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LAG2019-002 - Other - Sprint Spectrum L.P. - Site Lease Acknowledgment - 11228 SE 236th Place, Kent Wa, 98031 - 05/31/2018
Site Lease Acknowledgment This Site Lease Acknowledgment ("SEA") is made pursuant to and subject to that certain 1 Master Sublease Agreement dated April 20, 2001 between Sprint Spectrum L.P., a Delaware limited partnership, as landlord, and Cellco Partnership, a Delaware general partnership, d/b/a Verizon Wireless, as tenant, as subsequently amended by Amendment to Master Sublease Agreement dated May 16, 2002, Second Amendment to Master Sublease Agreement dated February 6, 2004, Third Amendment to Master Sublease.Agreement dated May 19, 2006, and Fourth Amendment to Master Sublease Agreement dated October 30, 2006 (collectively, the "Agreement"). This SEA is entered into by and between Sprint Spectrum Realty Company, LLC, a Delaware limited liability company, which is an Authorized Landlord as defined in Section 25.1 of the Agreement,hereinafter designated as "Landlord", and Seattle SMSA Limited Partnership d/b/a Verizon Wireless, which is an Authorized Tenant as defined in Section 25.2 of the Agreement, hereinafter designated as "Tenant". This SLA shall be made effective as of the date the last party hereto executes this SLA as indicated below ("Effective Date"). The Agreement is incorporated into this SLA as if such Agreement is more fully set forth hereinafter at length. Unless otherwise defined herein, all capitalized terms have the meanings ascribed to them in the Agreement. 1. Subject to the terms of the applicable Ground Lease which is attached hereto and incorporated herein as Attachment 4, Landlord subleases to Tenant a portion of the Site as follows: Premises Address: 11228 SE 236th Place, Kent, WA 98031 Premises Legal Description: See Attachment 1 Site Size: (20' x 19') 380 Total Sq. Ft.; together with the non-exclusive right for ingress and egress, on foot or motor vehicle, including trucks, and for the installation and maintenance of utility wires,poles, cables, conduits and pipes over, under or along a right-of-way extending from the nearest public right-of-way to the Premises, the right-of-way for access being substantially as described in Attachment 3 to this SLA attached hereto and made a part hereof. 2. Tenant has the right to install, maintain and operate, without cost to Landlord, the Communications Facility described in the following specifications and at the following locations on the Site: Landlord's Site Number: SE60XC302-02 Tenant's Site Reference Number: SEA Highfive Manufacturer and Type-Number: SC 2 - 190B JR) microwave dishes Number of Microwaves: (2) Weight and Dimension of Microwaves: 24" diameter/20 lbs. SEA AR13OR VILLAGE 1 4924-1890-4408v 3 0052051-000032 Manufacturer and Type-Number: 95MPR18-Q2048A50-427 Integrated ODU Number of ODU's: (2) Weight and Dimension of ODU's: 9.25"x 9.25" x 5.9"/ 13.2 lbs. Number of Transmission Lines: (2) Diameter and Length of Transmission Lines: CAT5e lines, length 112' Mount: Ring mount Location of Antemra(s) on Antenna Support Structure (as described in Attachment 2): 102' Direction of Radiation: 272.31-42.77 Ground Space Dimensions (as described in Attachment 3): 4.5' x 2.5' (11.25 square feet) Frequencies/Max. Power Output: 17.7 GHz to 19.7 GHz 59.50 EIRP 39 dBi 3. The Fee due and payable by Tenant to Landlord is Three Hundred Twenty-Five Dollars and Eighty-One Cents ($325.81). The Fee for the Premises will be adjusted annually on the anniversary date of the Commencement Date of this SLA by an amount equal to three percent(3%) of the annual Fee for the previous year. All payments to Landlord must reference the Landlord Site Number (SE60XC302-02) and are to be delivered via US Postal Service to the following address: Sprint PO Box 876783 Kansas City, MO 64187-6783 4. Subject to the Ground Lease, the SLA Initial Term commences on the Commencement Date and expires on September 30.2018, and Tenant will have five (5) consecutive SLA Renewal Terms of five (5) years each, subject to the provisions of Section 9 below. The Commencement Date of this SLA is May 1, 2018, 5. The parties acknowledge that Landlord's rights in the Site derive from a certain agreement dated June 4, 2004, as amended, between Landlord, successor in interest to Qwest Wireless, L.L.C., and City of Kent("Land Owner"), hereinafter referred to as the "Ground Lease" and attached hereto as Attachment 4 to this SLA, 6. The consent of the Land Owner to the SLA is required and the executed Land Owner's Consent is attached hereto as Attachment 5 to this SLA. 7. Any notice or demand required to be given in the Agreement will, in addition to the parties identified in Section 27.7 be given to the following Authorized Landlord: 2 .SLA ARBOR VILLAGE 4821-1890-1408v.3 0052051-000032 N/A 8. The list of contact persons is set forth on Attachment 6 to this SLA. 9. Additional Provisions. 9.1) Land Owner hereby gives consent to Tenant to install the temporary facilities as described in Section 2 above and depicted in Attachment 2, conditioned upon the following: a, that Tenant has obtained all necessary permits; b. that Tenant does not disrupt or interfere with Landowner operations or construction on the sites; c. that the temporary facilities are confined to the fenced area depicted on Attachment 2; and d. that the temporary facilities are removed or reauthorized by Land Owner before June 30,2018, unless Sprint Prime lease is not terminated. 9.2) Tenant shall pay as a pass through directly to Land Owner of an additional "temporary facilities fee" in the amount of Six Thousand Dollars ($6,000.00) for the installation of the temporary facilities. Tenant shall pay this temporary facilities fee in full within sixty (60) days following the full execution of this SLA. Tenant shall have the right to a refund if Tenant removes the temporary facilities prior to the expiration of this SLA. 9.3) Further, Tenant shall pay directly to Land Owner as an additional pass through a lump sum payment in the amount of Two Thousand Dollars ($2,000.00), such payment to be made within sixty (60) days of full execution of this SLA. 9.4) The foregoing temporary facilities fee and additional pass through lump sum will be paid to Land Owner at: City of Kent Law Department 220 Fourth Avenue South Kent, WA 98032 9.5) Notwithstanding anything contained in the Agreement to the contrary, the Monthly Fee set forth in Section 3 relates solely to the temporary Communications Facility described in Section 2 above. Any modification to the temporary Communications Facility from that described in Section 2 above may result in an increase in the Monthly Fee in an amount to be determined by Landlord. 9.6) Landlord will provide to Tenant 15 AMPS electrical service for the operation of the temporary Communications Facility. In addition to recurring Fee payments as stipulated in Section__3 of this SLA, Tenant will pay Landlord, in advance, for such power consumption at the Site, a utility fee ("'lltilit F'gq") in the amount of $50.00 per month. The 3 SEA ARBOR VILLACE 4924-1890-0408v 1 005205 1-000 032 Utility Fee payments will begin on the Commencement Date and continue until the time as this SLA terminates for any reason, partial months to be prorated. Tenant will be responsible for and promptly pay all charges for gas, telephone service and any utility other than electricity used and consumed by Tenant at the Site. Tenant will install submeter or other reading equipment and read the submeter, Eynon Demon or other reading equipment at the Site on a quarterly basis and annually reconcile actual consumption against the Utility Fee paid for that year. If the actual power consumption for the Site and/or the local public utility rates for 12-month period produce a Utility cost amount which is more than the Utility Fee paid by Tenant to Landlord, then Landlord may invoice Tenant for any difference between the two amounts. Such payment shall be due within thirty (30) days of receipt of invoice by Tenant. If the actual power consumption for the Site and/or local public utility rates for that period produce a utility cost amount which is less than the Utility Fee paid by Tenant, then Landlord will apply a credit against the next Utility Fee payment due for any difference between the two amounts. If the actual monthly utility charge is more than the estimated monthly Utility Fee paid or if Tenant adds equipment to the Communication Facility, the parties shall increase the monthly Utility Fee to reflect Tenant's increased usage. Notwithstanding the foregoing, if Landlord is no longer able to provide electrical service to Tenant, Tenant shall be required to obtain service directly from the servicing utility provider. Tenant assumes all risk of power failure or insufficient power. ***SIGNATURE PAGE TO FOLLOW*** 4 SEA ARBOR VILLAGP. 4824-1890-4408v.3 0052051-000032 IN WITNESS WHEREOF, the Parties hereto have set their hands the day and year indicated below. LANDLORD Sprint Spectrum Realty Company, LLC, a Delaware limited liability "company Name: lulu Title: Date: TENANT Seattle SMSA Limited Partnership d/b/a Verizon Wireless By Cellco Partnership, its General Partner By: (40 A ardon Cook Name: 7ir {or-Networki'iefd-Engineering Title: Date: �— LAND OWNER City of Kent By: 9 Name: Title: O� Date: Approved as to form: City Of Kent Kent Law Department 5 SEA ARBOR VILLAGE 4824-1890A408v.3 0052051-000032 STATE OF'15&/At Col ) �" �� ss. COTJNTY Ol fA.htV1an'y ) On this, /& day of �' _ �, 201Y, before rTte,, a Notary Public in and for the State of ` �, p personally appeared _ personally known to me(or proved to me on the basis of satisfactory evidence) to be the person who executed this instrument, on oath stated that He/She was authorized to execute the instrument, and acknowledged it as the_ ��g,r . �_�� �� � of Sprint Spectrum Realty Company, LLC, a Delaware Iii ited liabHity company, to be the free and voluntary act and deed of said party for the uses and purposes mentioned in the instrument. IN WITNESS WHEREOF, I have hereunto set my hand and official seal the day and year first above written. Meta Kan'a Y� � State of Kansas t �x aY Pamela D.Mahon� GNP NOTARY PUBLIC in and for the State of >tny Commission Fxplms - residing at ' rst cca My appointment expires. _ u � + r7 1 Print Name dt .......... 6 SEA ARBOR VILL.AUE d' 4821-1890A408v.3 0052051-000032 i STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) On this Lo _teLday of 20'„r , before me, a Notary Public in and for the State of Washington,personally appeared Gordon Cook.,personally known to me (or proved to me on the basis of satisfactory evidence) to be the person who executed this instrument, on oath stated that he was authorized to execute the instrument, and acknowledged it as the Director -Network of Verizon Wireless (VAW) LLC d/b/a Verizon Wireless, to be the free and voluntary act and deed of said party for the uses and purposes mentioned in the instrument. IN WITNESS WHEREOF, I have hereunto set my hand and official seal the day and year first above written. lwo'o [FEFJRL)ARY CUNNINGHAM NOTARY PUBLIC in and for the State of WA, No TARY PUBLIC F WA residing at /"� ��� SION My appointment expires Rim44."L � t Print Name 7 SEA ARBOR VILLAGE 4824-1890-0408v.3 0052051-000032 STATE OF WASHINGTON ) ss. COUNTY OF On thts —/ day of 201 before me, a Notar Public m and for the Stateo _�knownt I� er! personally appeared .--A4'7 t-AZ personally ( proved to me on the basis of satisfactory evidence) to be the person who executed this instrument, on oath stated that He She was authorized to execute the instrument, and acknowledged it as the D — of City of Kent, to be the free and voluntary act and deed of said party for the uses and purposes mentioned in the instrument. IN WITNESS WHEREOF, I have hereunto set my hand and official seal the day and year first above written. Oil NO TAR AGt 1't.TF3I,,TC to aor iu , Laic of ; residing at 7 +'t j — _ 4G8yw g p„ My appointment expaaGs 7 %�' r' Print Name ,! 7 �R✓ it OP dt1t4\%\ S SEA ARBOR VILLAGE 4824-1890-4408r3 0052051-000032 -. Attachment 1 to the SLA Legal Description of Site LEGAL DESCRIPTION: PARCEL A: The East 264 feet of the North 1/2 of the Northwest 1/4 of the Southeast 1/4 of the Southeast 1/4 of Section 17, Township 22 North, Range 5 East W.M. Situate in the County of King, State of Washington. PARCEL9: TOGETHER WITH an easement for roadway and utility purposes over, under and upon the following described property: The South 20 feet of the North 155 feet of the North 1/2 of the Northwest 1/4 of the Southeast 1/4 of the Southeast 1/4 of Section 17, Township 22 North, Range 5 East W.M., in King County, Washington; EXCEPT the Fast 264 feet thereof; AND EXCEPT the East 264 feet thereof; ANT) EXCEPT County Road. Situate in the County of King, State of Washington. 9 SEA ARBOR VILLAGE ' 4824-1890-4408v3 0052051-000032 Attachment 2 to the SLA Location of Antennas WNKY.Y&I.TM CIC U.., Inn YRNOPWE woummrouxyEmrt Ma ��OWT.Mll EMMNIMRAMUIAM�r MWIM, If I 111flIfl, ,J(17 JIF 10 SEA ARBOR VILLAGE 4824-1890-4408v.3 0052054-000032 Attachment 3 to the SLA Equipment Building/Ground Space And Right-of-Way Description 11 SEA ARBOR V1I.LAQE. 4824-1890-1408v.3 0052051-000032 AUOZIJv9A o (I � a Ilk ' ff 444 �g r lif � t xa ao r r � I �a r k B N , i Rl o If 0 0 F Gw 4m A I J'� c Cp ° t mPo �8 w�a �Au ljGAIIrIII j In n ff /A "e yq V d R # p J Ix M a� t` n ��✓1 w w t iI 7 1 d i E Iw < u �r i C ; .] t +Ir f eu r l is '. i fiej lei I rEn s , f.i1 { 1 14, R f (D J 1ga� Wl � n za J W',� Attachment 4 tea the SLA Ground Lease 12 SBA ARBOR VILLAGF 4824-1890-44081.3 0052051-000032 SEA151 LICENSE AGREEMENT This License Agreement(this"Agreement")is entered into as of June 4, 2004(the "Effective Date"), by and between Qwest Wireless,L.L.C.,a Delaware limited liability company ("Qwest"),and Sprint Spectrum,L.P.,a Delaware limited partnership("Sprint"). Qwest and Sprint are sometimes referred to individually as a"Party," and together as the"Parties," Capitalized terms not otherwise defined in this Agreement shall have the same meaning as provided for in the Purchase Agreement(as that term is defined below). RECITALS WHEREAS, Qwest and Sprint entered into a Private Label PCS Services Agreement (the "Wholesale Agreement"), dated August 3,2003; WHEREAS,pursuant to the Wholesale Agreement, Qwest will migrate its wireless telephone customers ("Qwest Customers') onto Sprint's PCS network(the"Migration"); WHEREAS, the target date for completing the Migration as contemplated by the Wholesale Agreement is currently uncertain; WHEREAS, Qwest and Sprint entered into an Asset Purchase Agreement dated March 26,2004(tire"Purchase Agreement"); WHEREAS, pursuant to the Purchase Agreement, Sprint has acquired Qwest's interests in certain Site Agreements (as defined in the Purchase Agreement)pertaining to wireless communications facilities,including,but not limited to,those cellular tower sites described in the Site Agreements as set forth in Exhibit 1 (the"Sites"); WHEREAS,pursuant to the Purchase Agreement, Sprint has acquired certain equipment located at the Sites(the"Purchased Equipment") used by Qwest to service the Qwest customers; WHEREAS, Sprint desires to grant Qwest a nonexclusive and irrevocable right and license to access,maintain and continue operating the Purchased Equipment for the purpose of serving the Qwest Customers until the Migration is completed, all on the terms and subject to the conditions set forth herein; and WHEREAS, the parties desire that Qwest be able to continue to provide cellular telephone service directly to the Qwest Customers during the Migration and minimize any disruptions that may be attendant to the Migration; NOW,THEREFORE, in consideration for the mutual promises set forth in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,the Parties agree as follows: SEA151 1. Term and Termin, ation• a. The term of this Agreement shall commence on the Effective Date and continue with respect to each Site until its Migration Completion Date (the"Tenn"), unless sooner terminated as provided herein or by written agreement between the parties. The Migration Completion Date for each Site shall be the earlier of the date(i)when a"hot cut" is completed with respect to such Site or(li)when all of Qwest's line ranges that are serving Qwest Customers at such Site are transferred to'Sprint. In all events,the License with respect to each Site will be subordinate and subject to the relevant Site Agreement and in no event will the License extend beyond Sprint's access rights under any Site Agreement. b. (1) If by July 1,2005 (the"Outside Migration Date")the Migration at a Site has not occurred despite the good faith efforts of Qwest and Sprint,but the following conditions are satisfied: (a) Qwest is still serving Qwest Customers at the Site in question; and (b) Continued occupancy is permitted at such Site by the Site Agreement and/or Owner as applicable; then Qwest will be allowed to remain at the Site following the Outside Migration Date,provided Qwest timely enters into a Collocation Agreement consistent with the terms of the Reciprocal Joint Use Agreement between Sprint and U S WEST Communications Wireless Group dated March 14, 1997,as subsequently amended. Qwest's collocation right under this Section I(b)is not assignable. Nothing herein will be deemed to affect or amend in any respect Sprint's or Qwest's obligations under the Wholesale Agreement. If on the Outside Migration Date either condition listed in subsection (a)or(b) shall not exist,this License will automatically terminate with respect to the Site in question. (2) if Qwest occupies the Site pursuant to Section 1(b) above, any collocation option applicable to such She and granted pursuant to the Option Agreement executed in connection with the Purchase Agreement shall automatically terminate effective on the Outside Migration Date. 2. License. a. During the Term, Sprint grants to Qwest a nonexclusive,nonassignable, irrevocable,royalty-free right and license to maintain,use and access the Purchased Equipment for the ptudrose of providing cellular telephone service to Qwest Customers (the"License").. Sprint makes no warranty of its right title,or authority to grant this license and Qwest accepts the same and the Site on an"as-is"basis. h. Qwest and Sprint,together, shall secure from the property owner or any superior lease or interest holder any approvals or consents necessary to conduct the activities contemplated by this Agreement at the various Sites. During the Term, Sprint shall not take any action with regard,to any of the Purchased.Equipment,the Sites or the Site Agreementsthat has SEA151 the effect of disrupting Qwest's service to the Qwest Customers or impairing Qwest's ability to use and enjoy the License. During the Tenn, Sprint shall not use any of the Sites or the Purchased Assets, or take any other action with respect to the Sites or the Purchased Assets,in violation of this Agreement or of any law,rule,regulation or order of any governmental authority or court. 3. License Fee. From the Effective Date of this License until January 1,2005 (the"License Fee Commencement Date"), no License fee will be payable hereunder. If the Migration Completion Date ay any Site has not occurred by the License Fee Commencement Date,then Qwest will on and after such License Fee Commencement Date through the Outside Migration Date be obligated to reimburse Sprint for 50%of any rental payments and direct occupancy costs due or incurred under the applicable Site Agreement assigned to Sprint,including,but not linuted to 50% of any rental payments attributable to additional space required and obtained by Sprint which is necessary to locate its equipment or is otherwise necessary to accomplish the Migration. The arriounts duc Sprint under this Section are collectively referred to herein as the "License Fee." Qwest's failure to pay the License Fee within ten days of Sprint's notice of default shall constitute a default under this License and will entitle Sprint to terminate the License with respect to the Site in question without further notice. 4. Egulmienk. Sprint and Qwest agree to the following: a. During the Term, Sprint shall not access or attempt to access the Purchased Equipment(directly or through any third Party other than Qwest)without prior notice to Qwest personnel as designated on Exhibit 2. b. During the Term, Qwest shall provide all necessary monitoring of,maintenance for and repairs to the Purchased Equipment, subject to the terms of this Agreement. Such maintenance and repair shall be in accordance with normal industry standards. In the event Qwest deems it is necessary to replace any Purchased Equipment,Qwest may, at its own expense,replace such Purchased Equipment with equipment of equal or superior quality,with reasonable notice to Sprint. C. During the Term, Sprint shall not perform or attempt to perform any maintenance on the Purchased Equipment (directly or through any third Party other than Qwest) without Qwest's prior written consent. d. During the Term, Qwest will not access or attempt to access, or perform maintenance upon equipment,other than the Purchased Equipment, at or on the Site that is owned by Sprint(the"Sprint Equipment"). e. During the Term, in the event of a sale or other transfer by Sprint of any of the Purchased Assets or of Sprint's rights under any of the Site Agreements, Sprint shall notify Qwest in writing not less than 30 days prior to such sale or transfer. Any sale or other transfer of the Purchased Assets shall be expressly subject to Qwest's rights under this Agreement. SEA151 f Dining the Term, Qwest and Sprint shall keep the Purchased Equipment and any equipment owned by the other Party or its affiliate at or on any Site free and clear of all liens, security interest and encumbrances of any kind or nature creaked by them. g, Within 64 days following the Migration Completion Date,Qwest will arrange with Sprint to rerrrove and decommission all Qwest-owned Ericsson and Lucent base station transceiver equipment remaining at a Site. Qwest will provide reasonable notice before accessing the Site,and the access will be subject to the terms and conditions of this Agreement, including insnrarrce requirements,notwithstanding termination of the Agreement. Any Ericsson and Lucent base station transceiver equipment and associated power equipment(excluding site generators);retraining on a Site 60 days after the Migration Completion Date which Qwest fails to remove and decommission in accordance with its obligation herein may,at Sprint's option,be considered the property of Sprint and disposed,commercially stored, sold, salvaged or otherwise decommissioned at.Qwest's expense This section 4(g) shall not apply,however,if Qwest has exercised an option to collocate on the Site granted by Sprint under a separate Option Agreement. 5. Power. During the Tenn,Qwest will continue to be the billing customer of record for all power bills associated with the Purchased Equipment and will continue to pay such,bills in accordance with its standard practice and procedures. Prior to the expiration or other termination of this Agreement, Qwest will cooperate with Sprint to transfer its account with the power provider and existing meters to Sprint. Sprint may use Qwest"s power supply,provided that Sprint,compensates Qwest for the actual cost of power consumed,but in an amount no less than 50%of the total cost of all power supplied to the Site. 6. Transition. a Sprint may desire to install RF Splitter technology at one or more Sites. Prior to propo$ing ar utilaz ug Us T slalhter technology,Sprint, at its own expenses, shall provide to Qwest a study("Study") showing float using such a RF splitter will not materially disrupt cellular telelrhone service for Owes€'s customers. Sprint„at its.own expense,shall participate in such testing(` Testing of the effectiveness and integrity of the RF sputters as Qwest reasonably deems appropriate. U@c>n written consent of Qwest, Sprint, at its own expense, may install appropriate RF splutters that will peurn the Purchased Equipment to work with Sprint's cellular telephono nehuork. Qwesk will ei,thcr approve any Study or Testing results submitted by Sprint or provide written notice of disapproval accompanied by its reasonable objections within 10 days of submittal. Failure to respond in ten days will be deemed approval. 7. Inderauity. Each Party(the"Indemnifying Party") agrees to release, indemnify,defend, protect and hold harmless the other Party(the"'Indemnified Party") and each of the Indemnified 'Party'$employees,officers,directors, agents,members, shareholders,parent companies, subsidiaries and other affiliates,from and against, and assumes any and all liability for: (i)any injury,loss or damage to the Indemnified Party or any person, tangible property or facilities of Indemnified party(including reasonable attorneys' fees and costs) to the extent arising out of or resulting front (a)the acts or omissions,negligent or otherwise, of the Indemnifying Party,its officers, employees, servants, affiliates,agents, contractors, licensces,invitees or vendors, or (b) acts or omissions of the Indemnifying Party constituting a breach of this Agreement and(ii) any SEA151 claims, liabilities or damages arising out of any violation by the Indemnifying Party,of any regulation,rule, statute,order or other official action of any local,state or federal govemmental agency,court or body in connection with the subject matter of this Agreement. $, Insurance. Each Party shall at all times during the Torm,at its own cost and expense, carry and maintain the insurance coverage listed below with insurers having a minimum AM, Best's rating of A-VIL Each Party shall require its subcontractors and agents to maintain the same insurance. a. Commercial General Liability insurance covering claims for bodily injury,death, personal injury or property damage(including loss of use)occurring or arising out of the use or occupancy by a Party of any premises in connection with this Agreement, including contractual, liability with respect to the liability assumed hereunder. The policy limits of such insurance shall not be less than: Each Occurrence: $ 5,000,000 General Aggregate: $10,000,000 Products/Completed Operations: $ 5,000,000 Personal&Advertising Injury: $ 5,000,000 b. Workers' Compensation insurance, with statutory limits as required in the statc(s) of operation,providing coverage for any employee entering onto any premises in connection with this Agreement, even if not required by statute and Employer's Liability insurance with limits of not less than$1,000,000 per accident. C. Comprehensive Automobile Liability insurance covering the ownership,operation and maintenance of all owned,non-owned and hired motor vehicles used in connection with this Agreement,with Limits of at least$1,000,000 per occurrence for bodily injury and properly damage. d. The insurance limits required herein may be obtained through any combination of primary and excess or umbrella liability insurance. Upon request by Qwest, Sprint shall forward to Qwest certificate(s)of such insurance,wine])shall provide that: (a)Qwest (and its affiliates) be named as an additional insured and(b) coverage is primary and not in excess of,or contributory with,any other valid and collectible insurance purchased or maintained by Qwest. Upon request by Sprint,Qwest shall forward to Sprint certifcatc(s)of such insurance,which. shall provide that: (a) Sprint(and its affiliates)be named as an additional insured and(b) coverage is primary and not in excess of, or contributory with, any other valid and collectible insurance purchased or maintained by Sprint. 9. Dispute Resolution. In the event,of'a dispute that may arise between the Parties regarding or related in any manner to this Agreement,the respective general counsels(or their authorized designees)of the Parties shall negotiate in good faith to resolve Such dispute, If such dispute cannot be so resolved within a reasonable period of time,such dispute shall be referred to SEA151 and finally resolved by arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association. The place of the arbitration shall be Denver, Colorado. The number of arbitrators shall be three(3),with each Party selecting one(1) and the selected arbitrators then selecting the third arbitrator. Each Party shall bear its own expenses of arbitration unless otherwise determined by the arbitrators.Any arbitration award shall be final and binding upon the Parties. The obligation to negotiate or arbitrate shall not be binding upon any Party with respect to requests for preliminary injunctions,temporary restraining orders or other similar temporary procedures in a court of competent jurisdiction when deemed necessary by such court to preserve the status quo or prevent irreparable injury pending resolution by negotiations or arbitration of the actual dispute. It is not the intention of the Parties that such injunctive procedures shall be in lieu of, or cause substantial delay to,any arbitration proceeding commenced under this Section. 10. Misccnsneous. a. )Relationship of the Parties. The relationship between the Parties shall not be that of partners,agents,or joint venturers for one another, and nothing contained in this Agreement shall be deemed to constitute a partnership or agency agreement between therm for any purposes, including,but not limited to federal income tax purposes. The Parties,in performing any of their obligations hereunder, shall be independent contractors or independent Parties and shall discharge their contractual obligations at their own risk subject,however,to the terms and conditions hereof. b. An LtIdMentc waivers. Except as expressly provided herein, this Agreement may be amended only by agreement in writing of all Parties. No waiver of any provision nor consent to any exception to the terms of this Agreement or any agreement contemplated hereby will be effective unless in writing and signed by the Party to be bound and then only to the specific purpose, extent and instance so provided. C. governing Law. This Agreement and the legal relations between the Parties will be governed by and construed in accordance with the laws of the State of Colorado applicable to contracts made and performed in such State and without,regard to conflicts of law doctrines unless certain matters are preempted by federal law. d. Nq Assiurtment. Neither this Agreement not any rights or obligations under it are assignable by one Party without the prior written consent of the other Party. Nothing herein restricts assignment or transfer by Sprint of the Purchased Assets or of its rights under any of the Site Agreements,subject to Section 4(d). e. 1"leadin s. The descriptive headings of the Sections and subsections of this Agreement are for convenience only and do not constitute a part of this Agreement. £ Counter harts. This Agreement and any amendment hereto or any other agreement delivered pursuant hereto may be execrated in one or more counterparts and by different Parties in separate counterparts. All counterparts will constitute one and the same agreement and will, become effective when one or more counterparts have been signed by each Party and delivered to the other Party by facsimile or otherwise. SEA151 g. pt,a k�licit�. Neither Party will issue any press release,publicity statement or other public notice relating to this Agreement,without the prior written consent of the other Party, unless independent legal counsel to the releasing Party,as the case may be, deliver a written opinion to the other Party that a particular action is required by applicable law. i h. CntfidentLaTity. All non-public information disclosed by any Party(or its representatives) 'whether before or after the date hereof,in connection with the transactions contemplated by, or the discussions and negotiations preceding,this Agreement to any other j Party (Or its represeotativos)will be kept confidential by such other Party and its representatives and will not be used by any such Persons other than as contemplated by this Agreement;except to the extent that such information may otherwise be required by Law or to the extent such duty as to confidentiality is waived in writing by the other Party. If this Agreement is terminated, each Party will use all reasonable efforts to return upon written request from the other Party all documents(and reproductions thereof)received by it or its representatives from such other Party (and, in the case of reproductions,all such reproductions made by the receiving Party)that include information not within the above-listed exceptions,unless the recipients provide assurances reasonably satisfactory to the requesting Party that such documents have been destroyed. i. Successor°s and AssNgps° l to Third Party Benerciarie . This Agreement is binding upon and will inure to the benefit of each Party and their respective successors or assigns, and nothing in this Agreement,express or implied, is intended to confer upon any other Person or Governmental Entity any rights or remedies of any nature whatsoever under or by reason of this Agreement. jI Notices, Any notice or other communication hereunder must be given in writing, and: (a) delivered in pin person; (b)transmitted by facsimile; (c)delivered via an overnight courier service of national reputation or(d)mailed by certified or registered mail„postage prepaid, receipt requested as follows:. If to sprint,addressed to: Sprint National Lease Management 6450 sprint Parkway KSOPHT0101-Z2650 Overland Park,Kansas 66251-26 Facsimile: SEA151 With a copy to: Sprint PCs c/o Sprint Corporation 6391 Sprint Parkway Mailstop:KSOPHT0101-Z2020 Overland Park,Kansas 66251-2020 Attention: Law Department,Real Estate Attorney Facsimile: (913)624-6388 If to Qwest, addressed to: Qwest Wireless,L.L.C. 1801 California Street Denver,Colorado 80202 Attention: Ken Dunn Facsimile: (303)992-1044 with a copy to: Qwest Legal Department 1801 California Street, Suite 4900 Denver, Colorado 802020 Attention:John Lines,Esq. Facsimile: 303-672-5870 or to such other address or to such other Person as either Party has last designated by such notice to the other Party. Each such notice or other communication will be effective: (i) if given by facsimile, when transmitted to the applicable number so specified in this Section and an appropriate answer back is received; (ii)if given by mail,three days after such communication is deposited in the mails with first class postage prepaid, addressed as above; (iii) if given by overnight courier service of national reputation, one day after such communication is deposited with such courier service; or (iv) if given by any other means, when actually received at such address. k. Extrenses. The Parties will each pay their own expenses incident to the negotiation, preparation and performance of this Agreement, including, the fees, expenses and disbursements of their respective investment bankers, accountants and counsel. 1. I$elirgsontgjpn_BySo.unscj, lntgMpgtaticLn. The Parties each acknowledge that each has been represented by counsel in connection with this Agreement. Accordingly, any rule of Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party that drafted it has no application and, is expressly waived. The provisions of this Agreement will be interpreted in a reasonable manner to effect the intent of the Parties. SEA151 M. Seiverability. if any provision of this Agreement is held to be unenforceable for any reason,it will be adjusted rather than voided, if possible, to achieve the intent of the Parties. All other provisions of this Agreement will be deemed valid and enforceable to the extent possible. M SurviU. The following Sections shall survive the expiration or termination of this Agreement: Section 7 (Indemnity), Section 9 (Dispute Resolution), See tion 10(g) (Confidentiality) and Section 10(n) (Survival). IN WITNESS WHEREOF, each of the Parties hereto has caused this Agreement to be executed by its duly authorized officers as of the day and year first above written. "SPRINT" Sprint Spectrum,L.P., a Delaware limited partnership By Narne: �;��6.Zectrul� Its: Claorge Ghantous Dire(,tor Wireless Sites Delivery (,r, ral t Wost ROOM "QWEST„ Qwest Wireless,L.L.C., a Delaware limited liability company By: Naine: Kt Frensley Its: Director,Wireless Networlr SEA151 Exhibit 1 f SITES 1 I The Site located at 11228 SE 236th Place,Kent,Washington 98031. v i r A SEA151 Exhibit 2 ¢ ESk Pb'RSOL4NEL Ken Frensley 7145 E. 1e1.Street Room 2B Scottsdale,AZ 85251 Telephone: 602-235-1267 Mobile phone: 6027403-1717 Fax: 602-235-3455 I SEA151 Qwest Real Estate ID: SEA151 ASSIGNMENT AND ASSDM1fiP I(Dlrl THIS ASSIGNMENT AND ASSUMPTION(this "Assignment")is entered into this 4th day of June, 2004,by and between Assignor and Assignee as defined below. For good and valuable consideration,the receipt and adequacy of which are expressly acknowledged, .Assignor and Assignee agree that: I. Definitions. In this Assignment and Assumption the following terms have the meanings given to them. (a) Assignor: Qwest Wireless,LLC,a Delaware limited liability company. (b) Assignee: Sprint Spectrum,L.P.,a Delaware limited partnership. (c) Landlord: City of Kent. (d) Lease: Option and Site Lease Agreement (Site Identification No. SEA151)by and between City of Kent ("Landlord"), and Qwest Wireless,L.L.C. dated July 20, 1998 for the Site located at 11228 SE 236th Place,Kent,Washington 98031. A copy of the Site Agreement is annexed to this Assignment as Exhibit H-1 and the Site Sublease and those additional agreements,if any, set forth on Exlu it 13-2 (collectively,the agreements listed on Exhibits 11-1 and$_2 are referred to herein as the"Site Agreement"). (e) Situ: A portion of Landlord's Property more particularly described in the Site Agreement. (f) Effective Date: June 4,2004. 2. Assi mment and'Delive�f the Premises. Assignor assigns to assignee,effective as of the Effective Date, all of Assignor's right, title, and interest in the Site Agreement, including(a)the leasehold estate and (b) all rights to casements and licenses which authorize ingress and egress to the property described in the Site Agreement aatd the placement of utilities and.(c) all other rights,privileges,appurtenances and land use approvals,to the extent assignable, owned by Assignor,in connection with the Site. Assignor will deliver possession of the Site to Assigned on the Effective Date, The effectiveness of this Assignment is conditioned upon the Closing of the Asset Purchase Agreement dated March 26,2004 by and between Assignor and Assignee("Asset'Purchase Agreement"). The terms and conditions of the Asset Purchase Agreement shall govern and control this Assignment. 3. Assumptinn and Accdlatance oft hc Premises. Assignee assumes and agrees to perform each and every obligation of Assignor under the Site Agreement that arises on or after the Effective Date. Assignee will accept the Site in its condition as of the Effective Date and acknowledges that it shall have no claim against Landlord for any matters arising prior to the Effective Date. 4. Indemnification by Assrg_r1�Le. Assignee will indemnify Assignor against and hold Assignor harrnless from any loss, liability,and expense (including reasonable attorneys'fees and court costs) arising out of(a) any obligation or liability of the assignor under the Site Agreement, arising on or after the Effective Date; and(b)any breach by Assignee of its agreements contained in this Assignment. S. Indemnification by Assignor. Assignor will indemnify Assignee against and hold Assignee harmless from any loss, liability, and expense(including reasonable attorneys'fees and SEA151 court costs)arising;out of(a) any obligation or liability of the assignor under the Site Agreement, arising before the Effective Date; and(b) any breach by Assignor of its agreements contained in this Assignment. 6. Consent. The effectiveness of this Assignment is conditioned upon Landlord's consent to this Agreement,if required 7. Entire Aement.,This Assignment and the Asset Purchase Agreement embodies the entire agreement of Assignor and Assignee with respect to the subject matter of this Assignment,.and it supersedes any prior agreements, whether written or oral, with respect to the subject matter of this Assignment. There are no agreements or understandings that are not set forth in this Assignment or the Asset purchase Agreement. This Assignment may be modified only by a written instrument duly executed by Assignor and Assignee. 6, LBipding Effect. The terms and provisions of this Assignment will inure to the benefit of,and with be binding upon,the successors,assigns,personal representatives,heirs, devisees, and legatees of Assignor and Assignee and maybe relied upon by Landlord when Landlord executes the Consent set forth below. Assignor and Assignee have executed this Assignment as of the date first set forth above, ASSIGNOR: Qwest Wireless,L.L.C.,a Delaware limited liability company By: Nance:®IGpnFrensley _ Title: Director,Wirele s Network ASSIGNEE: Sprint Spectrum,L.P., a Delaware limited partnership By:- . ��l'F91#����CtClllri Title: �9itcctor-Wireless SOB 0 LEASE AGREEME1'f THIS LEASE enteral, into by and between the City of Kent, Wasliingtoh, Municipal Corporation C'Landlord")and U.S.West Wireless L.L.C„a Delaware limited liability oon:apany,with its principal office located at 1999 Broadway,Tenth Floor,Denver,Colorado 90202("Tount"). BackUMd A. Landlord is the owner in fee simple of a parcel of land located in the City of Rent, King County, 'Washington,legally described on the attached Exhibit A. B. Tenant is in the communications business and desires to lease a portion of the Landlord's property described below,which is legally described on the aftached EixhibitB,together with a nonexclusive access easenment,which Is legally described on The attache C in d Exhibit C, o Landlord and to construct on the Premises a 130-foot high monopole-type connection with Its communications business. C Accordingly,the parties are entering into this lease on the terms and conditions set £orthbalow. rso ent 1n consideration of their mutual.covenants,the a pies agree as follows: 1, 1 eased Preot es. Landlord leases to Tenant and Tenant leases from Landlord the real,property legally described on the attached Exhibit B(the"Land")together with a rton•exchwi.ve easement for Ingress,egress and utilities over the adjacent real property legally described on the attached Exhibit C (the"Access Easement'"), The Land and the Access Easement me collectively referred to as the'Tremises", This Lease is not a franchise%lot is it a perrult to use the City of Kent's riobts-of--way. Any such franchise or permit must be obtained separately from Landlord. 1 tion t cne . T'his Lease shell commence On July 1, 1998 (time ,,Commencement Bate"),and end on June 30,2003. Additionally,Tenant shall bave the option to renew this lease for three(3)additional five(5)year periods subject to those tenons and Conditions as are mutually agrcedl to betwmrr the parties, Should Tenant exercise any option to renew tills lease, that option must be exercised--and all conditions of renewal agreed to between the parties--at least ninety(go)calendar days before the end of the term then in effect. 3. AML a. Tenant shall pay Landlord as annual rent for the Promises the sum pf "Base Rent"). Tenant shall pay Landlord Base Rent for the fmmst year on the Commencement Date. Tenantsball pay Landlord Base Rent annually in advance on each US WM coWit BLUE 90y TANK LEASE-PIP 1 or is anniversary of the Commencement Date. Base Kent shall be increased annually as described hereafter. b, Tenant shall pay Landlord a late payment cbarge equal to five perceat(S°fa) of the late payment for any payment not paid within twopty(20)calendar days ofwvhort due, Any amounts not paid when duo shall bear interest until paid at the lesser of the rate of two percent(2*/Q) per month. c. For each additional antenna installed by Tenant beyond the initial array described in Exhibit C,Tenant shall pay anadditional r the same terms Aron an mount intt o Lease and be ed by the parties,which shall increase annually de bo ome part of-the Ease Rem, d, Tenant shall also allow Landlord access to its own comraimitation towers, as provided for in Section 6,as"Usage Rent." e, The Base Rent shall be increased annually effective as of each anniversary of the Commencement Date by an amount equal f. if this Lease is terminated at a time other than an the last day of tire month, Rent shall be proratede termination shall be refunded t the ydnati n for any reason other than nonpayment of Rent,all prepaid g. 'Base Rent,and all other consideration to be paid or provided by Tenant to LancUord shall constitute Rent and shall be paid or provided without offset. 4. Eft dLe—ro9u- a. Tenant shall use the Premises for the construction and operation of a communications tower and for no other puupose. Tenant may erect and operate It 110 foot Co- locatable monopole tower- b. Tenant shall,at its expense,comply with all present and future federal,state, and;local laws,ordinances,rules and regulations(including laws and ordinances relating to health, radio frequency emissions, other radiation and safety) in connection with the use,. operation, maintenance,construction and/or installation of the Antennae Facilities andlor the premises. e., (1) The Tenant shall remove the Antennae Facllities(including the tower and other buildirrgsor structures)from the Premises upon termination ofthc 1...easc. Sueh removal shall be done in a workmanlike and careful spanner and wither t interference or damage to any other US VVM COMM.)BLUE BOY TANK LEASE—Pggc 2 ar l5 equipment,structurbs or operations on the premises,including use of the Premises by Landlord or any of Landlord's ass+gnece or lessees. (2) Upon removal of the improvements(or portions thereof)as provided above in subpart (1).Tenant shall restore the affected area of the 'Premises to the reasonable satisfaction of Landlord. (3) All costs and exiles for the removal and restoration to be performed by Tenant pursuant to subparts(1)and(2)above shall be borne by Tenant, and Tenarit shall hold Landlord harmless from any portion thereof, g, Ze1Mt1ruprn, a Ile is ans on a, (1) Tenant may improve the premises by constructing a communiestiOns tower and ancillary Support facilities and structures(collectively,"`Tower'")on the Premises. Prior to commencing,construction,Tenant shall submit plans and specifications for all improvements to Landlord for Landlord's written approval, such approval not to be unreasonably writltheld. No improvement,construction,installation or alteration shall be connnenoed until plans f0rSurb work have been approved by the landlord and,all necessary permits have been properly issued, (2) Such plans shall include: Fully,dimensioned site plans that sto draw" to scale and show(i)the proposed location of am antennas,equipment shelter,driveway and parking areas,(ii)the proposed changes in the landscape,(III)the proposed type and height of fencing, (iv) the proposed color of all structures,including fcncin�(v)the proposed type of construction material for all structures,including fencing,and any other details that the Landlord ma)r request, (3) All improvements shall be constructed in a Workmanlike tacnner without the attachment of any liens to the premises and shall be completed in complivace with all applicable taws„rules,ordinances and regulations. (4) Tenant shall conform and comply with atl local land use,regulatory, or building permit conditions issued by the City of Kent in connection with the.owstmetion, operation,or maintenance of TenaWs feellitics contemplated in this lease. (5) No Improvements or modifications to the Tower shall be made without the Landlord's consent. Moreover,any such improvements or modifications are subject to the conditions set forth in section a.(1),(2)„1,3),and(4)above. b, (1) The Tower shall remain the property of Tenant and Tenant shall,at Landlord's request,remove the Tower upon termination of the Lease. Such removal shall be done in a worktnanlike and carefiq manner and without interference or damage to any other equ"p structures or operations on the premises, Including use of the esby t Landlord emo o all o Landlcrd's assignees or lessees. lf, however,Tenant requestspermission portion of the improvements, and Landlord consents to such non-removal„ title to the affected improvements shall thereupon transfer to landlord and the same thereafter shall be the sole and entire property of landlord,and'Tenam shad be relieved of its duty to otherwise remove same- All ll51YFSr rOMM•BLUE BOY TANK X.WFrfsge 3 OrrS other alterations,improvements and structures located or constructed on the Premises(exeept for movable cquiprnont and trade fixtures),shall become the property of Landlord upon termination of the Lease,except that,Landlord may,by written notice-tc Tenant,require Tenant to remove all such improvements upon termination of the Lease, , Any personal property, equipment or other improvements which.are not removed prior to the termination of this lease shall become the property of Landlord,at Landlord's option. (2) Upon removal of the improvements(or port ons thereof)as prcvided above in subpart 5.b.(1),Tenant shall restore the affected area of the Premises to the rcnsonable satisfaction of Landlord. (3) All costs and expenses for the removal and restoration to be performed by Tenant pursuant to subparts 5.b.(I).and(2)above shall be borne by Tenant;and Tenant shall hold Landlord harmless frcm sny portion thereof. e. Tenant shall annually post a bond(or,at Tenant's option, a letter of credit)' from a surety or bank reasonably acceptable to,Landlord, and in an amount reasonably deemed necessary by Landlord,to assure that the funds will be available at the tecnvnation of Lease for removal of the Tower. 6. Ilse bvCltkrop v' ers. a. "tenant shall design and construct the Tower to accommodate 1 (one)other telecommunication provider("Mer Provider"). Toward this end,Tenant shall design and construct the tower so that 2(two)antennas or antennae arrays may'ba placed an it. 'Conant shalt also design and construct all ancillary support facilities,including ,so that equipment. ne)Other providers will have an adequate amount.of space to house their own support b. Tenant shall cooperate with each new Other Provider in connection with their locating and placing their antennas and other facilities on the Tower arrd in the ancillary support facilities. C. Each new Other Provider shall be solely responsible for the cost of locating and placing their equipment onto the tower and into the ancillary support facilities,ineluding any support buildings. The Other Providers shall also be responsible for any liabilities that arise from the Other Provider's use of the Tower. d, Within drive days after receipt,Tenant shall notify Landlord in writing of all sublease or assignment requests or proposals which Teuantrecoive;s for use of the Tower. Tenant shall also immediately provide Landlord with any information relating to an actual or prepared leaso to an other Provider that Landlord requests. Failure to comply with this provhsion shall place Tenant in default and give Landlord the option of exercising any of the rights described in paragraph 15. e, Landlord may elect at any time to place one antenna or antenna facility on the 'rower otherwise available for use by an Other Provider,suet,usage(and that in paragraph f below) if Landlord so elects,such use shall be without charge to collcetively referred to as"Usage Rent. Us WEST COXNL BLr1E SOY TANK LEAsF_hagc 4 or15 Landlord, Tenant shall cooperate with landlord in connection with Landlord's loc#sting and pia0419 their rantenna's and outer facilities on the Tower and,into the ancillary support facilities. f Landlord may obtain an intarfcrenoe study indicating whether Tettant's usu of the Tower will interfere with Landlord's proposed use of the Tower. In the event that and, a study indicates that tenant's use vrill potentially interferc with Landlord's proposed use of the Tower,Landlord may require Tenant,at Landlord's expcnss(as appropriate),to relocate Tenant's antenna on the'Tower structure and any other equipment so as to Minimize the interference,to the extent Landlord decrus necessary. 7. nJ&Mq, Landlord shall not be required to make any expenditures of any Und in connection with-this Tease or to make any repairs or improvcmerrts to the Premises. Tire parties agree that This is a not Lease intended to assure Landlord the rent reserved on an absolute net basis. to nddition to ties Rent reserved above, Tenant shall pay to� parties der direct l thereto costs all es, assessments, insurance premiums,maintenancc charges,an Y revisions of this Lease. nd expenses against the Promises which may be contemplated under any p $ %Wmg Tenant may place signs on the Premises subject to applicable governmental regulations; however, Tenant shall/first obtain the Landlord's written con senti est ize and locat to design,sion. Landlord at any time ma outer the Premises and undertake any necessary to abate r remove graffiti located therein. Tenant shall rcimburse landlord all actual on with such or renewal within 30 days of costs incurred by Landlord in connecti Landlord's presenting Tenant with a statement of such costs. 9, Maintenance• Tenant shall at its own expense, maintain the Premises and all improvements, equipment and other persona➢,property on the Premises in good working order, condition and repair. Tenant shall keep the 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, In the event the Landlord or any other Tenant indertakes t Tenant sthal, consttansy trucction or other alterations on the Landlord's prop" e or Antennae tae asonabls measures,at Tenant's cost,to cover Tenants equipment,personal property and protect them from paint and debris fallout which may occur during the painting,construction or alteration process. This requirement shall not be interpreted as a waiver of any claim Tenant may raise either against Landlord or any third party due to their negligence,$o long as Tenant has taken reasonable measures to protect Tenants equipment,property,and facilities as required above. , 10. Access. Landlord and its agents shall have the right to .enter the Premises .at reasorable times to examine and inspect the Premises. 11„ DqTjfi s. 'Tenant shall,at its expense,separately meter charges for the consumption of electricity and other utilities associated with its use of the Premises and shall timely pay all costs associated therewith. 12, L;i(,Mn ^ ^ess., Tenatrt shall pay,as they become dos and payable,all fees,charges:, taxes and expenses required for licenses and/or permits required for or occasioned by Tenartfs use of the premises. us VEST Cordn BLUE BOY TANK"ASE-Page 5 or 15 13, .:PPIP l C.0ZRLisnR&vaI"Laws.Tenames use oftbe premises is contingent upon rang, and other approvals that may be required by any its obtaining all cesrdfacates,permits, zo federal,state or local authority. Tenants hall erect maintain and,operate its Antenrae Facilities in accordance with site standards,statutes,ordinances,rules and reguladans now in efa"eat or that ay be issued thereaftor'by the Federal Communications Commission or tiny other governing bodies. 1,d, lnte remce. Teimt's installation, operation,and maintenance Of its transmission facilities shall,nat damage or interfere in any way with Landlord's activities or with such activities on the premises. Tenant agrees to correct,within fifteen(15)calendar days,all such actions which materially interfere with Landlord's use of the Premises immediately upon actual notice of;rttolr interference, provided however,in such case,Tenant shall have the right to terminate the Lease. Landlord,at all tutees during this Lease,reserves the right to take any action it deems necessary,in its sole discretion,to repair;maintain,alter or improve the Premises in connection with its operations as may be necessary, Before approving the placement of Antennae Facilities, Landlord may obtain,at Tenant's expense„are interference study(trot to exceed three thousand dollars($3000.00))indicating whether T'eoant`s intended use will interfere with any existing communications facilities on the premises, In the event any other party requests a iease and/or permission to place any type of additional antennae or transmission feel lity on the Premises,Landlord shall submit a proposal complete with all technical specifications reasonably requested by Tenant to Tenant for review for noninterference; however,Landlord shall not be required to providcr Feaant with any specifications or information claimed to be of a proprietary nature by the third party. The third party shall be responsible for the ifcations far Its proposed transmission facility. reasonable cost Of preparing the technical speo Tenant shall have fifteen (15) calendar days following receipt of said proposal to make any objections thereto,and failure to make any objection within said fifteen (15)calendar day period shall be deemed consent;by Tenant to theJustallation ofAntennae or tnmsuaission facilities ptirsiaant to said proposal. If Tenant gives notice of objection due to interference during such fifteen(15) calendar day period and Tennufs objections are verified by landlord to be valid,then Landlord shall not proceed With such proposal unless tho third party modifies the proposal in a manner deterrained, in Landlord's reasonable judgment, to adequately clirninate reasonable biterfercnee concerns asserted by Tenant. in that case,Landlord may proceed with the proposal. A governmental unit rosy be allowed,to piece Antennae or Other communications facilities on the Premises regardless of potential or actual interference with Tenants use,provided however,if Tenant's is use of the Premises is materially affected,Tenant may terminate the Lease. 15. 7e u t an i pdiord°s c edm s„ Tt shall be a default if Tenant defaults in the payment or provision of Rent or any other sums to Landlord whin no, and does not cure such performance off any other default within fifteen (15) aalezadar slays; or if'Tenant defaults Itt the covenant or condition Of this Lease and does mat cure such other default within errs (30)calendar days after written notice foam Landlord specifying the default complained of, or if Tenant abandons or s vacates the prominent r if Tonart fails,at any tiro during this lease(including optional renewal perlatls1,to aarformt or comply with any local I'and rLse,regulatory,or building permit conditions issued by the City in Conneation with the construction, operation, or maintenance of Tenant's uS WEST_COMM,BLUE SOY TANK LEASE—PAgc d arrS facilities contemplated in this lease;ar ifTenant is adjudicated as banlolipt or malWs any as*1zlmeltt for the benefit of creditors;or if Tenant becomes insolvent In the event of an instance of default as Identified in this'section 15,Landlord shall have the- right at its option, in addition to and not exclusive of any othor remedy'Landlord.May have by operation of law,without any further demand or notice,to re-enter the Premises and eject oil persons therefrom and deolam this Tease start and,in which event Tenant shall immediately remove the Antennae Facilities(and proceed as set forth in paragraph 5.b.)and pay Landlord a sum of money equal to the total of(I)the amount of the',unpaid rent accrued through the slate of termination; and ( )Landlord's direct costs associated with Tenant's default; and (3) Liquidated Damages in the amount of twelve(12)months rent. In .the event of any claim, suit, or gather action brought by Landlord for recovery of possession of tbo Premises, for the recovery of any rent or any other amount due ardor the ' s of this Lease, or because of the breach of any other covenant between Tenant and L n Landlord, in any such utaim,the Tenant shall pay to the Landlord,and.Hf"the S.atrdhiard is the prevailing paatY Landlord all expenses incurred therefor,including reasonable attorney fees. ld, t"ure bare v Landlord_. In the event of any default ofthis l cam by l eruant,the Landlord may at any tune,after notice,cure the default for the aeonunt of and at the expense Of aot we e will If Landlord is oompeiled,to pay or elects to pay any sum.of money or to do any require the payment of any wart of money or is compelled to incur any expense,including reasonable or defending any sotlon to enforce the Landlord's rights attorney fees in instituting,prosecuting underibis Agreement,the'sums so paid by Landlord,with all interest,costs and damages shall be deemed to be Additional Rental and shall be due from the Tenant to Landlord on the first day of the mouth following the incurring of the respective expenses. 17, Paptional Tcrrnina'o , Except for (fist ces a£default as set forth in Section 15, above,this Lease may be terminated(a)by'1'cnant If it is ratable to obtain or Maintain any license, permit, or other governmental approval necessary for the construction and/or operation of the Antennae Facilities or Terumfs business; (h) by Landlord, if tine Landlord decides, in its scale discretion and for any reason,to discontinue use of the Premises;(c) by Landlord if it determines in its sole discretion that continued use of the Premises by Tenant is in fact a threat to beft,safety or welfare or violates applicable laws or ordinances;(a)by Landlord if Tenant loses its license to provide PCnd/cellular service for any reason,including,but not limited to,:nornenewal,expiration, car cancellation of its license;or(f)by Tenant if it no longer requires use of the site, is, 'emoval of Fec ,, S Lip,n"1 a natt n. Upon termination of this Lease for any reason Tenant shall remove its equipment,personal property,Antennae p+a date- f t and loasetEnd. improvements front the premises within thirty(30)calendar days tionr iltc date ofternrrirrrskion,and shall repair any damage to the premises caused by such equipment, s wi d to rex peed, all at tenant's sole cost and expense. Without Waiving any $it Landlord dO this agreement,if guy such property or facilities are not removed to the satisfaction f L dlordrnc the end of this thirty (30).day time period:after termination,Landlord inay, at is o p ownership of that property by recording notice thereof with the Recorder's office at King County, Washington. VS WEST COMn BLr16 Boy TANK LEASE-Paze 7 Or IS 19, Ter<s,nination°Notice, Notice of Tenant's termination pursuant to paragraph 17 shall be given to Landlord in writing at least thirty calendar days prior to the termination date(with the sole exception.of subsection 17(e),which shall ba subject to immediate tiva inati jao onon upon to writer notice) by codified mail,Tatum receipt requested,and shall be eflec (30) calendar days from the date of reeeipt of that notice. Landlord may retain such a naants as necessary from all rcntats paid far the Lease of the Premises prior to said tanninstion date to cover Landlord's economic toss resulting from Tenant's termination- 20, pMULO or IDS _-_7•)pstructian, if the Tower or any portion of the Tower is destroyed ar damaged so as to materially binder effective use of the Tower through no fault or ncgligenoe of Tenant,Tenant may elect to terminate this Lease upon thirty(30) calendar days'written notice to e Premises as set forth in Landlord,In such event Tenant shall promptly remove ilte Tower from t nnirrate upon 1 enants Section 5.b,above. This Lease(and Tenant's obligation to PRY ) Shall fulfillment of the obligations set forth in the preceding sentence,at which termination Tenant shall be entitled to the reimbursement o Re t pre aid by Tenant. Landlord shall have no obligati On to mpah'any damage to any portion n 21. Co demoation. In the event the Owned Premises are taken by eminent donrain,this Lease shall terminate as of the date title to the owned Promises vests in the night to thOrity en In event a portion.of the Premises is taken b eminent dom either party shell have iiaa terminate this.Lease as of said date of title transfer, giving thirty(r p)days'written notice to the other patty. In the event of any taking under the power of eminent domain, 'Tenant shall not be entitled to any portion of the reward paid for the taking and the Landlord Shall receive full amount of soon,award. Tenant 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 Premises, shall belong to Landlord,"tenant shall have the right to claim and. recover from the condemning authority, but not from Landlord, such all damageensation as may be to Tenantsbusiness separately awarded or recoverable by T assent on account of any and any costs or expenses incurred by Tenant in movingIremoving its equipment,personal property, Antennae Facilities,and leasehold improvements. 22. $ IprdtV alpd Insurane e. a. pIs t *ner a L iabillty: Landlord shall not at anytime be liable for Injury or r arising out of damage occurring to any person or re ,operation, or dfrom any cuse ismantling ng of the Pre tes negligent construction,Maintenance,iutenance,rppair, or Tenant"s.Antennae Facilities, b. Lem ratio : Tenant shall,at its sole cost and expense,indeauaify and hold harmless Landlord and ail associated,atllliated,allied and subsidiary entities of Landlord,now existing or herclnatler created,and their respective officers,boards,co from and age mk t ees,agents, attorneys,and contractors(hereinafter referred to as"lndetnnitee$,,l, (1) Any and all liability, obligation, damages,pe"alties, clalms, liens, costs,.charges,losses and,expenses(including,without limitation,reasonable :fees and expenses,of US W EST COMM.BLUE 130V TANK LEASE-rage 8 or 15 attorneys,expert witnesses and consultants).Which maybe imposed upon,incurred by.!orbeasserted against tlua lrxcl�'unite by reason of any negligent act or omission at Teruant, its peesarirxei, employces,of eants,contractors or subcontractors,resulting in personal in)ury,bodily ir>jttry,sickness, disease or death to any person or damage to,loss of or destruction of tangible or intangible property, libel,slander, itavasian of privacy and unauthorized fum or oorpe,copyright oraatio use of any which may mile out of or Patent,'service mark for any other right of any p n be in.anyway connected with the construction,installation,Operation,maintenance,use Of eandltStarY of the Premises or fenant's Antennae facilities or the Tensnfs failure to Comply with any federal, state or local statUte,ordinnuce or regulation, (2) any and all liabilities,obligations,damages,penalties,claim,lions, costs,charges, losses and expenses(including, without limitation,rcasonable fees and expenses of attorneys,expert.Witnesses and other consultants),which are imposed upon,incurred by or asserted agarrpst rite lndetnriiteos by reason of any claim or lien arising out of went, labor, materials or supplie,4 provided by or supplied to Tatiant its contracYars or suit contractors, for the installation or constntctian,operation,maintenance or use of"the Fremisas or Tenant's Antennae Facilities, and, upan the written request of Landlord Tenant shall.came s following sucbeequest.covering Landlord's property to be disclparged orb r banded xvithiu thirty(3 ) y G, ASSnInT islt: Tenant undertakes and assumes for its officers,agents, affiliates,contractors and subcontractors and employees all risk of dangerous conditions,if any,on or about the owned Promises. Tenant's assumption of risk shall not apply to any latent defects or other dangerous situation,if Landlord knows or should know that defect or situation to exist but has not disclosed that inforefu tion to Tenant. d, Defor se of 1n eaTmitees; Tn the event any action or proceeding shall be brought against the lndemnitces by reason of any matter for which the bidenxnitses are indemnified hereunder,Tenant shall,upon notice from any of the lndenmiaees,at Temim's sole cast and expense, resist and d'efcnd the same;provided however,that Tenant shall not admit liability in any such matter on behalf of the lndemnitees with" the written consent of landlord and provided further that lnderenitees shnil not admit liability for,nor enter into any compromise or settlement of,any claim for which they are Indemnified hereunder,without the prior written consent of Tenant, e, hiotioz,Ctpgper do an nd expenses; landlord stall give Tenant prompt notice of the making Of any claim or the cainmeticemont of arty action,sult or other proceeding covered by the provisions of'this paragraph.,lVothing herein shall lie deemed to prevent Landlord &can unsel cooperating with Tenant aril participatixag in tlae dafr nso of any IiGga1.T n Landlord's l l pa 0 exoensos so long as the participation is caoxdinatod With Tenant's Segal oottrtsel. tenant shall pay p ps incurred by landlord in responso to any such actions,suits ar pra�inclus. These expenses shall include all out.afpaokat expenses such as attoiey fees cud,shall Oise include the reasonable va]ue of any services xx^.aidek by tYze landlord"s attorney;and the actual expenses of landlord's agents, nnection employees or expert witnesses,and disbursements and liabilities assumed byes for Landlord i services that are with such snits,actions or proceedings but shall not include attorney imaccessarily duplicative of services provided landlord by Tenant. U5 WEST Comm.BLUE BOY TANK LEA95rTaee 9 or 15 ` If Tenant requests Landlord to assist it in such defense,then"Tenant shall pay all expenses hicur d by Landlord in response thereto,including defending itself with regard to ally sWh Actions, suits or proceedings. These expenses shall include all cut-of-pocket expenses such as attorney fees and shall also include the costs of any services rendered by the Landlord's attomrey, and the actual expenses of Landlord's agents,employees or expert witnesses,and disbursements and 'liabilities assutrred by Landlord in connection With such suits,actions or proceedings which ate not directly attributable to Landlords negl"rgenft f. lnsuran : During the term of the Lease,Tenant shall maintain,or cause to be maintained,in full force and effect and at its sole cost and expense,the following types and limits of insurance: (1) Worker's Compensation insurance meefing applicable statutory requirements and employer`s liability insurance with minimum limits of One Hundred Thousand Dollars($100,000)foreach accident. (2) Comprehensive Commercial General Liability.insurance written on an Occurrence basis with,limits no,less than Two Million Dollars($2,000,000)combined single limit per occurrence and.Two billion Dollars($2,000,000)general aggregate for bodily injury,personal injury and property damage, The policy shall provide blanket contractual liability insurance for a!l written contracts, and shall include coverage for products and completed operations liability, independent contractor's liability;coverage for property damage from perils of explosion collapse or damage to underground utilities,commonly known as XCU coverage. (3) Automobile 'Liability insurance covering all owned, hired, and nonowned vellicles in use by Tenant,its employees and agents,with personal protection insurance and property protection insurance to comply with the provisions of state law with minmmum limits of One Million Dollars ($1,000,000) as the combined single limit for each occurrence for bodily injury and property damage. (4) Excess Liability insurance with limits not Jess than Four Million Dollars($4,000,000.00)per occurrence and in the aggregate. (5) At the start:of and during the period of any constaaction,builders all- risk insurance,together with,an installation floater or equivalent property coverage covering cablesr materials,machinery and supplies of any nature Whatsoever which are to be used in or incidental to the installation of the Antennae Facilities. Upon completion Of the installation Of'the Antcsutac Facilities,"Tenant shall substitute for the foregoing insurance policies of fire, extended coverage and vandalism and malicious mischief insurance on the Antennae Facilities.'The amount of insurance at all times shell be representative Of the insurable values installed or constructed. (6) All policies other than those for Worker's Compensation shall be written On an occurrence and not on a claims made basis. VSWEST COMNI.BLUE BOYTANKLEASS: ftai 10 errs (7) The coverage amounts set forth above may be met by a ccmhinatian of underlying and umbrella policies so long as in combination the limits equal or exceed those stated. E�me�l jg,surcds: All policies,except for business inter option acid wbrkales ' employees,agents and assigns, compensation policies)shall list Landlord and its o ci ds,officers,„ as their respective interests may appear,as additional irnattreds(herein referred to as the"Additional insureds"), l arh polley which is to be endorsed to list Additional lnswcds hereunder„shall contain cross-liability Wording,as follows: "In the -event of a claim being made hereunder by one Insured for which unolher insured is or may be liable,then this policy shall cover such insured against whom a claiarr is or may be made in the same manner as if separate policies had been issued to each insuted hereunder." la, Ey+d ace of ins rr-eg Cer[ifa g cat of insurance or insurance for each insurance policy required to be obtained by Tenant in..compliance with this paragraph,together with a Dopy of the eradorsasuent listing the City as additional insured. Tenant shall also provide written evidence of payment of required premiums shall be filed and maintained with Landlord annually during the tern,of Lease„ Tenant shall immediately advise Landlord of any olaim or litigation that may result in liability to°Landlord. i. Cancpllatian o£policies In rangy; ,All iraraance policiesmaiutained pursuant to this Lease shall contain the following endorsement: "At least sixty (60) days prior written notice shall be given to Landlord by the insurer of Any intention(a)not to renew,(b)to cancel or(c)to materially alter this insurance policy,such notiecto be given by registered mail to the parties named in this paragraph of the Lease" j, Ipsumneg C qMp rt a ` : All insurance shall be effected under valid and. enforceable policies„insured by insurers licensed to do business by the state of Washington or surplus line oarxiera on the State of Washington Insurance Commissioner's carriapprers and list .of oompatiies qualified to do busInes„s inthe State of VJasblttgton. All Insurance cerriees and sur}tlus line cariieis shell be rated B+(Kill)cr hotter by A lvl.hest Company,Alternatively and subject to Landlordrs pr&ar written approval,which shalt not bo unreasor alaly witlalaeld, i enact shall be allowed to self iristrra for tlta amounts and types.of insnrauoe required herein. k C?edLtot es: Any payment of deductible or self-insured retention shall be the sole responsibility of the Tenant. 1, " traot¢,i_s: Tenant shall require ibat,each and every one of its contm tars ,and their subcontractors who perform work on the Premises catty,in hall force and effect,workers' compensation,comprehensive public liability and automobile liability insurahoe coverage of the type va NEST COrAK BLntBOY TANK LEASE-FOQE 11 otrS f which Tenant is required to obtain under the terms of this paragraph with appropriate limits of insurance. nl, eylcW of Limits: Once-during each oelondar year darting the term of this coverage to be carried by Tenaaarr If Landlord detenraines Lease,Landlord may review the insurance that higher limits of coverage are necessary to protect the interests limits Landlord.or the Additional sole insureds.Tenant$hall be so notified and shall obtain the additional limits of insurance,t t its sole cost and expense. 23, gg ,,runts Subs.tgn �Y r!aggeat`oa�,tr. ',rcnant represents and warrants that its use of the Premise's herein Will not generate any llaxaadous substance, and it Will not negligently or intentionally store or dispose on the Premises nor transport to or Over the Pretrisos any b zdoris substance in violation of any federal or state law, Tenant farther agrees to hold Landlord hturnleass fi-orn and indeflmifY Landlord against,any-release of any such hazardous substance=it any damage, bass, or expense or liability resulting from such elarelease aso caged by the negligenceg all attorneys' o dlo costs rd,aa s penalties incLctred as a result thereof except any employees or agents. Similarly,Landlord warrants that the Premises are free of any p ent or substances and to indemnify and hold Tenant harmless from the landlord's negligent intentional introduction of any hazardous substance by Landlord, "Hazardous substance"shall be ated as hazardous DrIOxic interpreted broadly to moan racy substance r r toxic oxi al or radioactive tic senor bstance,or other similar tern. waste,hazardous or toxic material,hazardous by any federal,state or local environmental law,regulation or rule presently in effect orprornrllgatecl d it shall be; in the future,as such laws,regntakicns or talcs may wluieh attar reended from lease e o le to othe nvno]aitaent interpreted to include,but not be limited to,$Cry will or may reasonably be anticipated to cause$lokness,death or disease. 24, H mmg(jer. Any holding over after the expiration of the term hereof,with the rom outh mouth at two tora's the consent of the Landlo ,shell,be construed to be a tenancyspecified (prorated on amontlly basis)and hall otheerrwise 10 for the terse and on he runts hereinsp conditions herein specified,so far as applicable. S. vnbnrdinatk6n t�2&jge. Any mortgage now or subsequently placed upon any all be deemed to be prior in time and senior toarea is property of which the Premises arc a part sh of the Tenant under this Lease. Tenant subordinates all of its interest rn the leasehold estate$rooted by this Lease to the lien of any such mortgage, Tenant shall,at Landlord's request,execute arty additional documents necessary to indicate this subordination. ^ca^ntannc trf Premises, With the exception of latent defeats and any hszardous 26. property, b, talon osse$sion of flee Premises,Tenant substance contamination to LandlorTs y g p accepts the Promises in the With condition respect to the as Of the of Premises.Commencement Dwte. Landlord makes no representation or warranty p !27, Esannna Ccrii&natc. Tenant shall,at any time and Croat time to time upon not less than ten(10)days prior request by Landlord,deliver to Landlord a statement in writing oertifyisng, that(a)the Lease is um odi5ed and in full force(or if there have been modifications,that the Lease is in hall force as modified and identify the modifications);(b) the dates to-Which rant and Other US WEST COMM.I)LVE Boy TANK LEASE Pake 12 07'11 charges have been paid;(o)so for as the person making the ccrocate knows,Landlord is not in and(d)such other matters as Landlord may reasonably default under any protrisians of fire lease; request. 28. N_ All notices,requests,demands,and other communications hereunder shall n if delivered or mailed, certified mail,return be in writing and shall be deemed give receipt ragquested;to the following addresses: If to Landlord,to: Facilities Nimcger City of Kent 220 Foutth Avenue South Kent,WA 98032 With a copy to: City Clerk City of Kent, 220 Fourth Avenue South. Kent,WA 98032 if to Tenant,to: U.S.WEST Communieations Real Estate Services 8200 East Bolleview Suite 500 Clreenwood"diliage,Co 80111 Attn: PSL Maaager/Wircless With a Copy to: U.S.WEST'Wireless,L.L.C. 450 110" Ave NE,Room 219A Bellevue,WA 98004 Attn: Regional Real Estate Manager 29. d SLIT mrnt and Suer ettin Subject to the provisions of paragraph[,Tenant shall not assign this Lease iu Who or in part,or sublet all.or any part of the Prenises without'the Landlord's assign t i s L te aseIn Wt. Consent by Landlyd to any assignment or subletting shall not cpanstutots a waiver of the neocss4ty of such,consent to any subsequent assignment or sublet" This ¢altlbikiurr against any assignment or subletting shall be construed to include a prohibition against any subletting or assignment by operation of law, if this Lease is assigned,or ifthe.Premises or any part thorcof is sublet or occupied by anyone.other than Tenant,Landlord may Collect rent from the assignee,subTenant or occupant and apply the not amount collected to the rent or colleatloeligations shall be of Tenant hereunder reserved,but no such assignment,subletting,occupancy deemed a waiver or release of Tenant fiom the further performance by Tenant of the covenants on the part of Tenant hereunder contained. If Tenant is a corporation or partnership,and,if the control thereof changes at ay time a ce the terra of this Lease,then Landlord at its option may,by giving ten(10)days prior to Tenant,declare such change abroaoh of this paragraph unless Landlord has previously approved the new controlling party- US WEST Comm.BLUE Boy TANKLEASE-PABC 0 Of M Any pe:aeson or entity to which this Lease is assigned pursuant to the provisions of tine 11ankrptey Gracie,l l USC sections 101,et seq.,shall be deemed without limber act to have asserted all of the obligations of"Tenant arising under this Lease on and after the date of such assignment. Any such assxgtnee shall upon demand execute and deliver to Landlord an iinstramcat confirming such ussumptiP13, Any monies or other considerations payable or otherwise to be delivered in connection Wirth such assignment shall be paid to landlord,shall be the exclusive property of Landlord, and, shall not constitute property of the Tenant or of the estate of Tenant within the meaning of the: Bankruptcy Code. Any Inanies or odrer considerations constituting Landlord' s property under the preceding sentence not paid or delivered to Landlord shall be hold in trust for the benefit of LanMord and be promptly paid to Landlord. 30, C�ltiter uses, Nothing in this Lease shall preclude Landlord from leasing other space for cormounicationx equipment to any person or entity which may be in competition with Tenant, or any other party 33, 3nccoassors and Assi¢ns. This Lease shall be binding upon and inure to the benefit of the parties, their respective`successors,personal representatives and assigns. 32. r n 4Vaivex. Failure of Landlord to insist on strict.performance of any of the conditions, covenants, terms or provisions of this Agreement or to exercise any of its rights hereunder shall not waive such nigh%but Landlord 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 sum paid by Tenant to Landlord aftera`breach of this Agreement shall riot be deemed a waiver of-such breach unless expressly set forth in writing. 3s. Taxes. a. Tenant shall pay all real and personal property taxes(or payments in he of assessments for the Promises that are directly the result of Tenants communication taxes) and equipment,if any,which became due and payable during the term ofthis Lease. Allsuch payments shall be made,and cvideneo of All such payments shall be provided to Landlord, at least t p AY days prior to the delinquency:date of the payment, "Tenant shall pay all takes on sits rsonai ra on the premises. b. Tenant:shall indemnify Landlord from any and all liability, obligation, damages,penalties,chinas,liens,costs,charges,losses and expenses(weluding,withouthmitatiou, reasonable fees and expenses of attorneys,expert witnesses and.consuha 10,which may be imposed upon,incurred by or be asserted against Tenant in relation to the taxes owed or assessed 00 the Premises. C. If the methods of taxation in effect at the Commencement Date of the Lease are altered so that in lieu of or as a substitute for any portion of the property rty taxes and special assessments now irnposed on property there is imposed a tax upon or Againstp yable by Tonantto Landlord,Tenant shall pay those amounts in the same manner as provided for the payment of real and personal property taxes. US WEST COW BLUEBoY TANK LEASE—Pe6914 of15 34. I+kscell'arr 20— a. Landlord and Tenant represent that each respectively,has full right,power, and authority to execute this Lease. li„ This Lease constitutes due entire agreement and Understanding of the parties and supersedes A, offers, negotiations, and other agreements of any kind. There- are no representations or"understandings of any kind not set forth herein. Any rnodificatloa of or amendment to this Lease must be in writing and executed by both parties. O. This Lease shall be conswed in accordance wide the laws of the State Hof Washington. Venue and jurisdiction of any lawsuit arising out of the perfomlanoc or obligations of this Iwo shall be in the Xing County Superior Court, Kent Regional Justice Center, Kent, Washington. d. If any term of this Lease is found to be`votd or invalid,such Invalidity shad not affect the remaining terms of this Lease, which shall continue in full force and effeet. TWS.LEASE'IS EXECUTED and shall become effective on the last date indicated below. LANDLORD; TENANT: CITY OF KENT /u,S. WEST WIRELESS, L.L.C. 6y its„Mayor b2 V p OP WiTI INEERINO D TE: 7' `9 ATE: 3U^ Ap$tarAdatsto LC .dFL ATTEST: ttr1laf Its 4BNDgX0AC0 R CITY CLERK AppRoD AS TO FORM: r,t�,RO ER A.LUBOVICH,CITY A fT4RNEY v;v..�vrms.�staz�.�v r,�snu+us.uaw ew US WEST GOMM.GLUE HOY TAKK:LEASE—P21815 Ofr5 _..._ _ 'AUG—¢B—D(D 14.42 FROaf• ID•BB PAGg 18/29 US WEST • �xhab��' �B'' site# SEA isICP Site Sketch site Address- wh ac,1"e. . r• 11 i '?W vmo t pawq LbOA110,3 � DVSDivrD �Wa"l�.q. NAM Tuu tLDJSE tirnwIt v{ prC�i1�L •'""'•r !" 1 w Si F '.SE vbtk pvee n j odicarei lease slre Ll dpstanee from known,properry boundary or slracnlra, uxdsdng structure lrcl�hr(s)and darancojrom prroposed!me areaw access route,u dj.roads and north strouk If C.L.indicate equr"pmew location, tear demising lines, erred aecels route Localenearess access ropower(transformer)as well as rake(W)l Zoningxerhooks,from propertyAnes if'relsvan& u SGainlB.:ac AirG-2e-00 14.22 PROM' 1D-spa PAGE 10/22 EASEMENT AGREEMENT The undersigned,beramaller referred to as"Grantor"fbr and in consideration of One Thousand and Nol100 Dollars(51,000.00)and other good and valuable consideration,rho roc elpt whereof is hereby acknowledged„ do hereby grant and Convey unto U 5 WEST Wireless, L,LC,,, a Delawars Limited' Liability Company whose address is 1999 Broadway,Tenth Floor,Denver,Colorado$0202,hereinafter referred to as "Grantea",its sudCassars, assigns, lessees, licensees and agents a perpotuol appurtenant nnnexeliu"ive casement,hereinafter the"Easement", to constnrot, reconstruct, modify, change, add to. operate, maintain and remove utilities for the benefit of its telecommunications facilities, including electric and telephone utility service, from time to time. so Grantee they require upon,.cuar,under and across the foilowing the land situated in the county of King, stare of Washington, whi h the Grantor owns or In which the Grantor has any interest,to wit; See Exhibit"A"Attachedheroto for depiction nfEascment, Grantor further conveys to Grantee the following incidental rights: (1) The right of ingress and egress over and stress the.lands of Grantor to and from The above-described properry and the right to ulcer,and keepjr cleared all trees And other obstructions as may be necessary for the Galatea%use and enjoyment ofthe Lemont (p) Grantee shall indemnify Grantor fot all damage caused to Grantor as a result of Grantee's negligent exercise of the rights and privileges batch granted. Oramoc shall have no responsibility for y!y pre-existing environments,contamination or liabllhiv% t (3) Orantor reservet the right to occupy,use rind.cultivate the Easement for all purposes not 1, nwnsistant with the nigh its hereln granted, (4) Grantor covenants that he/shahhay le/are the fee simple owner of said lead or have an interest in said land and the right to grant the Easement and will waetant and defend;title to the land against all claims, (g) Grantor hereby covenants that no excavation, building, structure ,or obstruction will be constructed,erected,built or permitted on the Easement area and no change Will be made by grading or I' otherwise to the surface or subsurface of the Easement or tq the ground immediately atztent to the Jl Easement. TO t"p't.5 V A p Fr>�t+cr C.Cwu PVUr e", 4-A"o MG ( .S1,v11lga" t3'rnrr.f,`" 4 � (day! yl (f,) The rights,conditions and proves ons of the Easement shall inure to the benefit of and be binding upon the belts,executors,adroWstrarors,successors and assigns of the respective parties hereto. The Easement shall nun with the'land as to all property benefited or burdened,including any division or partition of such property. d (7) Any claim, controversy or dispute arising oat of this Agreement shall be settled by arbitration in accordance with the applicable rules of tile American Arbitration Association,and judgment upon the award tendered by the arbitrator may be entered in any court having jurisdiction thereof. The arbitration shall be conducted in the county where the property is located, t c:VC:rwxuocsFwwsys�'6rr,ana.nm"�w,.�o,nwq SEA151 r r _ .___.........,.�_,__._..__....-_._ , AUG-29-00 19.22 ',PROM0 PAGE 20/22 Datedthiso/dayof—. q r Grantor Granter John Wilkinson (Individpal Acknowledgment) STATE OF WASMNGTON ) .0 )ss. COUNTY OF ) I certify that I know or have satisfactory evidence th1 is the person who appobred before ire, and said person acknowledged than ho signed this hrsaument and acknowledged It to be his free and`voluntary not for the uses and purposes mentioned in the instrument, r, Dated: . ' narurp) (SEALo Stamp] �4 s A (title) JJ My appointment expires: 2 9 ST.ATF OF WASHINGTON ) a )ss. COUNTY OF ) ` I certify that I know or have satisfactory evidence that L ton Or/A'!1MGVL is the person who appeared before me, and said person acknowledged that he signed this instrument artd acknowledged it to be his free and voluntary act for the uses and purposes mentioned in the instrument. Dated: Mlle .. (S aturt9) [SEAL or S4,nip) (Title) My appointment expires:. 4 cmauauocsvo�uisuswnsroinawmMww..rotcxaeq SEAM S I d RttG—Rg—OA 14.22 F10.Dai" ID•®B PACE 21/22 Grantee U S WEST BY: ITSt STATE OF COLORADO ) COUNTY OF '.A ) I tonify that I know or have satisfactory evidence that Irl xA a Q ' w,s .or N WEST Wireless, L:L,C.,, a Delaware Limited Liabithy Comps+y, is the person who appeared before me,and said person so4owiedgod that he slgueil this instmment and acknowledged it to be his ftee and voluntary act#"exr the uses and purposes mentioned to the instrument. Dated: 3 03-,*? ., (Sipature) (SEA] or t of Coioral �- paiable L ivatsan d.�7in„%,, ✓ " _,. dtary Public; My appointment expire&: L , i STATE OF COLORADO ) ' )as. COUNTYOF m-ffnvsr I certify that I know or have satisfactory avidenoe that Mrka Pelicrat-.a _-, of S WEST'k^ta'ireless,L.L.C.,a Delaware Limited Liability Compaay, is the person Aiho appeared before me,and said person acknoevledCed that he signed this instntment and acknowledged it to be his free and voluntary aetfor the uses and purposes mentioned in the instrument. f Dated: .d (Si ture) [SEAT.or Stamp] Not.•cW =0FCOLORADO (rifle)Myappommentexpims: !�Ir) 2aa1 �, •¢,IY�mmtaalana'xplroe t?11yfAaat n�cnwrooesraw.suswesT.uin wnOw NI) SEAI51 �... l 7 "4T71h nvd•u. lY 7� f 1 a At"F111I71"I°@P pb IIII I � •uy u•; ice• �iwlt 1 nr. R.H kl `C d9;p B � A` IT, R " 9 'i "�' l• � A 1 yi 1 k 9� R 9 AllAft to Ri R�� litpill 1 & i1! I Ll F P� po!p{ R. P R1 � m m R1 U_ j4 —<U' r� gg m M ig6 fp4 FEdil= z Z � B M -A--I GGG A Z M L° e ' o v� 1 s� S / I 4 I' I f I � I xo I � � r pr I 4 8 pill FRI, M14, O all���"' Rall ......... ... _ _.. or k n SS �4 R JAO 4 YH G k aIt #� e B r Ilk .�11 �e Y B �9 B: 9 yr lYe7��� all. �� ► �� e � we„ . �a B! e b �Y IN Iloi Y� 120 Ilia 0 o � Y f it B'M o a �M ILK ',!s.. ."'.r� �d�j,,., {i.[.�-' ;nt' f�' ' ®p, :v�' yyM1 }��� �dS@ a � � ,,�x�y � ^a�,,, „ c ., rr � 9 4 �� ,� �� �� a . t� �.fx � , 'a �� .-�;,- R y �" V E M � �� � ,��. N, a � ��� �: � �� s� �:. N 0. d � �—� 8 � 'r n '� �9 �'- �� �° ��": � ��6 °ti'--.'" � ,. � , � � � ffii�a� t�p� ,,-� � o. � ° �� � r�'r�� . r � ��.�: � � �� , a� � ��� � �y -... � I ,� Mb ti � m � q �� � � � r I pL g l ___.� airy. A e d. J{ 99� ., r �r pp ! d y 9 9 s 14 of � w-r ' �� ;Pit i g cx e POW �r �u� v F o r ` in S Ng ` y, is a° e, Ili JJ � °r 1m p" " FIX PIN Poll tl " yA i ilia = k ll p o q C p to a� q IN �a.N y p J W ai! 111 ! I - g - lion of One g hausaad considers of is lteraby Grantor for and is the recciptw�r��are 'LSmited erl hereinafter r forted to as valuable aonstdaratian, l..l G a Up 02 h0reinakter go and `kareaess, $C1 Tho urroderslBtt and aiher S iVE l Calarada etnal appUrtanent ppp,bQ) unto U von, I1t70 ftbllars f 1, rant and convoy Tanth ploar, an cuts a ptr1? ohango, add too ; and No do hereby eiroadwI I 6icensecs and ag modify, best address►s l ssSBns, lesscaa, facilities. indVadin6 aoknowted construct, reeonstvnat, under and Liability tee". IT sueca the>d semenf to its talexommunications tar 4tereinaftar the`� naftt ofto,-,irc 090M,�S It the Gtnn referred to tilitles fox the ba . Grantee n"p ahgt^ rronexciusivc caserrt ii remove u from time t�ay bf King State of operate, meintainb0 a utility sort iee> and trio landrmatedti t }awit: cloctric a Easement, across the foils the Gratttar has any for dapicticn of awns or in which• +, "+attached hereto f see xhSb6t t$' and Pram the the following inUidentai ragh Grentot" to conveys to Gran toa and across the lands of bsimetlons as may Grantor fuydtan c tss and eBxess over tocp clewed all aveae and canes o 11he right of inBX' , clear an lament. ro etty and the rzBht too meat of the F.a esuh of Grantf"s ahova-described ilte G�nice"s use and cta5 "� caused to Grantor c a r responsibility far be necessary for Grantor for ail damocgda Grantee shall hate na Grantee shall is nod S TiivSlogcs heroin gr ®ses teat rights and P iabilitlea. ent for aip ptrrp l; ant exeroisc of tehntam inataon or! e Easecn no environm use and cultivate dt pro»existing ht to OCCUPY, rest s Cs d c rib of said land ar have eland' Grantor ranted• 9c owner title to the t vaiah the riglcts herein B are the fee limp ant and defend inconsisten that heishcltl't"Y 1 Bant 0Ud will war Grantor eovonantst to Brant the E will be (a7 said land and the 6 abstraction dia6 or Sntexost ins building,structure av de by agent to the claims that no excavation,and no elaange *will be ma against all round t� dta'1�pdt A 1<� t Grantor hozoby witted an the easement area$ the V (5) built or Perm asement of eted,areated, ubsurface of the ti f r n r a rftt of and be constro to the surface or a b—yt s n a at yy artier hereto• }r otherwise Acr' t, g ° of `basement shall inure toactive Patties ion or d,. �asoment, +?4A f3a' `r �r r ions an assigns of the To conditSons and p or bUrdertod, including any t a reninistratars,stYoccsso a �3 I' feyhmxigFuts, hcttefrted epon the he zsm withtthexland as tU all Prole be settled by it 1 uil�asement shall w is ABreemcnt shad arty out of th ssactation,and]ud he partitioU of such prop or dispute arisin6 Arblts tiara A thereof. a tho Arneriaan 'having jumill tton (7) Any cleim„ cantraversy with the aPplicnble rules of is locate krc entered to any ootut S. ropettY g,i Al5'1 d rendered by the atb county wY rc the p a,.b mrbitration tin acaardanae apb trahe AWAi n shall be conducted in who y�pR*Y5�MY$WEar.rsuw.Wu daSYY,aGy) m ��I� I�N1tYut�uir�[�d �� irWy�i Dated this'•✓('4day of a _, 1998. Grantor Grantor ,iohii Wilkin'stin (Individual Acknowledgment) STATE OF ' fiSMNMN ) )as. COUNTY OF LlAriq t certify that I know or have satisfactory evidence thak�(rtAf the person who eppoat'ed before me,and said person acknowledged.that he signed this instrument and acknowledged it to be his free and voluntary act for the uses and purposes mentioned in the instrument. �Dated: Li ,_ ' naturo) [r AI,or Starnpl /1liGl � Ivly appointment expires: STATE OF'WASHINGTON ) as. COUNTY OF ) 1 certify that 1 know or have satisfactory evidence that l ter' is the person who appeared before me, and said person acknowledged that he signed this instrument and acknowledged.it to be his:free and voluntary act for the uses and purposes mentioned in the iasrurnom.. Ilatedr a�.,,,,,,,.,,. 1atur' e) [SEA?:or Stamp) �� �� f.� (Title) My appointment expires: �D c.�,�,y,Pe�,yoa,�s�uswesr.mwrw„�esm.aon SEA 151 Grantee U S WEST les S .C• A BY: r ITS: STATE OF C01-ORA00 ) �ryy )ss. F''QAaAeL COUNTY O &_ ) I certify that I know or have satisfactory evidence that 7 _ of U S W£ST yrireless,L,L.C, a Delaware t $tnited Liability Corn y, is the person who opp4ared, before me,and said person acknowledged that he signed this instrument and acknowledged it to W his free and voluntary act for the uses and purposes mentioned in the instrument. Dated:,8 - (Signature) [SEA or t of ColOt&doela y Degble L.IvanBtlnfTialrr) fi��„Nosy,,—br My appointment expires: STATE OF COLORADO )ss. COUNTYOF .46nvec ) I certify that I know or have satisfactory evidence that M k �li; ail- a of U S WEST wireless, L.L.C., a Delaware Limited Liability Company, is the person who appeared before me and said person acknowledged that lie signed this instrument and acknowledged it to he his free and voluntary act for the uses and purposes mentioned in the instrument. Dated: .711R11I8 (Sag ature) [SEAL or Stamp])my ((Title) GARY ALAN SCHROEN My appointment expires; a zeal NOTARY PUBLIC STATE OFCOLiTWOO My 12MV2001 t } r.tcnweoocsvow•+suswrsrAnFi,m,Acwr,r�srmu SEA151 To be 8ttacbed upon completion.Location.of said easement to be mutually grind upon by both Granlee and Omotor, s .cae:�wrnoesrawa�uswasTair +n».w.��ssirmn SEA151 Ajj&;;-26-0B 14:!k3 FQOM' 10'se PAGE 22I22 ITS WEST YCKA ID+ q $[tag SF A 1 S'ISIK Site Sketch Site Address I . �S''�VtA`P'+BakR/la 7¢1rr kc l"+m4 i. 9Y«1cF�r O.WW 1-A-0 rdiO_.6Us�.d 179p, CA'5NK W%7%f. SE 1106 pvp +A 'ap1C OWN- 5;Ar 'r4Vc41 o5W ri1}LII 1 III tC w ` -+C a tars, Lm known property boundary or strucrure,rxisdakstruature tAetdht(s)and d'isrance front proposed icase area,access route.adj. roads and north arrow+: lfAG#indicate egutpmenrtocar ow, dcase demising JIne$, and CePeSs route.Locare vearest access to power(transformer)as watt as telaa(14)- .�onYn,�serbacksfrarrrproperr�rlFmeslfra�'elramx SlµinYv,mc Stay-21-04 12:11Pm From- +5A92517381 T-B4A P.U2/A3 F-946 a 4w"iftlaum s.l 4dC or" RECEIVED rft lit? we s t ;rr wawasaM arWn.eK SON ofS6rvift ��+umy26,ZfKtd V�81T,$ L"r!r't'itjed.'�e,Lk�µ�'hr_rrur Rw trrkr ovum:.Ify Immu=411, 220 41h;Avurtuc South Kgnt WA 99031 11}o�TrY 00 an,.q su.�dr Site rm"Agm=mt(Site� aati"N'r.SEAiS lS by d trmmttivrpa Cu glaceaz a adao M Y B12d[Qwrut Wltulesa,LLL,�+',t'>�WW460,L«L,C„dated July 20,1"R c "LmW)-1122899236tlz pint,I t Wa9So31AS"Sst? I Amv Cfjy tanager; C nvrst l drelvas,T L C,hsa emierrd into an sgre nett Mth SPriut Spoors r,LYP,, a}l4ws t wcac Winclesa,L L Tn and ifs 3126sidaary,TW Wit *as,L.U,(c allwaval 18*a1�iroicae"y ter offer d�vPeat Wt�laaa otwtostxors wra4~iona!arrihttpt"tslaplaomeserw : As� 4g 09pit of zre���,xt,roar ant a gta9o�i�t�ula tv sasrsign all olEfits zlgtatgr�t+�r�xt grad attl�;�ti�o ia�tyto. Spnhrt atfiiliratea. 17nd In the t0=of tho Leaec�your W ZW upl aoveR td nr t«1 to corrwplota tC 6gamerat. Cra csldaifim for short transidoa ate, w i otiiru z©zwquim aonBsa tza the 3ita after The . ooa 11 gvgawleW Rios aesi ant InFsc Arad Gas trar2sitl ru of its cuato� a to SpMes Pt"uctwork, Qwest artd Sprint aqWpmml arrAy nputiTage to operate shraultau�rus flat Wag shout tzars t uq period. Plana se g zrlycrc iudica'W hrlaaw and ne >}av+pniirurt t$tia vti 1 datl9m r+z beak to mciac nt Fe voizt�mfey 13,2004,snit&o°}iw Rho ccrl?y thr c w izu8ecled fBt ytaui roperttis. FmT yd3tt V c+a ,eticlostd;pioa�cfinda�+1€ be se7rt tm,yau ryzan the cAttyaleki'on aYo a s "od orrvtzYnpe. lryl}jt3eftC+ tatrruMtap ptitl u pieawr fuel tna oataieat 13aa3clis Edseit6a at0u�,�AST74t 'rtnc add3tian¢i la �+zo Si t dy, i X 0 o 1 .. IFyy-21-04 12112po From- +603261T391 T-940 P.03101 F-348 PAP 2 of 2 I 1 � '-�Ct?1v1S16t�'t" Lmftrd 40"by consents to the 4331VrmCitt of IN Lum by Qwm W7 tka to to a► Sprint aff a aCtr 000apatly and to dW 3ccene and opm4ons duri ate taau io'ot3.pm¢tod gs toted 0 ikow" As of the imoavo date of sub assay Alvdas aho be ZOt aved Of Un perfomanap,liabilitlaa and obllgWms tmft tho Legjw • -�,20M 5y C i . f V r i 9 fl I t I i I Y, u Attachment 5 to the SLA Land Owner's Consent Owner's consent is required and is attached hereto. 13 SEA ARBOR VILLAGE 4824-1890-4409v3 00520>1-0000K) Verr,LOnwireless November 3,2017 City of Kent 220 Fourth Ave. S. Kent,WA 98032 VIA EMAIL Re: Verizon Wireless Temporary Microwave on Sprint Tower Blue Boy WT 11228 SE 236' Pl. Kent, WA 98031 Dear City of Kent, Verizon Wireless requires 2 temporary microwaves to be installed on the Sprint Sites USA tower located at 11228 SE 236th Pl.,Kent, WA 9803. The microwaves wilt act as a temporary repeater delivering telecommunications data to the new Verizon SEA HIGHFIVE site until fiber can be delivered to SEA HIGHFIVE. The microwaves will be deployed for up to 6 months. The microwaves will be removed once fiber is available at SEA HIGHFIVE. Verizon is requesting to add(2)2'microwaves with(2)integrated ODU along with(2)cables on the Sprint tower along with a frame mounted cabinet on the ground within the fenced facility. The work involved is minimal and should not disrupt your operations in any mariner. By executing below,you acknowledge your approval for Verizon and Sprint Spectrum L.P.,to proceed with the addition of the temporary microwave dishes. Please sign and return a copy to me at PO Box 2449, Snohomish, WA 98291 If you have any questions, please contact me at 4wi.11rrco3ll�eat2rtlr rSllpars,t or by phone at(425) 876-2909. Thank you for your cooperation. Sincerely, 3�d ?(n/ vV� V Bill North By — The North Group, Inc. Print Name: Dated: Authorized Verizon Wireless Representative . �.,. I! Attachment 6 to the SLA Sprint- Contact List Name Address Contact Number Sprint Property Services Mailstop: KSOPHT0101-Z2650 6391 Sprint Parkway (800) 357-7641-Phone Overland Park, Kansas 66251-2650 (913) 523-9735-Fax Re: Sprint Site No. SE60XC302-02 Real Estate Attorney Sprint Law Department (800) 357-7641 Phone Mailstop KSOPHTO 10 1-Z2020 6391 Sprint Parkway Overland Park, KS 66251-2020 Re: Sprint Site No. SE60XC302-02 14 SEA ARBOR VILLAGE 4824d 890.4408v.3 0052051-000032 REQUEST FOR MAYOR'S SIGNATURE T Print on Chevy-Colored Paper KEN � Routing Information: (ALL REQUESTS MUST FIRST BE ROUTED THROUGH THE LAW DEPARTMENT) Approved by Director_ Originator: Christina Schuck Phone (Originator): x5788 Date Sent: Date Required: 5 30 18/ / 6/1/18 Return Signed Document to: Michelle Novak Contract Termination Date: 9/30/18 VENDOR NAME: Date Finance Notified: Sprint Spectrum and Seattle SMSA LP dba Verizon Wireless (only required on contracts n/a $20,000 and over or on anv Grant) DATE OF COUNCIL APPROVAL: n/a Date Risk Manager Notified:n/a (Required on Non-City Standard Contracts Agreements) Has this Document been Specifical,l.yy Account Number: Authorized in the Budget? OYES NO _. ------ ........... Brief Explanation of Document: Verizon Wireless is subleasing from Sprint Spectrum a portion of the premises to which the City is leasing to Sprint at the Blue Boy Water site. This document allows the sublease, charges admin fees and additional rent, and acknowledges the terms of the lease between the City and Sprint. All Contracts Must Be Routed Through The Law Department (This area to be completed by the Law Department) Received: Approval of Law Dept,: Law Dept. Comments: Date Forwarded to Mayor: Shaded Areas To Be r, d rqq j ,g' m Rkoived: RecomrrtendaJoris`andCor7menis Dlsposltron:J�3/� "; Date Returned: .. i umm� eunan mcawert. quwx ey a qn w e.ara r, CITY CLERK T CITY OF KENT w n.s 220 411 Avenue South f Kent, WA 98032 f Fax: 253-856-6725 I PHONE: 253-856-5725 Lease Agreement Cover Sheet This document is to be used in lieu of the Contract Cover Sheet SECTION - CONTRACT PROCESSING E, ANT SET-!JP' Contract Number: L011-09 (to be completed by Clerk's Office) 1. Responsible Department/Division: PW/Water 2. Contact Person and Title: Michelle Novak for Sean Bauer Telephone Extension: 5544 3. Tenant (Customer) Name: Sprint Spectrum Realty Company, L.P. 4. Tenant (Customer) Number: 69680 5. General Ledger Account Number: 41005550.56260 & 10001520.54195 6. King County Tax Parcel Number: 172205-9184 7. Address of Parcel: 11302 SE 2361h Place 8. Type of Lease: Site Lease Acknowledgement 9. Council Authorization Date: n/a 10. Mayor Signature Date: 5/31/2018 I TION2 - LEA ED D IMPORTANT 11. Lease Start Date: 5/31/2018 12. Tenant Lease Option Renewal Notification Due Date: n/a 13. Lease Termination Date: 09/30/18 14. Lease Duration: 4 months SECTION, - RENT DETERMINATIONANQ DUE DATE: 15. Rent: $6000 plus $2000 admin fee 16. Rent Due Date: 05/31/2018 17. Calculation of Rental Increase(s): n/a Lease Agreement Cover Sheet—Page 1 of 2 SECTION 4 — LEASEHOLD EXCISE TAX: 18. Is this lease subject to leasehold excise taxes? ❑ YES (go to Question 19) ® NO, reason: 19. Are leasehold excise taxes for this tenant centrally assessed, i.e. directly collected from the tenant by the Washington State Department of Revenue? YES (attach written verification received directly from DOR or indirectly through the tenant, e.g. DOR notification letter) ❑ NO (go to Question 20) 20. Does Lease Rent include Leasehold Excise Tax? (Leasehold taxes must be broken out on the invoice and coded: Business unit.32500.0303) ❑ YES Calculate the leasehold excise tax (Stated Rent divided by 1.1284) NO Calculate the leasehold excise tax (Stated Rent times .1284) SECTION 5 — APPLI B TILITIES: 21. Applicability of Utilities — Check all that utilities that are affected and indicate provider (e.g. City of Kent), Account Number or basis of exclusion. Does Not Apply ® Water: ❑ Sewer: ❑ Drainage: ❑ Garbage: Z Electricity/Natural Gas: SECTION6 — MONETARY PENALTIESAND LATE XISTEREST CHARGES-. 22. Monetary Penalties: n/a 23. Late Interest: n/a SECTION y — OTHER LEASE CONSIDERATIONS: Special lease considerations, e.g. non-monetary rent, etc ® None (check box if no considerations) Lease Agreement Cover Sheet—Page 2 of 2 Network Real Estate We6site:https://LandlordSolutions.Sprint.com Mailstop:KSOPHT0101-Z2650 Toll Free:(900)357-7641 6391 Sprint Parkway Overland Park; KS 66251-2650 S p r i n f works for me- DOCUMENT TRANSMITTAL COVER SHEET To: Christina M.Schuck,Assistant City Attorney From: Bobbe Jeffers Company: City of Kent, Washington Date: May 17, 2018 Site: Verizon—SEA Arbor Village Sprint Site No: SE60XC302-02 Re: Partially Executed Site Lease Acknowledgment Via: FedEx,tracking#43921049 2937 220 Fourth Avenue South Kent, WA 98032 Attached please find the following: 4- Partially Executed Site Lease Acknowledgments Christina, Enclosed are four partially executed originals of the Site Lease Acknowledgment for site SEA Arbor Village/SE60XC302. Please return one fully executed original to my attention at the following address: Bobbe Jeffers Sprint Corporation 6450 Sprint Parkway Mailstop: KSOPHN0414-4B260 Overland Park, KS 66251 1 will be out next week on vacation but will be checking emails and voicemails if there is an urgent issue. I can be reached at 913-762-0807 or bobbe.l.jeffers@sprint.com. Best Regards, l,, Bobbe Jeffers Real Estate Manager 6450 Sprint Parkway Overland Park, KS 66251 We work for '• • matter most, our customers,