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HomeMy WebLinkAboutResolution - 5961 - Interlocal Agreement - City Of Shallowater - Radio Tower Use - 08_13_1998Resolution No. 5961 Item No. 21 August 13, 1998 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock an Interlocal Agreement between the City of Shallowater and the City of Lubbock for the use of a radio tower located at the Microwave Station site for two (2) emergency service radio repeaters and all related documents. Said Agreement is attached hereto and incorporated in this Resolution as if fully set forth herein and shall be included in the minutes of the Council. Passed by the City Council this 13th day of August , 1998. ATTEST: a Darnell, City Secretary APPROVED AS TO CONTENT: 'Ferry Efferbrook, Managing Director of Water Utilities APPROVED AS TO F9,.RM:, ALSAWLEASE-RADIO TOWER AES adoallWy ], 1991, my T, 1998 Resolution No. 5961 Item No. 21 August 13. 1998 INTERLOCAL COOPERATIVE AGREEMENT BY AND BETWEEN THE CITY OF SHALLOWATER AND THE CITY OF LUBBOCK STATE OF TEXAS § COUNTY OF LUBBOCK § THIS LICENSE AGREEMENT entered into this 13th day of August 1998 , 12M, by and between the City of Lubbock, (hereinafter called "Licensor"), and the City of Shallowater (hereinafter called "Licensee"). WHEREAS, Licensor owns a radio tower (hereinafter called "Tower's located at the Microwave Station site as designated by the City of Lubbock in its warranty deed dated June 27, 1961 and appearing of record Volume 846, Page 587, Deed Records of Lubbock County, Texas, described as follows: BEGINNING at a point in the present south right-of-way line of U.S. Highway 84 which is 2055 feet north of the southeast corner of Section 17, Block D-5, Lubbock County, Texas; THENCE South in the east line of Section 17, a distance of 100 feet; THENCE West 950 feet; THENCE North 1069 feet to a point in the present south right-of-way of U. S. Highway 84; THENCE Southeasterly along the south right-of-way line of the highway, a distance of 1356.99 feet to the PLACE OF BEGINNING, containing 12.747 acres of land.; and WHEREAS, Licensee requires the use of a suitable site to operate two (2) emergency service radio repeaters; and WHEREAS, the Tower is a suitable site for said radio repeaters; and WHEREAS, the use of said radio repeaters is a necessary and important governmental function and service; and WHEREAS, Licensor desires to permit the use and Licensee desires to use the Tower for the radio repeaters. NOW THEREFORE, it is agreed by and between the parties hereto that: 1. Licensee shall have the right to install, maintain and operate at Licensee's own expense two (2) radio repeaters on the Tower. Licensee shall utilize the Tower solely for the purpose of locating the radio repeaters on said Tower, and shall not utilize, or permit the utilization of, the Tower for any other use or purpose. 2. In consideration for this license, Licensee shall pay to Licensor Three -Hundred and No/100 Dollars ($300.00) per year. Licensee further agrees that if, at any time in the future, Licensor shall need to utilize any tower owned by Licensee for use of a radio repeater, Licensee shall permit such use if said use does not substantially interfere with the necessary governmental functions of Licensee nor cause Licensee substantial injury or loss from the use of any said tower. 3. Licensor agrees that Licensee shall have free access to the Tower for the purpose of installing the radio equipment, and during the continuation of this License, free ingress and egress to said Tower is hereby granted to Licensee for the purpose of maintenance and repair to its equipment. It is agreed that only authorized engineers or employees of Licensee, FCC inspectors, or person(s) under their direct supervision will be permitted to enter said property. 4. Any use of the tower by Licensee shall be subordinate to any current or contemplated use by Licensor of said Tower. The subordination by licensee shall include, if deemed necessary by Licensor, the complete exclusion of Licensee from the Tower. Licensee further agrees that in the event that it's use of the Tower is subordinated in any form or manner, Licensor shall not be liable for any liabilities, damages, or sums of money paid pursuant to this Agreement. It is further understood and agreed that Licensee's equipment, its installation, maintenance, and operation will in no way damage the Tower structure or interfere with the maintenance or usage of the Licensor's Tower structure and Tower lighting system. 5. Licensee has made an independent inspection and evaluation of the Tower and acknowledges that Licensor has made no statements or representations concerning the condition thereof. LICENSOR MAKES NO REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS, STATUTORY„ OR IMPLIED, INCLUDING BUT WITHOUT LIMITATION, AS TO THE DESCRIPTION, QUALITY, PHYSICAL AND ENVIRONMENTAL CONDITION OF THE TOWER, MERCHANTABILITY OR FITNESS FOR THE PURPOSE OF THE TOWER AND/OR ANY EQUIPMENT LOCATED ON SAID TOWER. Under no circumstances shall the Licensor be under any obligation to maintain and/or repair the Tower or any equipment that may be located on said Tower. 6. All installations and operations in connection with this license shall meet with all applicable rules and regulations of the Federal Communications Commission (FCC), Federal Aviation Administration and electrical codes of the City of Lubbock, the County of Lubbock, and the State of Texas. Under this license agreement, Licensor assumes no responsibility for the licensing, operation and/or maintenance of Licensee's radio equipment. 7. It is agreed by and between the parties that the Licensor is not an insurer, that the payment made by Licensee as herein provided are based solely on the value of the services and the facilities provided in this license agreement. It is further agreed that Licensor shall not be liable to Licensee in any manner for damages caused by acts of God or other acts beyond the control of the Licensor. If due to acts of God, Licensee's use of the Tower is interrupted, Licensor shall not be liable to Licensee for any monies paid pursuant to this Agreement. Licensee hereby indemnifies and holds Licensor harmless from any losses, damages, suits, or claims whatsoever arising from or in connection with the installation, operation, or maintenance of Licensee's equipment. 8. Prior to commencement of installation work, Licensee shall furnish to Licensor proof of insurance in an amount consistent with industry standards and adequate in Licensor's opinion, which coverage shall be maintained during the term of this agreement. Licensee represents and warrants that said insurance coverage shall be applicable to Licensee's activities under this Agreement. Any contractor, subcontractor, or service provider which enters Licensor's property, which is subject to the Agreement hereunder, and who is not an employee of Licensee shall provide Licensor with an insurance certificate reasonably satisfactory to Licensor before entering or servicing on Licensor's or Licensee's property, which is subject to the Agreement hereunder. Notwithstanding the forgoing insurance requirements, the insolvency, bankruptcy, or failure of any insurance company or entity providing insurance for a party hereunder, or failure of any such entity to pay claims accruing, shall not be held to waive any of the provisions of this Agreement or relieve any party from any obligations under this Agreement. 9. LICENSEE SHALL INDEMNIFY AND HOLD HARMLESS, TO THE FULLEST EXTENT PERMITTED BY LAW, LICENSOR AND LICENSOR'S RESPECTIVE OFFICERS, EMPLOYEES, ELECTED OFFICIALS AND AGENTS, FROM AND AGAINST ANY AND ALL LOSSES, DAMAGES, CLAIMS, DEMANDS, CAUSES OF ACTION, AND LIABILITIES, OF ANY KIND OR NATURE, WHICH ARISE DIRECTLY OR INDIRECTLY, OR ARE RELATED TO, IN ANY WAY, MANNER OR FORM, THE ACTIVITIES CONTEMPLATED HEREUNDER, OR THE OMISSION OF THE ACTIVITIES CONTEMPLATED HEREUNDER, INCLUDING BUT NOT LIMITED TO, LOSSES, DAMAGES, CLAIMS, OR LIABILITIES ARISING FROM OR RELATED TO, IN ANY WAY, MANNER, OR FORM, OR CAUSED AND/OR CONTRIBUTED TO, IN ANY WAY, MANNER, OR FORM, BY THE NEGLIGENCE OR FAULT OF LICENSEE AND LICENSEE'S RESPECTIVE OFFICERS, EMPLOYEES, ELECTED OFFICIALS AND AGENTS. THE LICENSEE FURTHER COVENANTS AND AGREES TO DEFEND ANY SUITS OR ADMINISTRATIVE PROCEEDINGS BROUGHT AGAINST LICENSOR AND/OR LICENSOR'S RESPECTIVE OFFICERS, EMPLOYEES, ELECTED OFFICIALS AND/OR AGENTS ON ACCOUNT OF ANY SUCH CLAIM, AND TO PAY OR DISCHARGE THE FULL AMOUNT OR OBLIGATION OF ANY SUCH CLAIM INCURRED BY, ACCRUING TO, OR IMPOSED ON THE LICENSOR OR THE LICENSOR'S RESPECTIVE OFFICERS, EMPLOYEES, ELECTED OFFICIALS AND/OR AGENTS, AS APPLICABLE, RESULTING FROM ANY SUCH SUITS, CLAIMS, AND/OR ADMINISTRATIVE PROCEEDINGS. IN ADDITION, LICENSEE SHALL PAY TO LICENSOR, LICENSOR'S RESPECTIVE OFFICERS, EMPLOYEES, ELECTED OFFICIALS, AND/OR AGENTS, AS APPLICABLE, ALL ATTORNEY'S FEES INCURRED BY SUCH PARTIES IN ENFORCING THE LICENSOR'S INDEMNITY IN THIS SECTION. 10. The agreement may be terminated by either party at will upon thirty (30) days written notice. 11. This License is personal to the Licensee. It is not assignable, and any attempt to assign this License will terminate the License. 12. The term of this agreement shall be a period of five (5) years beginning on the date of execution of the Agreement, subject to earlier termination as provided in this Agreement. This Agreement may be extended for five (5) successive terms of five (5) years each upon written agreement of all parties. EXECUTED on this the J Arh day of August , 1998. LICENSOR THE CITY OF LUBBOCK: ATTEST: Ka a Darnell, City Secretary APPROVED AS TO CONTENT: erry Ellerb ook, Director of Water Utilities APPROVED AS TO LICENSEE: THE CITY OF SHALLOWATER: 18 • 91601b.•' ATTEST: City Secretary