall not be unreasonably withheld, delayed, or conditioned if: (i) The proposed installation or changed, altered, or improved frequency, power, or type of equipment is a use that does not require additional Property space beyond the existing Property space or impose any increased stresses or loads on the Property in excess of applicable engineering standards; (ii) said installation or changed, altered, or improved frequency, power, or type of equipment is authorized by law and is to be made or installed in accordance with good engineering practices; or (iii) the proposed configuration does not interfere with the transmitters, receivers and equipment of other subtenants or licensees existing on the Property or on the Property at the date when Lessor receives the aforementioned written proposal. G. CONSTRUCTION PROPERTY None of the Lessee's Facilities shall be installed on the tower on the Leased Premises nor shall any construction pertaining to the Lessee's Facilities commence until Lessee has submitted its construction and installation plans and list of contractors and subcontractors to Lessor in writing. Such plans and list have been approved in writing by Lessor, such approval not to be Page 7 of 20 Lessee Site Name. unreasonably withheld, conditioned or delayed. Lessee shall not alter any plans so approved without following the same procedures. Lessee shall be responsible for grounding all external and internal wiring and cabling installed by Lessee. Lessee shall obtain Lessor's prior written approval of such grounding plans. In the event any such plans are not approved or rejected within thirty (30)days of submittal, same shall be deemed approved. Lessee must give 48 hours notice before their requested date to be on the property for maintenance or construction activities unless an emergency occurs. All work shall be between the hours of 8:00 a.m. to 5:00 p.m. unless it is an emergency,and the Lessor has been notified, and has approved the exception. H. PERFORMANCE TESTS At Lessor's request, Lessee shall perform an intermodulation and interference study at the Property and evaluate for interference of its operations with other existing wireless communications users at the Property. Lessee further agrees that if Lessee's Facilities cause any measurable adverse interference with the operations of existing wireless communications users at the Property, Lessee shall cause the elimination of such interference in a prompt and timely manner. If such measurable adverse interference by Lessee's Facilities with existing communications equipment cannot be eliminated within reasonable length of time, but not to exceed forty-eight(48) hours after notice . Lessee shall cause the interference to cease except for brief tests necessary for the elimination of the interference. Lessor shall not knowingly permit the installation or operation of other improvements, inclusive of telecommunications equipment upon the Property which interferes with the operation and use of Lessee's Facilities. Lessor shall cause any agreement for future use of the Property by subsequent users to contain interference language substantially similar to that contained in this Section 1-1. Page 8 of 20 Lessee Site Name: Lessee, Lessee's employees, agents and subcontractors are hereby granted the right of ingress and egress to and from, on or across the Property twenty-four(24) hours a day, seven (7) days a week, at no charge, to obtain entry into the Property for the purpose of constructing, installing,operating, maintaining and repairing those parts of the Lessee's Facilities as are grotind- based. Such access shall be as shown on Exhibit A. Lessee shall not, without at least twenty-four (24) hours prior notice to Lessor, perform, or arrange to be performed, normally scheduled installation, maintenance or repair of the Lessee's Facilities on the Tower. Any emergency installation, maintenance or repair of the Lessee's Facilities on the Tower shall be performed only with prior written approval from Lessor. I. CODE COMPLIANCE Lessee agrees that all of Lessee's Facilities constructed pursuant to the terms of this Lease shall be designed, constructed, and maintained in compliance with the Buildings and Buildings Regulations and Zoning ordinances of the City of Lubbock, Texas. J. REPAIRS Lessee shall perform all repairs necessary or appropriate to keep Lessee's Facilities on or about the Property or located on any appurtenant rights-of-way, or in access to the Property in a good and tenantable condition. Damage resulting From the acts or omissions of Lessee shall be repaired by Lessee, at Lessee's cost and expense unless otherwise provided herein. K. GOVERNMENTAL REGULATION In the even that Lessee causes an increase of the height of any structure on the Leased Premises, Lessee shall be responsible for compliance with all marking and lighting requirements of the Federal Aviation Administration ("FAA") and the Federal Communications Commission Page 9 of 20 Lessee Site Name: ("FCC"), and Lessee shall pay for the reasonable costs and expenses therefor (including for any lighting automated alarm system). L. LIGHTING If lighting requirements apply, and a lighting automatic systern has been installed by Lessor, Lessor shall allow Lessee to bridge-in to the system to permit a parallel alarm or to install a second alarm if a bridge would interfere with City's alarm. Notwithstanding anything to the contrary in this paragraph,the responsibility for compliance with FAA and FCC requirements shall remain with Lessee as provided. M. SURRENDER AND REMOVAL OF LESSEE'S FACILITIES At the expiration or termination of this Lease for any reason, Lessee shall remove the Lessee's Facilities, restore the Property to substantially the same condition existing on the Commencement Date, except for ordinary wear and tear, and surrender to City the Property,. Lessee's Facilities left on the Property after sixty(60) days from the expiration or termination of the Lease shall be deemed abandoned and shall be subject to disconnection, removal and disposal by Lessor. In such event, and upon written demand therefore, Lessee shall pay to Lessor the disconnection, removal and storage expenses incurred by or on behalf of Lessor. If the Lessee's Facilities are not claimed by Lessee within sixty(60)days following notice from Lessor to Lessee. The Property shall be deemed abandoned and will become the property of the Lessor and Lessor shall have the right to sell any or all of the Lessee's Facilities without any liability to Lessee to account for the proceeds of such sale, subject to prior and existing purchase money security interests in,and to, Lessee's Facilities. In the event the Lessee's Facilities remain on the Property following termination or expiration of this Agreement (even if they have been disconnected), Lessee shat l pay to Lessor holdover rent equal to one hundred twenty-five percent (125%) of the Page 10 of 20 Lessee Site Name: then effective monthly rent,prorated from the date of termination to the date the Lessee's Facilities are removed from the Property by Lessee or Lessor. N. PAYMENT OF TAXES The Lessee shall pay all federal, state and local government taxes, license Iees and occupation taxes levied on either the Leased Premises,or on the business conducted on the Leased Premises, or on any of Lessee's property used in connection therewith. The Lessee shall render for taxation purposes all automobiles and other property used in connection with Lessee's business operations on the Leased Premises, and all such property shall have its situs and domicile in Lubbock, Lubbock County,Texas. Taxation may be subject to legal protest in accordance with the provisions of the taxing authority whose levy is questioned. Any protest is at the sole expense of Lessee. Delinquency in payment of such obligations after any protest has been settled shall, at the option of the Lessor, be cause for immediate termination of this Lease. O. REGULATIONS The Lessee's officers, agents, employees and servants will abide by all rules and regulations which may be promulgated by the Lessor or its authorized agents, or by other lawfiil authority,to ensure the safe and orderly conduct of Lessor's and Lessee's operations on the Leased Premises. P. PROHIBITION OF SUBLEASES AND ASSIGNMENTS Except as to parent, subsidiary or any affiliate, the Lessee will not assign, sublet, sell, hypothecate, or otherwise transfer this lease, or any portion of the Leased Premises without the prior written consent of Lessor's Managing Director Engineering, such consent not to be unreasonably withheld, delayed, or conditioned. Page 11 of 20 Lessee Site Name: Q. INDEMNI[+ICATION AND INSURANCE LESSEE SHALL INDEMNIFY AND SAVE HARMLESS THE CITY OF LUBBOCK AND ITS ELECTED OFFICIALS, OFFICERS, AGENTS, AND EMPLOYEES FROM ALL SUITS, ACTIONS, LOSSES, DAMAGES, CLAIMS, OR LIABILITY OF ANY KIND, CHARACTER, TYPE, OR DESCRIPTION, INCLUDING WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ALL EXPENSES OF LITIGATION, COURT COSTS, AND ATTORNEY'S FEES, FOR INJURY OR DEATH TO ANY PERSON, OR INJURY TO ANY PROPERTY, RECEIVED OR SUSTAINED BY ANY PERSON OR PERSONS OR PROPERTY, TO THE EXTENT ARISING OUT OF, RELATED TO OR OCCASIONED BY, THE NEGLIGENT ACTS OF LESSEE, ITS AGENTS, EMPLOYEES, AND/OR SUBCONSULTANTS, RELATED TO THE PERFORMANCE, OPERATIONS OR OMISSIONS UNDER "PHIS CONTRACT AND/OR THE USE OR OCCUPATION OF CITY OWNED PROPERTY. THE INDEMNITY OBLIGATION PROVIDED HEREIN SHALL SURVIVE THE EXPIRA'T'ION OR TERMINATION OF THIS AGREEMENT. The Lessee shall maintain insurance at all times that this Lease is in effect, at Lessee's sole expense and with an underwriter authorized to do business in the State of Texas and acceptable to the City, against claims of general liability, automobile liability and worker's compensation resulting from Lessee's business activities on the Premises. General Liability: Lessee's insurance shall contain broad form contractual liability with a combined single limit of a nlllllllllllll ole $500,000 each occurrence and in the aggregate and shall include the following: • Bodily Injury and Property Damage • Broad Form Contractual Liability • Personal Injury and Advertising Injury • Fire Legal Liability Page 12 of 20 Lessee Site Name: • Products and completed operations Business Automobile Liability: Lessee's insurance shall contain a combined single limit of at least $500,000 per occurrence for Bodily Injury and Property Damage any and all vehicles owned, used or hired. Workers' Compensation and Employers Liability Insurance: Lessee shall obtain workers' compensation coverage pursuant to Section 406.002 of the Texas Labor Code. Further, Lessee shall maintain said coverage throughout the term of this Lease and shall comply with all provision of Title 5 of the Texas Labor Code to ensure that the Lessee's Contractor and Lessee maintains said coverage. Any termination of workers' compensation insurance coverage by Lessee or any cancellation or non-renewal of workers' compensation insurance coverage for Lessee shall be a material breach of this contract. The contractor may maintain Occupational Accident and Disability Insurance in lieu of Workers' Compensation. In either event,the policy must be endorsed to include a waiver of subrogation in favor of the City of Lubbock. Employer's Liability with limits of at least $500,000 each accident, $500,000 by disease policy limit, and $500,000 by disease each employee shall also be obtained and maintained throughout the term of this Lease. Other Insurance Requirements: Lessee agrees to waive its right of recovery against City of Lubbock for all claims and suits against City of Lubbock,which are or may be covered by the above-described insurance coverages. In addition, its insurers, through policy endorsement, waive their right of subrogation against City of Lubbock for all claims and suits. The certificate of insurance must reflect waiver of subrogation endorsement. Lessee further waives its right of recovery, and its insurers also waive their right of Page 13 of 20 Lessee Site Name. subrogation against City of Lubbock for loss of its owned or leased property or property under its care,custody,or control. Lessee's insurance policies through policy endorsement must include wording, which states that the policy shall be primary and non-contributory with respect to any insurance carried by City of Lubbock. The certificate of insurance described below must reflect that the above wording is included in evidenced policies. All policies required above (excluding Workers' Compensation) shall include a severability of interest endorsement and shall name the City of Lubbock as an additional insured with respect to work performed under this Lease. Severability of interest naming City of Lubbock as an additional insured shall be indicated on the certificate of insurance described below. Lessee shall provide a Certificate of Insurance to the City of Lubbock as evidence of the required insurance coverage. The Certificate will provide for 30 days' notice of cancellation. A copy of the required endorsements and waivers of subrogation shall be included in the certificate. ARTICLE SEVEN TERMINATION,CANCELLATION: A. TERMINATION This Lease shall terminate at the end of the full term hereof, and Lessee shall have no further right or interest in any of the Property, Leased Premises,or improvements hereby demised. B. CANCELLATION Either party shall be in default under this Lease if the party fails to perform any material duty or obligations under this Lease and does not cure or remedy such failure to perform within thirty(30)days after receipt of written notice with respect thereto, provided, however, that if such failure to perform shall necessitate longer to cure than thirty(30)days,then such cure period shall Page 14 of 20 Lessee Site Name: be extended for such time as is reasonably necessary to cure such failure to perform, but only so long as such efforts to cure are commenced within fifteen (15) days after receipt of written notice from the other party and thereafter proceed diligently and in good faith. Notwithstanding the foregoing, in no event shall the time within which a party may cure a failure in the payment of money exceed a single, ten (10)day period,after notice without extension. Upon the occurrence of default,the non-defaulting party may pursue any and all remedies available under applicable law and any one or more of the following remedies, separately or concurrently or in any combination, without further notice or demand whatsoever: (i) Termination of this Lease by giving the defaulting party written notice of such termination in accordance with this section, in which event this Lease shall be terminated at the time designated in the notice; or (ii) The recovery from the defaulting party of all costs and expenses incurred by the non-defaulting party in enforcing its rights and remedies under this Lease, including reasonable attorneys' fees and expenses. No tennination hereof shall release Lessee from any liability or obligation hereunder, whether of indemnity or otherwise, resulting from any acts, omissions or events happening prior to the date of termination or such later date when the improvements placed on the Leased Premises by Lessee are removed and said Property is restored to its original condition as hereinabove required. It is agreed that failure to declare this Lease terminated upon default for any of the reasons set forth above shall not be construed as a waiver of any of the Lessor's rights hereunder or otherwise bar or preclude Lessor from declaring this Lease cancelled as a result of any subsequent violation of any of the terms or conditions of this Lease. Page 15 of 20 Lessee Site Name: Lessee shall have the right, within one hundred twenty (120) days from full execution of this Lease Agreement,to terminate this Lease Agreement upon thirty(30)days prior written notice to Lessor, in the event Lessee is not satisfied with the results of title,environmental,technological or engineering testing or if all required governmental approvals are not obtained within such time period. Lessee shall have the right to terminate this Lease Agreement at any time upon one(1)year prior written notice to City without further obligation hereunder. ARTICLE EIGHT GENERAL: A. CLEANLINESS OF PREMISES Lessee shall, at its sole expense, dispose of all trash, garbage, and other refuse resulting from its business operations authorized by this Lease. B. RIGHT OF INSPECTION The Lessor reserves the right to conduct inspections of the Leased Premises at reasonable times to ensure that fire,safety,and all other provisions contained in this Lease are being adhered to by the Lessee. C. TERMINATION OF LEASE, SURRENDER OF LEASED PREMISES, AND OWNERSHIP OF IMPROVEMENTS The Lessee covenants and agrees that at the expiration of the initial term of this Lease, or any extension which has been granted, or upon earlier termination as provided elsewhere in this Lease,Lessee will quit and surrender the Leased Premises in good state and condition, reasonable wear and tear expected, and the Lessor shall have the right to take possession of the Leased Premises with or without process of law. Page 16 of 20 Lessee Site Name: D. HEADINGS The paragraph headings contained herein are for convenience in reference and are not intended to define,extend or limit the scope of any provisions in this Lease. E. NOTICES Whenever notice from Lessee to Lessor or Lessor to Lessee is required or permitted by this Lease, such notice shall be given (1) by a nationally recognized overnight courier(in which case such notice shall be effective upon delivery), or(2) by depositing the written notice in the United States mail, properly addressed to the other party at the address provided in this article,registered or certified mail, return receipt requested, in which case such notice shall be effective on the third business day after such notice is so deposited: Lessee's address and numbers for the purposes of notice are: T-Mobile USA, Inc. Attn: Lease Compliance/Site No. DA02788A 12920 SE 38"'Street Bellevue, WA 98006 The Lessor's address and numbers for the purposes of notice are: City of Lubbock Attn: Assistant City Engineer P.O. Box 2000 Lubbock, Texas 79457 Telephone: (806) 775-2342 Facsimile: (806) 775-3344 Change of Address. Either party may change its address or numbers for purposes of notice by giving written notice to the other party, referring specifically to this Lease, and setting forth such new address or numbers. The address or numbers shall become effective on the 15'h day after such notice is effective. Page 17 of 20 Lessee Site Name: F. ENTIRE AGREEMENT This Lease constitutes the entire agreement between the Lessor and Lessee, and shall be binding upon and shall inure to the benefit of Lessor and Lessee, their respective successors and assigns,and any other written or parole agreement with the Lessor is expressly waived by Lessee. G. QUIET ENJOYMENT Lessor does hereby represent, covenant and warrant that Lessee, upon paying rent and observing and performing all the terms, covenants and conditions on Lessee's part to be observed and performed, shall peaceably and quietly enjoy the Lease Premises. H. GOVERNANCE This Lease shall be construed under and governed by and in accordance with the laws of the State of Texas. I. DISPUTES The Lessor reserves the right to exercise any right or remedy available to it by law, contract, equity, or otherwise, including without limitation,the right to seek any and all forms of relief in a court of competent jurisdiction. Further,the Lessor shall not be subject to any arbitration process prior to exercising its unrestricted right to seek judicial remedy. The remedies set forth herein are cumulative and not exclusive,and may be exercised concurrently. To the extent of any conflict between this provision and another provision in, or related to,this document, this provision shall control. Page 18 of 20 Lessee Site Name: EXECUTED this -)Rth day of May , 201 . TIIE CITY OF LUBBOCK Lessee: T-Mobile West, LLC THE CITY OF LUBBOCK BY: BY:4 `its Daniel M. Pope, Mayor Tami L. Nystrom Regional Development Director ATTEST: Reb cca Garza, City Secretary APPROVED AS TO CONTENT: Michael G. Keenurn P.E., CFM, City Engineer/Director of Engineering n Turpin P.K, A i ant City Engineer/Capital Projects and Design APPROVED AS TO FORM: I#b,"- — J elli Leisure, Assistant City Attorney Page 19 of 20 Lessee Site Name: Exhibit A See attached site plans and survey. Page 20 of 20 ,n .a xve Iola-xez-nz �+•^;J63ZRI wrf a0ulr1:3XUD,W: / ram°or°-rer-rlr mss!suet amu raocc'xitasamna r•ax;va�ln mnavx /pi im 34a0 T71H3N53yd lot :).:O.UJA7Y Ua L1YI17818.l IXYIIW: p M1 IONZ:�TU iYCi:l N71�.1i N 9G ,al�ggW.. N M S9 ■ O O E Ea u N �O u Y ^ Ea TUI O e V dS0LA UI a�CO Hav S o�eru Ov u0 ar 0° G 0'N Q. �o iv ,SI ,Lf105 cvI°n' d. •Oy��oAr PjrOu ° bm oaC � .- \.f N OV Oa T3pP F�hto; ry• N^ �� Qui Hwy I v Gr ..N.Ow O��F j•� _ .L. 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