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Home My WebLink AboutItem 20 - Ground Tower Lease Agreement T-MobileMEMO TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: BRUNO RUMBELOW, CITY MANAGER * MEETING DATE: JULY 5, 2016 SUBJECT: SECOND AMENDMENT TO GROUND AND TOWER LEASE AGREEMENT WITH T -MOBILE FOR MUSTANG WATER TOWER. RECOMMENDATION: City Council consider adopting a resolution authorizing the Second Amendment to the Ground and Tower Lease Agreement with T -Mobile West LLC for the purpose of installing, operating, and maintaining a communications facility on the Mustang Water Tower, located at 3051 Ira E. Woods Avenue, authorize the City Manager to execute said amendment, and take any necessary action. FUNDING SOURCE: The City of Grapevine and GCISD will each receive $27,500, half of the annual lease payment of $55,000 from T -Mobile West LLC. BACKGROUND: The initial lease with T -Mobile West, LLC (successor to Voicestream GSM Operating Company, LLC.), was entered into August 19, 2003 for a period of 25 years (2028). City of Grapevine and GCISD received $13,500, each in annual rent. On April 28, 2014, the first amendment to the Ground and Tower Lease allowing additional installation of antennas was approved. The annual lease amount increased to $39,207.50, with the City of Grapevine and GCISD each receiving $19,603.75. The main points of this amendment include: • Updates "Section 5 Relocation", establishes a 30 day time period for cell provider to re- locate from temporary poles to the water tower (failure to re -locate includes termination of the lease); • Establishes the base annual rate of $55,000 starting August 19, 2016 with an annual 3% rate increase over the life of the lease; • Authorizes the installation of additional equipment, according to T -Mobile's Sector Add plans; and • Permits Lessee to add, modify and/or replace equipment in order to comply with federal, state or local mandated applications. This amendment goes to GCISD for approval at its July Trustee meeting. The City Attorney and Staff have reviewed the terms of the agreement and recommend approval. S D/cm RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAPEVINE, TEXAS, APPROVING THE SECOND AMENDMENT TO THE GROUND AND TOWER LEASE AGREEMENT WITH GRAPEVINE-COLLEYVILLE INDEPENDENT SCHOOL DISTRICT AND T -MOBILE WEST 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 August 19, 2003 the City of Grapevine and Grapevine-Colleyville School District (hereinafter referred to as "Landlord") entered into a Ground and Tower Lease Agreement with Voicestream GSM Operating Company, LLC, being a Limited Liability Company organized and existing under the laws of the State of Delaware, and authorized to do business in Texas, for Communications Equipment on the Mustang water tower; and WHEREAS, on April 28, 2014 the "Landlord" entered into Amendment No. 1 to said Ground and Tower Lease Agreement with T -Mobile West LLC, and successor to Voicestream GSM Operating Company; and WHEREAS, Amendment No. 2 to the Ground and Tower Lease Agreement for the Mustang Water Tower is attached as Exhibit "A"; and WHEREAS, all constitutional and statutory prerequisites for the approval of this resolution have been met, including but not limited to the Open Meetings Act; and WHEREAS, the City Council deems the adoption of this resolution to be in the best interests of the health, safety, and welfare of the public. 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 Council of the City of Grapevine, Texas hereby approves the Amendment No. 2 to the Ground and Tower Lease Agreement for the Mustang water tower located at 3051 Ira E. Woods, with T -Mobile West LLC. Section 3. 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 5th day of July, 2016. APPROVED: William D. Tate Mayor ATTEST: Tara Brooks City Secretary APPROVED AS TO FORM: John F. Boyle, Jr. City Attorney Resolution No. 2 Market: Central Region / North Texas Cell Site Number: DA02267C T -Mobile Cell Site Address: 3051 Ira E. Woods, Grapevine, TX SECOND AMENDMENT TO GROUND AND TOWER LEASE AGREEMENT This is the Second Amendment to Ground and Tower Lease agreement (the "Amendment") is entered into as of this day of July, 2016 ("Effective Date"), 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 ("Grapevine"), having a mailing address of 200 S. Main Street, P. 0. 95104, Grapevine, Texas 76099, the Grapevine Colleyville Independent School District, an independent school district organized under the laws of the State of Texas ("GCISD") having a mailing address of 1501 Ira E. Woods Ave, Grapevine, Texas 76051, and T -Mobile West LLC, a Delaware limited liability company, successor in interest to Voicestream GSM Operation Company, having a mailing address of 12920 SE 38`h Street, Bellevue, WA 98006 ("Tenant"). A. On August 19, 2003, Grapevine, and the Tenant entered into a Ground and Tower Lease Agreement ("Lease") for the purpose of constructing, installing operating, and maintaining a communications facility on a City water tower located at 3051 Ira E. Woods, Grapevine, Texas 76051 ("Leased Site"), all as specified in the Lease. B. Then in April 2014, Grapevine, GCISD, and the Tenant entered into the first amendment to the Lease to allow for additional installation of antennas, and modify the rent in conjunction with the additional antennas. C. Tenant now desires to install additional equipment; Sector Add, including additional antennas, on the water tower situated on the Leased Site, and Tenant has therefore sought the approval of Grapevine and GCISD to these additions. D. Grapevine and GCISD is willing to give their approval of the additions pursuant to this Amendment. In consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Grapevine, GCISD and Tenant agree as follows: Preamble That all matters stated here and above are true and correct and are hereby incorporated into the body of this document as if copied in their entirety. Term & Rent Commencing on August 19, 2016, Rent shall be $55,000 annually or $27,500 each to Grapevine and GCISD. Rent for each successive Year shall be increased by an amount equal to one hundred three percent (103%) of the Rent for the immediately preceding Year. The Rent shall continue to be paid on an annual basis till the expiration of the Lease Agreement, 2028. As of the amendment rent commencement date the 3% increase shall replace any annual or term escalation in the Lease. Additional Antennas & Equipment As of the Effective Date, Grapevine and GCISD approves Tenant's request to install additional Antennas as part of the Sector Add plans and other changes to existing antennas. Exhibit A' (Site Plan) to this Amendment contains a technical description of the new antennas and specifically describes where they will be located on the Tower. 4. Access to City and GCISD Secured Area Tenant shall schedule EQUIPMENT UPGRADES on existing and proposed facilities in the City's secured area with 48 hours advanced notice to Page 1 Market: Central Region / North Texas Cell Site Number: DA02267C T -Mobile Cell Site Address: 3051 Ira E. Woods, Grapevine, TX the City. Advanced notice provided by the Tenant's Authorized Subcontractors shall include name and contact information of the Tenant and subcontractor and nature of upgrade work. During regular working hours, Tenant shall first contact Engineering at 817-410-3134, after hours - contact the City Water Treatment Plant at 817-410-4141 or 817-480-1285 for City staff assistance and access. The City reserves the right to charge the Tenant, staff overtime costs for excessive requests to access City Secured Areas (Water Towers), responding to after-hours work on UPGRADE REQUESTS. Tenant's subcontractor shall provide Traffic Control (TMUTCD) for any cranes or other equipment placed in City Streets during any scheduled, after hours or emergency activities. Relocation If Tenant fails to relocate as required in Section 7 Equipment Availability after 30 days notice, it may result, at the option of the Grapevine or GCISD, (i) in immediate termination of the lease; (ii) in the Grapevine or GCISD moving or relocating the facilities itself and billing Tenant (and failure to pay such bill may also result in immediate termination) or (iii) in any other appropriate remedy elected by the Grapevine or GCISD to address the problem. 6. Notices All notices, requests, and demands 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, refused or returned undelivered. Notices will be addressed to the parties as follows. If to Tenant: T -Mobile USA, Inc. Lease Compliance DA02267C 12920 SE 38`h Street Bellevue, WA 98006 If to Grapevine: City of Grapevine Attn: City Manager P.O. Box 95104 Grapevine, Texas 76099 If to GCISD: GCISD Attn: Board President 1501 Ira E. Woods Ave Grapevine, Texas 76051 D. Tenant agrees that it will use the equipment to be installed pursuant to this Amendment for the sole purpose of providing services to Tenant's equipment previously installed on the tower, or Leased Site as shown on Exhibit A (Site Plan). All capitalized terms used but not defined in this Amendment shall have the same meanings as specified in the Lease. Page 2 Market: Central Region / North Texas Cell Site Number: DA02267C T -Mobile Cell Site Address: 3051 Ira E. Woods, Grapevine, TX IN WITNESS WHEREOF, Tenant, and Grapevine and GCISD have duly executed this Amendment as of the date first written above. "GRAPEVINE" The City of Grapevine Bv: Name: Bruno Rumbelow Title: City Manager Date: Council approved: "GCISD" By: Name: Title: Board President Date: Board approved: "TENANT" T -Mobile West LLC BY: Print name: Its: Date: TENANT ACKNOWLEDGEMENT STATE OF TEXAS COUNTY OF COLLIN Before me, the undersigned, on this day personally appeared, , Title: of T -Mobile West 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 such Limited Liability Company for the purposes and consideration therein expressed, and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of .2016. SEAL Notary Public: My Commission Expires: Page 3 Market: Central Region / North Texas Cell Site Number: DA02267C T -Mobile Cell Site Address: 3051 Ira E. Woods, Grapevine, TX GRAPEVINE ACKNOWLEDGEMENT STATE OF TEXAS COUNTY OF TARRANT On the _ day of , 2016 before me personally appeared Bruno Rumbelow, City Manager, who acknowledged under oath, that he/she is the person/officer named in the within instrument, and that he/she executed the same in his/her stated capacity as the voluntary act and deed of the Landlord for the purposes therein contained. SEAL Notary Public: My Commission Expires: GCISD ACKNOWLEDGEMENT STATE OF TEXAS COUNTY OF TARRANT On the _ day of , 2016 before me personally appeared, , Board President, who acknowledged under oath, that he/she is the person/officer named in the within instrument, and that he/she executed the same in his/her stated capacity as the voluntary act and deed of the Landlord for the purposes therein contained. SEAL Notary Public: My Commission Expires: Page 4 Market: Central Region / North Texas Cell Site Number: DA02267C T -Mobile Cell Site Address: 3051 Ira E. 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