IV.-D. County of Hanover. Board Meeting: August 27, 2014

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1 IV.-D. Agenda Item County of Hanover Board Meeting: August 27, 2014 Subject: Summary of Agenda Item: Approval of Third Addendum to Tower Construction and Lease Agreement between Hanover County and New Cingular Wireless PCS, LLC (Ashland Magisterial District) On February 28, 2001, Hanover County and Triton PCS Property Company, L.L.C. entered into a Tower Construction and Lease Agreement under which Triton leased the right to use the Airport Beacon Tower and a portion of ground area on the Tower Site to install and operate telecommunications equipment, including antennas. The Agreement was subject to renewal for four additional terms of five years each. The Agreement was subsequently amended on February 28, 2007 and March 24, Under the Agreement, New Cingular Wireless PCS, LLC, successor in interest to Triton PCS Property Company, L.L.C., currently pays a yearly base fee of $22,500, which increases with each renewal term. AT&T Mobility Corporation, the Manager for New Cingular Wireless PCS, LLC, wishes to install additional antennas, associated cables, and equipment, as described in Exhibit 1-A to the Third Addendum. A Structural Analysis and Radio Frequency study determined no adverse effects to the Beacon Tower and airport users from installation of the additional antennas, cables, and equipment. For placement of the additional equipment on the Beacon Tower, New Cingular Wireless PCS, LLC will pay an additional base fee in the amount of $ per month or $2, per year over the previously established base fee. The County Attorney s Office has reviewed and approved the Third Addendum as to form. County Administrator s Recommended Board Motion: Motion to authorize the County Administrator to approve the Third Addendum to Tower Construction and Lease Agreement substantially in the form of the attached draft, and to take all actions necessary to implement the terms of the Addendum.

2 THIRD ADDENDUM TO TOWER CONSTRUCTION AND LEASE AGREEMENT Hanover County New Cingular Wireless PCS, LLC THIS THIRD ADDENDUM TO TOWER CONSTRUCTION AND LEASE AGREEMENT ( Third Addendum ), dated, 2014, is entered into by and between HANOVER COUNTY, a political subdivision of the Commonwealth of Virginia ( the County ), and New Cingular Wireless PCS, LLC, a Delaware limited liability company ( the Company ). WHEREAS, the County and the Company entered into a Lease Agreement dated February 28, 2001 ( the Agreement ), modified by Contract Addendum No. 1 dated February 28, 2007, and further modified by the Second Addendum to Tower Construction and Lease Agreement dated March 24, 2010, whereby the County leased to the Company a certain Premises, therein described, that is a portion of the Property located at Air Park Road, Ashland, VA and designated as GPIN ; and WHEREAS, the parties desire to amend the Agreement to allow for the installation of additional antennas and associated equipment; and WHEREAS, the parties desire to adjust the Base Fee in conjunction with the modifications to the Agreement contained herein; and WHEREAS, the parties desire to amend the Agreement to modify the Notice section thereof; and WHEREAS, the parties, in their mutual interest, agree that the following provisions shall amend provisions of the Agreement as set forth below accordingly. NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the County and the Company agree as follows: 1. Leased Premises and Rights Granted. Section 2 of the Agreement shall be amended to include additional antennas, associated cables, and equipment. The County consents to the installation and operation of additional antennas, associated cables, and equipment as more completely described on Exhibit 1-A, attached hereto and incorporated herein. The County s execution of this Third Amendment will signify the County s approval of Exhibit 1-A. Exhibit 1- A supplements Exhibit A to the Agreement. 1

3 2. Base Fee. Section 4(B) of the Agreement shall be amended to provide that the Base Fee paid annually in advance by the Company to the County for each renewal (if applicable) shall be as follows: Additional base fee in the amount of TWO THOUSAND FOUR HUNDRED DOLLARS ($2,400.00) per year, for the additional equipment as provided in this Third Addendum. A prorated amount of such additional base fee shall be due and payable on the first day of the month following the date that the Company commences installation of the equipment as described in Exhibit 1-A. TWENTY FOUR THOUSAND NINE HUNDRED DOLLARS ($24,900.00) annually for the remainder of the renewal term ending February 27, 2017, due and payable each February 28. TWENTY SEVEN THOUSAND NINE HUNDRED DOLLARS ($27,900.00) annually for the renewal term ending February 27, 2022, due and payable February 28, 2017 and each February 28 following. THIRTY THOUSAND NINE HUNDRED DOLLARS ($30,900.00) annually for the renewal term ending February 27, 2027, due and payable February 28, 2022 and each February 28, with the final payment being due February 28, Notices. Section 26 of the Agreement is hereby deleted in its entirety and replaced with the following: 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, refused or returned undelivered. Notices will be addressed to the parties as follows. If to Company: New Cingular Wireless PCS, LLC Attn: AT&T Network Real Estate Administration Re: Cell Site No.: RI198; Cell Site Name: Beacon Tower (VA) Fixed Asset No: Suite 13-F West Tower NE 575 Morosgo Drive Atlanta, Georgia With a required copy to: New Cingular Wireless PCS, LLC Attn: AT&T Legal Department, Network Counsel Re: Cell Site No.: RI198; Cell Site Name: Beacon Tower (VA) FA No: S. Akard Street Dallas, Texas,

4 The copy sent to the Legal Department is an administrative step which alone does not constitute legal notice. If to the County: Hanover County Administrator P.O. Box 470 Hanover, VA Either party hereto may change the place for the giving of notice to it by thirty (30) days prior written notice to the other as provided herein. 4. Other Terms and Conditions Remain. In the event of any inconsistencies between the Agreement and this Third Addendum, the terms of this Third Addendum shall control. Except as expressly set forth in this Third Addendum, the Agreement otherwise is unmodified and remains in full force and effect. Each reference in the Agreement to itself shall be deemed also to refer to all addenda thereto. 5. Capitalized Terms. All capitalized terms used but not defined herein shall have the same meanings as defined in the Agreement. IN WITNESS WHEREOF, the parties have caused their properly authorized representatives to execute and seal this Third Addendum on the dates set forth below. Approved as to form: Approved as to substance: County Attorney or designee Richard H. Rempe, Airport Manager 3

5 COUNTY Hanover County By: Print Name: Its: County Administrator/Deputy County Administrator Date: COUNTY ACKNOWLEDGMENT STATE OF ) ) SS: CITY / COUNTY OF ) The foregoing instrument was acknowledged before me this, 201, by, County Administrator/Deputy County Administrator (name of person(s) acknowledged, title of person(s) acknowledged, if applicable), on behalf of Hanover County. (Signature of Person Taking Acknowledgement) Notary Public (Title or Rank) (Printed Name) (Registration Number) (Commission Expiration Date) 4

6 "COMPANY" New Cingular Wireless PCS, LLC, a Delaware limited liability company By: AT&T Mobility Corporation Its: Manager By: Printed Name: David C. Tuck Its: Area Manager of Construction and Engineering Date: COMPANY ACKNOWLEDGMENT COMMONWEALTH OF VIRGINIA ) ) SS: COUNTY OF HENRICO ) The foregoing instrument was acknowledged before me this, 20, by David C. Tuck, Area Manager of Construction and Engineering of AT&T Mobility Corporation, on behalf of New Cingular Wireless PCS, LLC. (Signature of Person Taking Acknowledgement) Notary Public (Title or Rank) (Registration Number) (Printed Name) (Commission Expiration Date) 5

7 EXHIBIT 1-A Elevation Mount Antenna Information RRH TMA 60 feet MTC3607 Platform w/ Rails 6 EMS Wireless RV DP 3 Commscope SBNHH-1D65B 3 RRUS-11 3 RRUS-12 with A-2 module 3 E15S09P9404 Transmission Lines 6 coax 1 5/8 1 fiber- RFFT-36SM-001 3/8 2- PWRT-608-S power 7 Other DC F (SQUID) 6