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Home My WebLink AboutItem 13 - Cingular Wireless PCS9rnI M MEMO TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL L FROM: BRUNO RUMBELOW, CITY MANAGER MEETING DATE: JUNE 7, 2011 SUBJECT: SECOND AMENDMENT TO GROUND AND TOWER LEASE AGREEMENT WITH NEW CINGULAR WIRELESS PCS, LLC FOR MUSTANG WATER TOWER RECOMMENDATION: City Council consider adopting a resolution authorizing the Second Amendment to the Tower/Ground Lease Agreement with Grapevine - Colleyville Independent School District and NEW CINGULAR WIRELESS PCS, LLC for the co- location of antennae and installation of communications equipment at the Mustang Water Tower, 3051 Ira E. Woods Avenue, authorize the City Manager to sign said amendments, and take any necessary action. FUNDING SOURCE: The City of Grapevine and the GCISD will share the revenue earned from the lease agreement. Both will receive half of an annual lease payment of $36,000 from NEW CINGULAR WIRELESS PCS, LLC. The initial lease amount was $14,400, $7,200 to each entity. BACKGROUND: The City of Grapevine, GCISD, and Dallas SMSA Limited Partnership, a Delaware Limited Partnership initially entered into a Tower/Ground Lease Agreement for 25 years on May 4, 1999. In September of 2008, the City and GCISD approved a first amendment to the Tower/Ground Lease Agreement with AT &T Mobility Texas LLC the successor to Dallas SMSA LP. NEW CINGULAR WIRELESS PCS, LLC is the successor to AT &T Mobility Texas LLC. The installation of the proposed antenna is expected to add service coverage to their customers in this area of Grapevine. The main points of the amendment include: • the installation of additional antennas, • adjusting the annual rental rate (effective immediately), • permitting lessee to add, modify and/or replace equipment in order to comply with federal, state or local mandated applications, and • modifying the notice section. O: lagenda1201110b -3 -MAT &T -NEW CINGULAR WIRELESS 2"d Amendment ,tune 1, 2011 (3:44PM) The City Attorney and Staff have reviewed the terms of the agreement and recommend approval. O:Iagenda1201 1 105- 3- 1 1 1AT&T -NEW CINGULAR WIRELESS 2n° Amendment May 26, 2011 (4:24PM) Market: North Texas Cell Site No. DX6052 Fixed Asset 410006490 Cell Site Name: Hwy 114/Hwy 26 Address: 3051 IRA H Woods Avenue, Grapevine, Texas 76051 SECOND AMENDMENT TO GROUND AND TOWER LEASE AGREEMENT THIS SECOND AMENDMENT TO GROLND AND TOWER LEASE AGRFFMENT ( "Second Amendment "), dated as of the last of the signature dates below, is by and between The City of Grapevine, Texas, a home rule municipal corporation, incorporated under Article XI, Section 5 of the Constitution of the State of Texas and Grapevine- Colleyville Independent School District (hereinafter collectively referred to as — Landlord ") and New Cingular Wireless PCS, LLC, a Delaware limited liability company, successor to (see Exhibit C) AT &T Mobility Texas LLC, having a mailing address of 12555 Cingular Way, Suite 1300, Alpharetta, GA 3004 (hereinafter referred to as "Tenant"). WHEREAS, Landlord and Tenant entered into a Ground and Tower Lease Agreement dated May 4, 1999, whereby landlord leased to Tenant certain Leased Premises, therein described, that are a portion of the Property located at 3051 IRA E Woods Avenue, Grapevine, Texas 76051 ( "Agreement" ); and WHEREAS, Landlord and Tenant entered into a First Amendment to that Ground and Tower lease Agreement dated November 10, 2008 ( "First Amendment "); and WHEREAS, landlord and Tenant desire to further amend tho Agreement to allow for the Leased Site Upgrade, as described herein; and WHEREAS, Landlord and Tenant desire to adjust the rent in conjunction with the modifications to the Agreement contained herein; and WHEREAS, Landlord and Tenant, in their mutual interest, wish to amend the Agreement as set forth below accordingly. NOW THFRE}=ORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant agree as follows: I . Leased Site Up rg,,ade. Landlord consents to Tenant's Leased Site Upgrade as follows and as further indicated in Fxhibit D: Replace three of the existing nine antennas with Model #DBXNH- 6565B- R2N antennas. Add one line of lifer -optic and one line of direr current to each of the three new antennas along the same path as tNe existing coaxial cable. Page 1 of 13 • Remove the existing coaxial cable from the existing middle antenna to make room for the fiber /direct current lines. Add new lines to match existing lines. The new fiber and current cables to be painted to match the color of existing coaxial cable. Add one Remote Radio Unit ( "RRU ") and one serge protector behind each of the three new antennas. Depictions of the Leased Site Upgrade are contained on Exhibit A, attached hereto and incorporated herein. 2. Annual Rent Increase. Commencing on the first day of the month following the date that Tenant commences the Leased Site Upgrade ("Increased Annual Rent Commencement Date "), Annual Rent shall be increased by $14,640.00 ($7,320.00 to each Landlord), bringing the Annual Rent to $36,000.00, subject to adjustments as provided in the Agreement (the "Increased Annual Rent "). In accordance with the Agreement's requirement that Tenant pay Annual Rent in advance and in light of Tenant's election to pay Annual Rent in monthly installments, Tenant will pay two monthly installments of Increased Annual Rent on the increased Annual Rent Commencement Date. 3. Other Terms and Conditions Remain. In the event of any inconsistencies between the Agreement and this Second Amendment, the terms of this Second Amendment shall control. Except as expressly set forth in the First Amendment and in this Second Amendment, the Agreement otherwise is unmodified and remains in full force and elLvt. Each reference in the Agreement to itself shall be deemed also to refer to the First Amendment and this Second Amendment. 4. Notices. All notices, requests, demands and communications hereunder will be given by first class certified or registered mail, return receipt requested, or by a nationally recognized overnight courier. postage prepaid, to be effective when properly sent and received. Notices will be addressed to the parties as follows. If to 'Tenant: New Cingular Wireless PCS, LLC Attn: Network Real Estate Administration Re: Cell Site # DX6052; Cell Site Name: Hwy 114/Hwy 26 Fixed Asset Bo: 10005490 12555 Cingular Way, Suite 1300 Alpharetta, Georgia 30004 Required Copy to: New Cingular Wireless PCS, LLC Attn: Network Real Estate Administration Re: Cell Site ff DX6052; Cell Site Name: Hwy 114/Hwy 26 Fixed Asset Ho: 10006490 15 East Midland Avenue Paramus, New Jersey 07652 Page 2 of 13 If to Landlord: Grapevine- Colleyvi #le Independent School District Attn: Superintendent 3051 Ira E. Woods Avenue Grapevine, Texas 76051 -3897 The City of Grapevine, Texas, a Municipal corporation Attn: City Manager's Office P.O. Box 95104 Grapevine, Texas 76099 Required Copies to: Brackett & Ellis, P.C. Attn: James M. Whitton 100 Main Street Fort Worth, Texas 76102 Boyle & Lowry, L.L.F. Attn: John F. Boyle, Jr, 4201 Wingreen, Suite 108 Irving, Texas 75062 5. Ca italized Terms. All capitalized terms used but not defined herein shall have the same meanings as dcflned in the Agreement. IN Wl'1"NISS WHEREOF, the parties have caused their properly authorized representatives to execute and seal this Amendment on the dates set forth below. LANDLORD: The CITY OF GRAPEVINE, Texas a municipal corporation, incorporated under Article XI, Section 5, of the Constitution of the State of Texas By: Name: Title; Date: Grapevine olleyville Independent School District By: Name: Charlie Warner Title: President j oard of Trustees Date: fv6p.,k ats j� Page 3 of 13 TENANT: New Cingular Wireless PCA, LLC, a Delaware limited liability company BY: A`l' &'l' Mobility Corporation Its: Manager By; Name: Greg Holloway Title: Area Manager -RE &C NTX Network Ops Date: [ACKNOWLEDGEMENTS TO FOLLOW) Page 4 of 13 TENANT ACKNOWLEDGEMENT STATE OF TEXAS COUN'T'Y OF DALLAS BEFORE ME, the undersigned authority, on this day personally appeared Greg I lolloway, Area Manager – RE&C, NTX Network Ops of New Cingular Wireless PCS, LLC, a Delaware limited liability company, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that the same was the act of the said New Cingular Wireless PCS, LLC, and that he executed the same as the act of such Limited Liability Company for the purposes and consideration therein expressed, and in the capacity therein stated. G1Vf N UNDLR MY HAND AND SEAL OF OFFICE, this day of - ,2011. Notary Public, State of Texas My Commission Expires: LANDLORD ACKNOWLEDGEMENT STATE OF TEXAS COUNTY OF TARRANT CERTIFY that on April 25, 2011, Charlie Warner personally came before me and acknowledged under oath that he; (a) is the President of the Grapevine- Colleyville I.S.D. Board ofTrustees, the governmental body named in the attached instrument, (b) was authorized to execrate this instrument on behalf of the governmental body and (c) executed the instrument as the act of the governmental body. I k "�q�61tY' KIM E. HUTTO Notery Public, State Of TOM ,c My Commission Expires -... Notary Public, State of Texas n��,•r Aptll 18, 20t5 ° — My Commission Expires, r 31 i5 Page 5 of 13 STATE OF TEXAS COUNTY OF TARRANT I CKTII~Y that on , 2011, personally came before me and acknowledged under oath that he or shy;: (a) is the _ of T , the governmental body named in the attached instrument, (b) was authorized to execute this instrument on behalf of the governmental body and 361521 (c) executed the instrument as the act of the governmental body. Notary Public, State ofTexas My Commission Expires: Page 6 of 13 7 14 FAGS x ,r, JEFFREY W. BUZZOCK, SZCXS!rARY OF STATT OF TW STATE' OF D LANARE, DO SMWY CXRTIFY TIM ATTACKED ZS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF MtmR, MHICH MERGES: "ATAT MOB2LXTY TSXAS LLCM, A DKIAWA K LZMITLD ZxABILI!'Y COMANY, "TRTTEL CON NUMICATIONS, LLC ", A DZIAWAARB LIMITJCD LIABILITY CCWANY, WITH AND XMTO "NEW CZNGVLAR WIRELRSS PCS, LLC" MVF.R TER NAME OF "NEW CZNGUUR WIRKLSSS PCS, LLC ", A ZZMXTED LIABILITY COMPANY ORGANIZED AND EXISTING UNDER THE LAWS OF THE STATE OF DR- LAMARE, AS RECEIVED AND FXLED IN THZB oFFICa M TWSNTY- ZZGHTS DAY OF DECMW R, A.D. 2009, AT 4:54 O'CLOCK P.M. AND I DO aMZKBY PMTEER CERTIFY THAT TEN LFF.$CTZVS DAM OF TAE AFORESAID CERTZPZCA2T OF i ERGM 1'S TKE T1i3RTY —FIRST DAY OF 0 -ZMBZR, A.D. 2009, AT 11:50 OICZOCK P.M. 2445344 81OOM 09114.1437 Iou ais vorify Chia cortalt3aato online •t aos' .daldxarr.gor /out ror.shcW prey W. ouluxt sccielary of State AvT TrOr: 7728429 DAIS: 12 -29 -09 Ste tie or DejAwffizu or state Zdvixj= of �Itiratis �vured 06:2121212812009 FW 04:34 M 1212612009 StV 091141457 - 2445544 F= CERTIFICATE OF MERGER OF TUML C'OMMUNICAl IONS, LLC (a Dthmam UWk d babifity eompaay) AND AT &T KONLITY TEXAS LLC (a Dthware limited kabllity ctimPa W) WI'I'ti AND IM NEW CINGULAR WIRELESS KVt LLC (a Delaware fimited IiabiMy company) Pursuant to the provisions of Section 18.209 of the Delaware Limited Liability Cornpaxay Act, New Cingular Winless PCS, LLC submits the following Certificate of MerW for filing and certifies that: The name and jwisdiction of fbrmstion of the limited liability companies which arc to merge are: NUM hamcdon New Cingular Wireless PCS, LLC Delaware AT&T Mobility Texas LLC Delaware Tritel Communications, LLC Delaware An Agreement axed Plan of Merger has been approved and executed by each limited liability company which is to me rgc. 3. The name of the surviving domestic limited liability company is New Ciagulw Wireless PCS, LLC. 4, The merger "I be effective at 11:50 p.m. EST on Decembet 31, 2049. 5. The Ag=mcut and Plana of MerW is on file at the principal place of business of $0 surviving limited liability company which is located at 1025 Law Park Boulevard, Room 5D89, Atlanta, Georgia 30319. 6. A copy of the Agreemwt and Plan of Merger will be fmished by the surviving limited liability empany, out request aW without cost, to wy► me mbar of any limiW liability company whfch is to fie. [Sigrioure On following page) LECA .av3#6675141 IN WiT MS WHEREOF, Now Cingular Wimim PCS, LL.0 ha mimed this Certificate of Merger to be e=uted by its Manager tltia Z%" 'day ofDwmbrar, 2009. NEW CINGULAR WMLESS PCS, LLC By: AT &T Mobility Corporagon. its Manager Carolyn J. mrlwe Assistant Secretary -2- LCOAL W166157,40 �|| � .�� | W.k XL H-Wod smlwj Ar, _ ,3T",& SB% ;tK`| } /. |�22§ HIP liall 4M egg avi A [ � W.k XL H-Wod smlwj Ar, _ ,3T",& SB% ;tK`| } /. |�22§ HIP liall 4M egg avi A [ � avi A [ � .-- A V..'" I,& 2pft.vr,nmc.m " was OUOAa,.Yids I. I --"gi WAS 41 OMMQVM W A Llkl. Knit Xf Hnwa S~j W OIA Ail VA V141 CL. .-- A V..'" I,& 2pft.vr,nmc.m " was OUOAa,.Yids I. I --"gi WAS 41 OMMQVM W A Llkl. <dt Y 1. w ..-. , WYE l — • - - L 0 , I F. v KW X1 gifts ;w "Zqk - b r 43 ii New 13 Ike _ — ' �, ct# =3r.-, T'l --- I ff?SL XL 'mVw WAW., -.?w MU )JIWi 1021 9x ii New 13 Ike _ — ' �, ct# =3r.-, T'l --- I z! IS091 X1 INIA34YM0 3nN2Av soom 3 m tw csoo)(o msvmM 31fS U31Y A 3NWdYK) :314VN . t,4 , z 4� fill, —4 > — "!!. ... .1 .".. I MAWIS lit �Jj 15; i t 01 I figs., � 11 i��y !a 'IFr z 4� fill, � 11 i��y !a 'IFr 4k Nt � 11 i��y !a 'IFr Ll RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAPEVINE, TEXAS, APPROVING THE SECOND AMENDMENT TO THE TOWER/GROUND LEASE AGREEMENT WITH GRAPEVINE- COLLEYVI'LLE INDEPENDENT SCHOOL DISTRICT AND NEW CINGULAR WIRELESS PCS, LLC, FOR THE INSTALLATION OF COMMUNICATIONS EQUIPMENT INCLUDING ANTENNAS, CABLES AND OTHER COMMUNICATION INSTRUMENTS ON THE MUSTANG WATER TOWER AND PROVIDING AN EFFECTIVE DATE WHEREAS, on May 4, 1999, the City of Grapevine and Grapevine - Colleyville School District (hereinafter referred to as "Landlord ") entered into a Tower/Ground Lease Agreement with Dallas SMSA Limited Partnership, a Delaware Limited Partnership for Communications Equipment on the Mustang Water Tower; and WHEREAS, the "Landlord" entered into Amendment # 1 to said Tower/Ground Lease Agreement with AT &T Mobility Texas LLC, successor to Dallas SMSA Limited Partnership, a Delaware Limited Partnership; and WHEREAS, the City of Grapevine is in agreement to enter into Amendment # 2 to said Tower/Ground Lease Agreement with New Cingular Wireless PCS, LLC, successor to AT &T Mobility Texas LLC, a Delaware Limited Partnership; and WHEREAS, Amendment # 2 to the Tower/Ground Lease Agreement for the Dove Water Tower is attached as Exhibit "A ". NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GRAPEVINE, TEXAS: Section 1. That all matters stated in the preamble of this resolution are true and correct and are hereby incorporated into the body of this resolution as if copied in their entirety. Section 2. That the City Manager is hereby authorized to enter into said Amendment # 2 to the Tower/Ground Lease Agreement as attached. Section 3. That all matters stated in the preamble of this resolution are true and correct and are hereby incorporated into the body of this resolution as if copied in their entirety. Section 4. That this resolution shall take effect from and after the date of its passage. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF GRAPEVINE, TEXAS on this the 7th day of June, 2011. APPROVED: ATTEST: APPROVED AS TO FORM: RES. NO. 2