Loading...
HomeMy WebLinkAboutSeattle SMSA Limited Partnership d/b/a Verizon WirelessA 3- 1(o-f2 AGREEMENT FOR TEMPORARY INSTALLATION OF A COMMUNICATIONS FACILITY ON CITY OF AUBURN PROPERTY This Agreement made this 23'4 day of 0�7,� , 2014, between City of Auburn. a municipal corporation of the State of Washington, having a mailing address of 25 West Main, Auburn, WA 98001, hereinafter referred to as "Licensor," and Seattle SMSA Limited Partnership d/b /a Verizon Wireless, with an address of One Verizon Way, Mail Stop 4AW100, Basking Ridge, New Jersey 07920 (telephone number 866 - 862 - 4404), hereinafter referred to as "Licensee" 1 Licensor does hereby grant unto Licensee permission to temporarily use an estimated 25' x 30' space on the Licensor's parcel located at 27 D Street SE, Auburn WA 98001, which parcel is hereinafter referred to as the "Property", which is described more fully on Exhibit A attached hereto and made a part hereof, together with the right to place upon the Property a communications facility ( "Facility," or "COW "). The Licensor also grants unto the Licensee the non - exclusive right -of -way for ingress and egress by appointment due to sensitive nature of facilities, seven (7) days a week, twenty-four (24) hours a day, on foot or motor vehicle, including trucks. Further, the Licensee shall have the right to install and maintain upon Licensor approval as required by City of Auburn building codes and inspection, conduits, pipes, cables and wires to its Facility within the Property as necessary to supply utility service and power to the Facility or as otherwise needed to service the Facility as reasonably determined by Licensee. 2. The term of this Agreement shall be temporary for the purposes of providing "public safety voice and data coverage" and shall be effective on the first (1 st) day of the month following the execution of this Agreement by all parties (the "Commencement Date "), and shall be for a term Page I City of Auburn/ Verizon Temporary Cell on Wheels Agreement 10 -22 -14 of five (5) months. The Agreement shall automatically renew for additional five (5) month terms, unless either party, gives written notice to the other of an intent that the Agreement not be renewed at least thirty (30) days prior to the expiration of the current five (5) month term. 3 Either party may terminate this Agreement on thirty (30) days written notice to the other party on an intent to terminate the agreement, and upon such termination (thirty [30] days after notice to the other party), the Licensee will remove all of its equipment and improvements and restore the Licensor's Property to its original condition. 4 Licensee shall defend, indemnify and hold the Licensor harmless against any claim of liability or loss from personal injury or property damage related to the Licensee's use of the Facilities resulting from or arising out of the negligence or willful misconduct of the Licensee, its employees, contractors or agents, except to the extent such claims or damages may be due to or caused by the sole negligence or willful misconduct of the Licensor, or its employees, contractors or agents. 5 Licensee shall maintain at its own expense during the term of this Agreement, commercial general liability insurance with a combined single limit of $1,000,000.00 for bodily injury and property damage. The Licensor shall be named as an insured on Licensee's Commercial General Liability insurance policy using a form acceptable to the City The Licensee shall provide a certificate of insurance to the Licensor as proof of said coverage which shall contain a provision for thirty (30) days notice of cancellation to the Licensor 6. Licensor covenants that Licensee, as set forth herein and performing the covenants set forth herein, shall peacefully and quietly have, hold and enjoy the Property. Further, Licensor Page 2 City of Auburn/ Verizon Temporary Cell on Wheels Agreement 10 -22 -14 covenants that Licensor is seized of good and sufficient title and interest to the Property and has full authority to enter into this Agreement. 7 This Agreement may be assigned or transferred by Licensee to Licensee's principal, affiliates, subsidiaries of its principal or to any entity which acquires all or substantially all of Licensee's assets the market defined by the Federal Communications Commission in which the Property is located by reason of a merger, acquisition or other business reorganization, without the consent of the Licensor As to any other parties, any assignment or transfer must be with the written consent of the Licensor, which consent will not be unreasonably withheld. 8. All notices hereunder must be in writing and shall be sent certified mail, return receipt requested, to: If to Licensor, to: Innovation & Technology Dept. 25 West Main St. Auburn, WA 98092 If to Licensee, to Seattle SMSA Limited Partnership d/b /a Verizon Wireless 180 Washington Valley Road Bedminster, New Jersey 07921 Attention. Network Real Estate With a copy to. City Attorney City of Auburn 25 West Main St. Auburn, WA 98001 9 This Agreement may be executed in duplicate counterparts, each of which shall be deemed an original. Page 3 City of Auburn/ Verizon Temporary Cell on Wheels Agreement 10 -22 -14 IN WITNESS WHEREOF, the parties hereto have set their hands and affixed their respective seals the day and year first above written. LICENSOR. City of Auburn LICENSEE. Seattle SMSA Limited Partnership d/b /a Verizon Wireless By Cellco Partnership, Its General Partner in Date: Page 4 Brian Mecum Area Vice President Network City of Auburn/ Verizon Temporary Cell on Wheels Agreement 10 -22 -14 LICENSOR ACKNOWLEDGMENT STATE OF WASHINGTON ) ) ss. On this 2? nday of CLJj-A-) 201x, before me, a Notary Public in and for the State of Washington, personally appeared UAA/Gy , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person who executed this instrument on behalf of the City of Auburn, Washington, on oath stated that he /she was authorized to execute the instrument, and acknowledged it as the 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. �/� `r 1,� NOTARY the State of �ti;W residing at �am'- (,aJ %i� My appointment exp /fires lQ' zS/ O/ -S � pASKgM h� Print Name �+vM G��-C- 2.r,,CU LICENSEE NOTARY STATE OF CALIFORNIA COUNTY OF ORANGE o s 20 ggll+sTq `E`oF`,,, On before me, a Notary Public, personally appeared Brian Mecum who proved to me on the basis of satisfactory evidence to he the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public Place Notary Seal Above Page 5 City of Auburn/ Verizon Temporary Cell on Wheels Agreement 10 -22 -14 Exhibit A Description Parcel Number- 733140 -0460 Owner Name: AUBURN CITY OF Site Address: 340 EAST MAIN STREET, AUBURN, WA 98002 (City of Auburn Justice Center) Legal Description: TRACTS 27 THRU 30 & TRACT 32 OF RNER VIEW ADDITION TO AUBURN, LESS THAT PORTION OF TRACT 27 CONVEYED FOR STREET PURPOSES BY DEED RECORDED UNDER KING COUNTY RECORDING NUMBER 7802070893, AND LESS THAT PORTION OF TRACTS 30 & 32 LOCATED WITHIN THE ALLEY ADJACENT THERETO Page 6 City of Auburn/ Verizon Temporary Cell on Wheels Agreement 10 -22 -14 AGREEMENT FOR TEMPORARY INSTALLATION OF A COMMUNICATIONS FACILITY ON CITY OF AUBURN PROPERTY �1 This Agreement made this � day of OMV1 zc , 2014, between City of Auburn, a municipal corporation of the State of Washington, having a mailing address of 25 West Main, Auburn, WA 98001, hereinafter referred to as "Licensor," and Seattle SMSA Limited Partnership d/b /a Verizon Wireless, with an address of One Verizon Way, Mail Stop 4AW100, Basking Ridge, New Jersey 07920 (telephone number 866 - 862 - 4404), hereinafter referred to as "Licensee" Licensor does hereby grant unto Licensee permission to temporarily use an estimated 25' x 30' space on the Licensor's parcel located at 27 D Street SE, Auburn WA 98001, which parcel is hereinafter referred to as the "Property ", which is described more fully on Exhibit A attached hereto and made a part hereof, together with the right to place upon the Property a cotmmunications facility ( "Facility," or "COW "). The Licensor also grants unto the Licensee the non- exclusive right -of -way for ingress and egress by appointment due to sensitive nature of facilities, seven (7) days a week, twenty -four (24) hours a day, on foot or motor vehicle, including trucks. Further, the Licensee shall have the right to install and maintain upon Licensor approval as required by City of Auburn building codes and inspection, conduits, pipes, cables and wires to its Facility within the Property as necessary to supply utility service and power to the Facility or as otherwise needed to service the Facility as reasonably determined by Licensee. 2. The term of this Agreement shall be temporary for the purposes of providing "public safety voice and data coverage" and shall be effective on the first (I st) day of the month following the execution of this Agreement by all parties (the "Commencement Date "), and shall be for a term Page 1 City of Aubum/ Verizon Temporary Cell on wheels Agreement 10 -22 -14 D \4T 25089247v1 0052051 - 000032 of five (5) months. The Agreement shall automatically renew for additional five (5) month terns, unless either party, gives written notice to the other of an intent that the Agreement not be renewed at least thirty (30) days pnor to the expiration of the current five (5) month ten-n. 3 Either party may terminate this A&Teement on thirty (30) days written notice to the other party on an intent to terminate the agreement, and upon such termination (thirty [30] days after notice to the other party), the Licensee will remove all of its equipment and improvements and restore the Licensor's Property to its original condition. 4 Licensee shall defend, indemnify and hold the Licensor harmless against any claim of liability or loss from personal injury or property damage related to the Licensee's use of the Facilities resulting from or arising out of the negligence or willful misconduct of the Licensee, its employees, contractors or agents, except to the extent such claims or damages may be due to or caused by the sole negligence or willful misconduct of the Licensor, or its employees, contractors or agents. 5 Licensee shall maintain at its own expense during the term of this Agreement, commercial general liability insurance with a combined single limit of $1,000,000.00 for bodily injury and property damage. The Licensor shall be named as an insured on Licensee's Commercial General Liability insurance policy using a form acceptable to the City The Licensee shall provide a certificate of insurance to the Licensor as proof of said coverage which shall contain a provision for thirty (30) days notice of cancellation to the Licensor 6. Licensor covenants that Licensee, as set forth herein and perforning the covenants set forth herein, shall peacefully and quietly have, hold and enjoy the Property Further, Licensor Page 2 City of Aubum/ Verizon "Temporary Cell on Wheels Agreement 10 -22 -14 DWI'25089247vI 0052051- 000032 covenants that Licensor is seized of good and sufficient title and interest to the Property and has full authority to enter into this Agreement. 7 This Agreement may be assigned or transferred by Licensee to Licensee's principal, affiliates, subsidiaries of its principal or to any entity which acquires all or substantially all of Licensee's assets the market defined by the Federal Communications Commission in which the Property is located by reason of a merger, acquisition or other business reorganization, without the consent of the Licensor As to any other parties, any assignment or transfer must be with the written consent of the Licensor, which consent will not be unreasonably withheld. S. All notices hereunder must be in writing and shall be sent certified mail, return receipt requested, to If to Licensor, to: Innovation & Technology Dept. 25 West Main St. Auburn, WA 98092 If to Licensee, to Seattle SMSA Limited Partnership d/b /a Verizon Wireless 180 Washington Valley Road Bedminster, New Jersey 07921 Attention. Network Real Estate With a copy to. City Attorney City of Auburn 25 West Main St. Auburn, WA 98001 9 This Agreement may be cxccuted in duplicate counterparts, each of which shall be deemed an original. Page 3 City of Auburn/ Verizon Temporary Cell on Wheels Agreement 10 -22 -14 DWI' 25089247x1 0052051- 000032 IN WITNESS WHEREOF, the parties hereto have set their hands and affixed their respective seals the day and year first above written. LICENSOR. City of Auburn By_ Name: Title: Date: LICENSEE. Seattle SMSA Limited Partnership d/b /a Verizon Wireless By Cellco Partnership, Its General Partner BY- ,e-� Brian Mecutn Area Vice Presi ent Network Date: e - y Page 4 City of Auburn/ Verizon Temporary Cell on Wheels Agreement 10 -22 -14 D W T 25089247v 1 0052051- 000032 LICENSOR ACKNOWLEDGMENT STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) On this day of , 201_, before me, a Notary Public in and for the State of Washington, 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 behalf of the City of Auburn, Washington, on oath stated that he /she was authorized to execute the instrument, and acknowledged it as the 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 clay and year first above written. residing at NOTARY PUBLIC in and for the State of , My appointment expires Print Name LICENSEE NOTARY ACKNOWLEDGMENT STATE OF CALIFORNIA COUNTY OF ORANGE On UC1D17H2 ti dV before me, �t MMA �& Ri2 UL-M . a Notary Public, personally appeared Brian Mecum who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. susANA eAaauEro Commission # 2019519 Notary Public - California i Signature of Notary Public ( z orznge County My Comm. Expires Apr 13, 2017 Page 5 City of Auburn/ Verizon Temporary Cell on Wheels Agreement 10 -22 -14 D \VT 25089247v1 0052051- 000032 Place Notary Seal Above Page 6 City of Auburn/ Verizon Temporary Cell on Wheels Agreement 10 -22 -14 D1VT 250R9247v1 0052051 - 000032 Exhibit A Description Parcel Number- 733140-0460 Owner Name: AUBURN CITY OF Site Address: 340 EAST MAIN STREET, AUBURN, WA 98002 (City of Auburn Justice Center) Legal Description. TRACTS 27 THRU 30 & TRACT 32 OF RIVER VIEW ADDITION TO AUBURN, LESS THAT PORTION OF TRACT 27 CONVEYED FOR STREET PURPOSES BY DEED RECORDED UNDER KING COUNTY RECORDING NUMBER 7802070893, AND LESS THAT PORTION OF TRACTS 30 & 32 LOCATED WITHIN THE ALLEY ADJACENT THERETO Page 7 City of Auburn/ Verizon Temporary Cell on Wheels Agreement 10 -22 -14 D \vvr 25089247%1 0052051 - 000032 Page 8 City of Auburn/ Verizon Temporary Cell on Wheels Agreement 10 -22 -14 n WT 25089247v 1 005205 1 -000032 f Site Name: SEA AUBURN FIRST AMENDMENT TO AGREEMENT This FIRST AMENDMENT TO AGREEMENT ("Amendment') is made this R Nay of fttynjst- , 201,5— , by and between City of Auburn, a municipal corporatioiYof the State of Washington, ("Licensor") and Seattle SMSA Limited Partnership d/b/a Verizon Wireless ("Licensee"). RECITALS A. This Amendment pertains to that certain Agreement for Temporary Installation of A Communications Facility On City of Auburn Property, dated October 24, 2014, together with all exhibits, amendments and addenda thereto (collectively, the "Agreement') for the license to use a parcel of the property(the "Property") located at 340 East Main Street, Auburn, County of King, State of Washington, on property described as set forth on Exhibit"A"to the Agreement. B. The parties desire to amend the Agreement to extend the term of the Agreement. NOW, THEREFORE, in consideration of the foregoing and mutual covenants herein contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is hereby agreed as follows: AGREEMENT 1. Recitals. The foregoing recitals are incorporated herewith as if fully set forth herein. 2. Term. Section 2 of the Agreement is hereby amended to provide that the Agreement shall be further extended for five (5) months from August 24, 2015 through January 23, 2016 (the "Additional Extension Term"), and shall automatically renew for additional five (5) month term, unless either party gives written notice to the other of an intent that the Agreement not be renewed at least thirty(30) days prior to the expiration of the current five (5) month term. 3. Full Force and Effect. Except as expressly amended herein the Agreement is unmodified and remains in full force and effect. In the event of a conflict between the terms of the Agreement and this Amendment, the terms of this Amendment shall be controlling. In addition, except as otherwise stated in this Amendment, all initially capitalized terms will have 1 SEA AUBURN 7/29/2015 DWT 27478974v 10052051-000032 the same respective defined meaning stated in the Agreement. All captions are for reference purposes only and shall not be used in the construction or interpretation of this Amendment. LICENSOR: City of Auburn, a municipal corporation of the State of Washington By: Name: Title: Date: LICENSEE: Seattle SMSA Limited Partnership d/b/a Verizon Wireless By Cellco Partnership, its General Partner By: �7cjz e _ James A. Wales Executive Director-Network Date: 2 SEA AUBURN 7/29/2015 DWT 27478974v1 0052051-000032 STATE OF WASHINGTON ) ) ss. COUNTY OF ) On this �- ` day of t� •`ti , 201 , before me, a Notary Public in and for the State of Washington, 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 of City of Auburn, a municipal corporation of the State of Washington, 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. Ali 'Z- CD NOTARY PUBLIC in and for the State of WA, P"31b f�` residing at My appointment expires T�-y Q Print Name ST E OF WASHINGTON ) ) ss. COUNTY K ING ) On this ay of , 201_, before me, a Notary Public in and for the State of Washington, rsonally appeared James A. Wales, personally known to me (or proved to me on the basis of s 'sfactory evidence) to be the person who executed this instrument, on oath stated that he s authorized to execute the instrument, and acknowledged it as the Executive Director- Network o eattle SMSA Limited Partnership d/b/a Verizon Wireless, By Cel lco Partnership, Its Gener artner, to be the free and voluntary act and deed of said party for the uses and purposes mentione i the instrument. IN WITNESS WHEREOF, I have hereunto set hand and official seal the day and year first above writtE-I, NOTARY PUBLIC in and for the State of WA, residing at My appointment expires Print Name 3 SEA AUBURN 7/29/2015 DWT 27478974\•l Ui >20>1-000032 STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) On this 0day of , 201-5,7before me, a Notary Public in and for the State of Washington, personall ppeared James A. Wales, 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 Executive Director -Network of Seattle SMSA Limited Partnership d/b/a Verizon Wireless, By Cellco Partnership, Its General Partner, 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. SHIRLEY A.VAIdG�RI NOTARY PUBLIC n STATE OF WASHINGTON COMMISSION EXPIRES NOTARY PUBLI and for the State WA, SEPTEMBER 29,2019 residing at LOW (on My appointment expires 0 ( o U Print Name ('( Pf Vanneh DWT 26400895v1 0052051-000032 i Ae s _ ..' i' � s �{ .