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04/08/1998 Agreement 1!\annp 1.. l&olbage BRANCH OmCE 3117 OVERSEAS HIGHWAY MARATHON, FLORIDA 33050 TEL. (305) 289-6027 FAX (305) 289-1745 CLERK OF THE CIRCUIT COURT MONROE COUNTY 500 WHITEHEAD STREET KEY WEST, FLORIDA 33040 TEL. (305) 292-3550 FAX (305) 295-3660 BRANCH OFFICE 88820 OVERSEAS HIGHWAY PLANTATION KEY, FLORIDA 33070 TEL. (305) 852-7145 FAX (305) 852-7146 MEMORANDUM TO: Reggie Paros Director of Public Safety FROM: Attention: Nonn Leggett Ruth Ann Jantzen ,fidp. Deputy Clerk ? DATE: May 7,1998 On April 8, 1998, the Board of County Commissioners granted approval and authorized execution of a License Agreement between Monroe County and Omnipoint Communications for the construction and partial use of a new tower facility at the Monroe County Sheriff's Administration Building on Stock Island. Enclosed please find two duplicate originals, executed on behalf of Monroe County, for return to Omnipoint. H you have any questions regarding the above, please do not hesitate to contact this office. cc: County Attorney Finance Mark Willis, Monroe County Sheriff's Dept. Richard Collins, Monroe County School Board County Administrator, w/o document File , ~:';r', M,rA-lj)b7..fb . . i5 0 -.. > $; % <""-- 0. .4_ IT, x-< no r- On. C:.?3.~ %. 0 " .... (") r- :x ;.0 =<;-i::t: N ~ -rt :> .. C> ~ ~ W ;:0 ... This License .A~ment (the "Agreement") is made and entered into 'ilts CJ ~U'- day of r I L-. , 1998, by and between MONROE COUNTY, FLORIDA, whose address is 500 Whitehead Street, Key West, Florida 33040 (hereinafter referred to as "COUNTY") and Omnipoint Communications MB Operations, LLC a Delaware limited liability Company ("OCMBOLLC") whose address is 600 Ansin Boulevard, Hallandale, Florida 33009, (hereinafter referred to as "LICENSEE"). \D co :z > -< I -.t .." - r- f'T1 o ..." C> ;:0 LICENSE AGREEMENT COUNTY is the owner of certain real property (the "Real Property"), a parcel of land which has the Sheriffs Administration building and the Monroe County jail located on the parcel, at 5525 College Road on Stock Island in Key West, Florida. COUNTY is willing to license to LICENSEE, a designated portion of the roof on top of the Sheriffs Administration Building for equipment and space on the new tower as proposed by LICENSEE. (the Equipment Space and the Tower Space are collectively referred to as the ("Premises"), subject to the terms and conditions set forth below. In consideration of the foregoing premises and the rents and mutual covenants contained herein, the parties agree as follows: I. COUNTY hereby grants a license to LICENSEE, and LICENSEE accepts the right to use such a license from COUNTY, the Premises, subject to the terms and conditions of this License Agreement. The parties shall mutually agree as to where LICENSEE will locate its equipment in the Equipment Space, and such shall be reflected in Exhibit "A" which shall serve as conclusive evidence as to the parties' agreement to this matter. The parties agree that this License Agreement and LICENSEE'S obligations hereunder are contingent upon the LICENSEE completing construction of the Tower as proposed by the LICENSEE in the attached proposal and plans, and receiving all permits, approvals and certificates necessary for the use and occupancy thereof. LICENSEE shall use the Premises for the purpose of constructing, maintaining and operating a communications facility and uses incidental thereto the communication facility, consisting of the placement of PCS communications equipment, mounting of antennas, and installation of coaxial cables (between the PCS equipment and the antennas), electrical utility service and fiber optic or telephone cables. The antennas and associated equipment are to be mounted on the Tower as mutually agreed to by County Communications. COUNTY also grants and LICENSEE, exclusive right for ingress and egress, on foot or motor vehicle, including trucks, to the Premises and adjacent parking areas, and associated common areas seven (7) days a week, twenty-four (24) hours a day, including normal business hours, for installation, maintenance and operation, all at LICENSEE'S sole expense, of the Communications Facility, including the installation and maintenance of utility wires, cables, conduits and pipes over, under or along said right of way. LICENSEE acknowledges that this is a secured facility and may require County escort to various areas within the facility. COUNTY shall cooperate with LICENSEE in its effort to obtain utility service along said right of way by signing such documents or easements as may be required by utility companies. In the event any utility company is unable to use the right of way, the COUNTY agrees to grant additional right of way or easement as necessary. COUNTY shall share any existing parking areas for use by LICENSEE adequate to meet the needs of LICENSEE. COUNTY grants LICENSEE the right to use adjoining and adjacent land as is reasonably required during the installation of the Communications Facility. 2. This LICENSE AGREEMENT shall take effect upon execution by both parties. LICENSEE must obtain a building permit within 180 days of the effective date unless the issuance of the requisite permits are delayed due to circumstances beyond the control of LICENSEE or Monroe COUNTY. LICENSEE must begin installation of it's communications equipment on the Premises within one month and finish installation within two months of the issuance of the building permit. LICENSEE shall provide COUNTY with written notice ofthe Construction Date within ten (10) days preceding the commencement of construction by LICENSEE and which written notice shall become a part of this LICENSE AGREEMENT. LICENSEE shall pay to COUNTY an annual fee of Seven Thousand Five Hundred Dollars ($7,500.00), to be paid annually in advance plus applicable sales tax, on the date construction begins, should the construction start date not be on the first day of the month, the first month may be prorated. The fee shall be paid to the COUNTY at the address set forth above or such other person, firm or place as the COUNTY may designate in writing at least thirty (30) days in advance of any fee payment date. Fees shall be adjusted annually by a four (4%) per cent increase. Upon completion of the tower, the tower becomes the property of COUNTY. 3. This LICENSE AGREEMENT shall be for an initial term of five (5) years, subject to the terms and conditions set forth in this LICENSE AGREEMENT. LICENSEE shall have the option to extend this LICENSE AGREEMENT for two (2) additional five (5) year terms, and such extensions shall automatically occur unless LICENSEE provides COUNTY written notice of its intention not to extend this LICENSE AGREEMENT at least six (6) months prior to the end of the then current term. If at the end of the second (2nd) five (5) year extension term this LICENSE AGREEMENT has not been terminated by either party by giving to the other written notice of an intention to terminate it at least six (6) months prior to the end of such term, this LICENSE AGREEMENT shall continue in force upon the same covenants, terms and conditions for a further term of one (1) year, and for annual terms thereafter until terminated by either party by giving to the other written notice of its intention to so terminate at least six (6) months prior to the end of such term. 4. LICENSEE shall use and occupy only that portion of the equipment roof space, Tower and antenna locations as originally proposed in the attached proposal and plans. LICENSEE shall bear all costs of permitting and construction costs associated with the attached proposal and plans. LICENSEE shall have the right to charge, a one time modification fee to additional Telecommunications Carriers whom negotiate additional LICENSE AGREEMENTS with the County. This one time charge would be in the amount of $20,000.00 dollars to offset the LICENSEE'S original construction costs. 5. LICENSEE shall prepare, at its expense, all necessary drawings and specifications for the installation of LICENSEE' S telecommunications equipment, which COUNTY shall have the right to approve, such approval not to be unreasonably_withheld or delayed. COUNTY shall have been deemed to have approved the drawings and specifications if COUNTY has not given written notice of its approval disapproval of if COUNTY has not delivered written objections to LICENSEE within ten (10) business days of COUNTY'S receipt of such drawings and specifications. In addition, LICENSEE shall have the right to file any applications for certificates, permits and other approvals that may be required by any federal, state or local authorities. COUNTY agrees to cooperate, in a timely manner, with LICENSEE in its efforts to obtain such approvals with the appropriate authorities and to address in a timely manner any written objections to the drawings and specifications and if parties, acting reasonably, cannot resolve such objections, either party shall have the right to terminate this LICENSE AGREEMENT. 6. LICENSEE shall be responsible for all costs and expenses relating to the provision of electrical service to its communications equipment. LICENSEE'S electrical service shall be separately metered and LICENSEE shall be responsible for the cost of installation of such meter 7. LICENSEE agrees to install radio equipment of a type and frequency which will not cause interference with COUNTY'S proposed antennas or equipment on the Tower. All disputes regarding interference whether caused by the COUNTY, LICENSEE or other tenant(s) and/or user(s) of the Tower and Building shall be resolved pursuant to the terms and provisions of that certain interference agreement attached hereto as Exhibit "I" (the "Interference Agreement"). COUNTY agrees that prior to allowing any additional tenant(s) or user(s) to collocate on the Tower and in the building, such tenant or user must join in and agree to be bound by the Interference Agreement. 8. LICENSEE does hereby agree that the COUNTY may license future additional PCS antennas or equipment for the purpose of wireless communications on the tower and the ability to modify or relocate its above described antennas on the tower, at the Premises provided that the new licensees antennas do not conflict with COUNTY'S or other tower user's antennas and equipment identified in the attached Exhibit "T" or the structural capacity of the Tower, whether existing or modified by LICENSEE, is sufficient based on standard and accepted engineering practices. 9. COUNTY acknowledges that it is aware of its obligations under Section 303 of the Communications Act of 1934 (47 U.S.C. 303) to maintain the painting and illumination of the tower as prescribed by the Federal Communications Commission ("FCC"). COUNTY further acknowledges that it is aware that it is subject to forfeitures assessed by the FCC for violations of such rules and requirements. COUNTY further acknowledges that it, and not the LICENSEE, shall be responsible for compliance with all tower and building markings and lighting requirements which may be required by the Federal Aviation Administration ("FAA") or the FCC, but allows LICENSEE the right to monitor the tower lighting systems on the premises. To the extent permitted by law COUNTY shall indemnify and hold harmless LICENSEE from any fines or other liabilities caused by the COUNTY'S failure to comply with the requirements of the FAA or FCC. 10. Throughout the term of this LICENSE AGREEMENT and any extensions, COUNTY shall keep and maintain in good order, condition and repair the Real Property, Building and Tower. LICENSEE shall provide its reasonable cooperation to COUNTY in connection with COUNTY'S maintenance and repair of the same; provided, however, LICENSEE shall not be required to remove its wireless telephone equipment, antennas and/or coaxial transmission lines or related equipment from the Premises in connection therewith, unless required by law. II. LICENSEE shall indemnify and hold COUNTY harmless against any claims of liability or loss from personal injury or property damage resulting from or arising out of the use and occupancy of the Premises by the LICENSEE, its servants or agents, excepting, however, such claims or damages as may be due to or caused by the acts of the COUNTY, its servants or agents. 12. LICENSEE shall procure and maintain insurance as contained in Exhibit "C". 13. To the extent permitted by law, COUNTY shall be responsible for the clean-up of anyon-site hazardous waste and for any damages, fines or penalties incurred because of the hazardous waste. COUNTY hereby indemnifies and holds LICENSEE harmless from any and all costs, expenses, actions, claims and damages to LICENSEE as a result of any contamination on the Real Property existing prior to the LICENSE AGREEMENT or hereafter caused by the COUNTY. LICENSEE will be responsible for any and all damages, losses, and expenses and will indemnify COUNTY against and from any discovery by any person of such hazardous waste generated, stored, or disposed of solely as a result of LICENSEE's equipment and uses of the premises. 14. If the Tower should be totally or substantially destroyed or damanged (so that LICENSEE may not operate it's facility as contemplated under this LICENSE AGREEMENT) so that rebuilding the Tower "as is" would not be economically feasible, as may be reasonably determined by COUNTY, LICENSEE may at it's sole discretion terminate this LICENSE AGREEMENT or rebuild the Tower at its expense. If LICENSEE should elect to rebuild the Tower as provided for in this paragraph, then in that case this Agreement shall recommence at that point in time as if this Agreement had just been approved by the parties hereto. In any event, due to such damage or destruction LICENSEE's use of the premises is disrupted, fees due hereunder shall abate in full pending restoration or repair of the premises or termination of this LICENSE AGREEMENT if permitted hereunder. 15. If the whole of the Real Property, Building and/or Tower or such portion thereof as will make the Premises unusable for the purposes herein, are condemned by any legally constituted authority for any public use or purpose, then in either of said events the term hereby granted shall cease from the time when possession thereof is taken by public authorities, and fees shall be accounted for as between COUNTY and LICENSEE, as of that date. Any lesser condemnation shall in no way affect the respective rights and obligations of COUNTY and LICENSEE hereunder. Nothing in this provision shall be construed to limit or affect LICENSEE's right to an award of compensation of any eminent domain proceeding for the taking of LICENSEE's leasehold interest hereunder. 16. If LICENSEE defaults in fulfilling any of the covenants of this License Agreement and such default shall continue for sixty (60) days after service by COUNTY of written notice upon LICENSEE specifying the nature of said default, or, if the said default so specified shall be of such a nature that the same cannot be reasonably cured or remedied within such sixty (60) day period, if LICENSEE shall not in good faith commence the curing or remedying of such default within such sixty (60) day period and shall not thereafter diligently proceed therewith to completion, then in anyone or more of such events this Agreement shall terminate and come to an end as fully and completely as if such date were the day herein definitely fixed for the end and expiration of this Lease and LICENSEE shall then quit and surrender the Property to COUNTY as provided herein. 17, LICENSEE, upon termination of this Agreement, shall, within ninety (90) day period, remove its personal property and fixtures and restore the Premises to its original condition, reasonable wear and tear excepted. If such time for removal causes LICENSEE to remain on the LICENSE AGREEMENT Premises after the termination of this Agreement, LICENSEE shall pay a reasonable fee at a monthly rate or on a monthly pro-rate basis if based upon a longer payment term, until such time as the removal of personal property and fixtures are completed. 18. LICENSEE may within the initial term of this Agreement assign or transfer its rights hereunder, with the written approval of Monroe County. Subsequent to the initial five (5) year term this Agreement may not be sold, assigned or transferred at any time, except to LICENSEE'S principal, affiliates or subsidiaries of its principal or to any company upon which LICENSEE is merged or consolidated. As to other parties, this Agreement may not be sold, assigned or transferred without the written consent of the COUNTY, such consent not to be unreasonably withheld. 19. COUNTY covenants that COUNTY is seized of good and sufficient title and interest to the Premises and has full authority to enter into and execute this LICENSE AGREEMENT. COUNTY further covenants that there are no other liens, judgments or impediments of title on the Real Property and that the Tower, Building and the Real Property are in compliance with all applicable laws. 20. LICENSEE, at LICENSEE'S option and expense, may record this LICENSE AGREEMENT and obtain title insurance on the Premises and/or Real Property. COUNTY, at COUNTY'S expense, shall cooperate with LICENSEE'S efforts to obtain such title insurance policy by executing documents or, obtaining requested documentation as required by the title insurance company. 21. Should the COUNTY, at any time during the term of this Agreement, decide to sell all or any part of the Building, Tower, and/or the real property upon which such are located, such sale shall be subordinate and subject to this LICENSE AGREEMENT and LICENSEE'S rights hereunder. 22. COUNTY covenants that LICENSEE, on paying the fee and performing the covenants, shall peaceably and quietly have, hold and enjoy the Premises and all other rights granted herein. 23. All notices hereunder must be in writing and shall be deemed validly given if sent by certified mail, return receipt requested, addressed to each party as set forth in the preamble. 24. This LICENSE AGREEMENT shall extend to and bind the heirs, personal representatives, successors and assigns of the parties hereto. 25. This LICENSE AGREEMENT may be executed in three (3) counterparts, each of which shall be deemed an original, and such counterparts shall constitute but one and the same LICENSE AGREEMENT. 26. This LICENSE AGREEMENT and the performance thereof shall be governed, interpreted, construed and regulated by the laws of the State of Florida. 27. In any action, proceeding or litigation arising out of this LICENSE AGREEMENT, the prevailing party shall be entitled to recover from the non-prevailing party its reasonable costs incurred including reasonable attorney's fees for services rendered, including appellate proceedings and post judgment proceedings. 28. 28. LICENSEE may terminate this license at any time by notice to County without further liability if LICENSEE does not obtain all permits or other approval (collectively, approval) required from any governmental authority or any easements required from any third party to operate the PCS system, or if any such approval is canceled, expIres or is withdrawn or terminated, or if County fails to have proper ownership of, or appropriately clear title to the site or authority to enter into this agreement, or if LICENSEE, for other technical reason, determines that it will be unable to use the site for it's intended purpose. Upon termination, all prepaid rent shall be retained by the County. 29. Except for the tower, County hereby (a) consent to the collateral assignment and granting of a security interest from time to time in favor of any holder of indebtedness borrowed by LICENSEE ("Lender"), whether now or hereafter existing, in and to the Installation and LICENSEE's right, title and interest in, to and under this Agreement; (b) agrees to simultaneously provide Lender with a copy of any notice of default as provided for in the Agreement; and (c) agrees to recognize Lender as LICENSEE under this Agreement upon the written election of Lender so long as any existing default has not been cured as provided hereunder. County hereby further agrees to permit Lender to inspect or remove from the Property any of the collateral in which Lender has been granted a security interest by LICENSEE in accordance with any security documents granted in favor of Lender. IN WITNESS WHEREOF, the parties hereto have set their hands and affixed their respective seals on the day and year first above written. Signed, sealed and delivered /'.:; jp the presence of: .;,-1... . i.ir~', . " 'If ;r..~__..-J- .~~ _.ot<\;~~'... \ \ COUNTY: (SEAl..) Alh1]~KO~CLERK. B' C . ClIn.-t'iJ DEPUlY CLERK J MONROE COUNTY, FLORIDA, a political subdivision of the State of ida Print Name: Print Name: STATE OF FLORIDA COUNTY OF MONROE The foregoing instrument was acknowledged before me this ')~ day of~~ ' 1998, by ~~K kndt"rY) , the t-\ () .IF of MONROE COUNTY, FLORIDA, a political subdivision of the State f Florida, on behalf of Monroe county, who (check one) ~ is personally known to me or ( ) produced as identification. RUTH ANN JANTZEN t,4y Comr:l E\p 12i30,it).) ~ 11~)nJcd By Service I No. CC506335 \(, ." I I Oih.rI.D. ~~~ NOTARY BLI My Commission Expires: Name: (Seal) Signed, sealed and delivered LICENSEE in the presence of: OMNIPOINT COMMUNIT A TIONS A DELAWARE LLC LIMITED LIABILITY COMPANY By: ~ wgNvw:>ur'< Print Name: B. w. ~vv IN SC-oC' /'\../ Print Name: J\M\)~ll\\XOtJ Title: =tbmleqo \ \6-L.~~ Print Nam~')~--, lf4 ~ STATE OF FLORIDA The foregoing instrument was acknowledged before me this I q- da~n'l , 199~by 6c~ Tiu~()Xle-- , the rednV1~ DI of OMNIPOINT C MUNICA TIONS MB OPERA nONS, LLC A DELA WARE LIMITED LIABILITY COMPANY, on behalf of the corporation who (check one) ~ personally known to be or ( ) produced as identification ~~ NOTARY BLIC My Commission Expires: )~f{61.).tJO I Name: Dtflfr~~J,... ~~ (Seal) ATTACHMENT "I" INTERFERENCE AGREEMENT INTERFERENCE/CONFLICTS LICENSEE shall, at it's own expense, maintain it's equipment on or attached to the Premises in a safe condition, in good repair and in a professional manner, suitable to Monroe County and in accordance to any County, State or Federal laws and regulations. LICENSEE's equipment shall be installed and maintained in a manner so as not to conflict or interfere with Monroe County or any other entity utilizing the facility. IN THE EVENT OF INTERFERENCE: 1. The entity being affected by the interference will notify the Monroe County Emergency Communications department. 2. The Monroe County Emergency Communications Department in joint participation with the entity being affected will respond within 24 hours to the facility and begin analysis of the problem. 3. Upon identification of the interference source, the responsible entity will be immediately contacted, followed with a written notice. 4. The licensee, LICENSEE or user responsible for the interference will within 24 hours begin all steps necessary to correct and eliminate the interference at their expense. 5. Should the interference not be minimized within 72 hours or eliminated within 30 days, Monroe County may elect to terminate this Agreement or correct the interference problem at the lessee's, LICENSEE's or user's expense. LICENSEE has satisfied itself and hereby represents and warrants to Monroe County that no such obstruction or interference with transmitting or receiving shall result to Monroe County or other licensees, LICENSEEs or users located at the facility. LICENSEE agrees to indemnify, hold harmless and defend Monroe County against any damage, including attorney's fees, arising out of such obstruction or interference with respect to uses which are in effect as to the date of this Agreement. EXHIBIT "A" THE PREMISES EXHmIT A-I STOCK/SHERIFF 5525 COLLEGE ROAD STOCK ISLAND, FL 33040 North Existing Land Use: Industrial .' EXISTING RETENTION POND PARKING ~ EXISTING 3 STORY OFACE BUILDING }10") PENTHOUSE (45' 10") .... 4) ..... t<:: ~ TELCO/ELECT. GENERATOR "'@ or: ..... en :J "0 c: - 4) en :::> "0 c:: crj ....J PROPOSED SITE FOR BTS EQUIPMENT c:: ..... en 'x P:J PROPOSED SITE FOR 150'TOWER ~ (SELF SUPPORT) ~~ V PARKING 4) en ;:J "0 c: (tI ....:l eo c: '';:: en OR . p:.1 ..... en 4) ~ +-' en crj ~ N -t SITE # MM2002-B DATE: 2/6/98 SAS: Richard Roy J . Hole: Owner and OCMBOUC may, at OCMBOU.C's opCion, replace this ExhIbit wllh an ExhIbit seUfng forth the Ieg;ll desc:rfptlon of the property on which the Site Is Joall:d and/or an as-built drawing depicting the Site. . . . - . ~ .: 'U :0 ,.., 0"'>< z-- 0"'''' z~ 6~ z .... .' , 'J ~~ f . 'J C 'II! c.~ ~I~! . .. 1 o "i . . t - \: .. a f " .. It - ..... .. 0 .. ..... .. . .. 0 ~ at ! \ 1 -.t y . \: . :> ... t ~""'...... ... @I S "$1 1'1 '. '11f' I . J rlt. 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Ie N "S- ID ........ - .. ::::: i-- - .. .., on "S- "S- .. ~ ::J ::J 1I1~ 0 1--' III :z: ~ III dg u I- -' -' d CD -< < 0 a::: a cr; CD aJ WO ~ CD Ux III 0 0 I- ::;u <:) < a::: I- ~ a:: ~ 0 E ~ 0 E ~~ ANiENNA LIST MQ EL ANTFNNA hI C.QM 1 TOP DUAL UHf YAel 90' 7/8" 2.J 148' 2 21' UHf" WHIPS ~2~-7 /8" 4.-6 148' .3 22' VHf" WHIPS J -1 5/S" 148' 56' SIDEARMS 7-9 140' 3 08980 90' ~3~-1 5/8" 10-12 140' 3 DB980 22~' 3 -1 5/8 1",0' 2 SINGLE SECTOR MOUNTS - 1.3 1.30' UHX-S 90' (2j'W52 >- 14 115' UHX-S 90" ~2 EW52 ::t: 15 115' UHX-8 22S' 2 EW52 ~ 16 100' UHX-S 90" (2 EWS2 < e: 17 100' 4' STO DISH ISO' 1 5/8- V1 18 90' 4' STO DISH 180' 1 5/8" 4'-0" ts;IT 140' 100' 80' 60' <<!' 20' O' iower 150 F"T SElf" SUPPORT Location SiOa< ISlAND. F"lORIDA Owner Omnipoint Ouiqn 120 MPH WINO Imparlance F' oelor ErpoNr. Coemcient 1.11 .0. Accordlnq to ASGC:-7 - (1) FACE MOUNTED CLIMBING LADDER - (2) WAVEGUIDE LADDERS - COAX ASSUMED TO BE EQUALLY DISTRI8UTED TO TWO TOYIC:R FACES A - L2, x 1 1/2 x .3/16 B - L2 x 2 x .3/16 &(1) 5/8-' Dti 'OLT INTERIOR BRACING El S' TO 55' (1)-5/6"' BOLT f'OUNDA TlON REACTIONS UPLIfT: 561 kios max. one 'eq COMP: 59,3 kips mox. one leq EST WT Sit.: 4D.2 kips HQflIZ: 61.1 kip~ max. one leq -, oJ 2 !l~ . t &~ '~J' ~ LF OF " So 4'- or or w. "--- lOJ-lS' i ,S . - rf...' 4- ~,._ .r .. - / / ./ .... i ( , to' I ~ ~/ ~ .: ~ . i . / I i ."\ <t ,/ ; EXHIBIT "B" OMNIPOINT COMMUNICATIONS PROPOSAL TO MONROE COUNTY 83/26/1998 15:39 9545635880 SILVERGATE SITE AOQ PAGE 02 1 f ". SILVERG SITE A (:QUISfl'IONS 4101 N.l:ndrew3 Avenue, Suite 304, Fort Lauderdale, Florida 33309 Febrwu:r 16,1998 i M~ ~ounty Emergency Commmlications Department 10600 Ajviation Boulevard Mara1hcn, Florida 33050 Attentio~: G.N. Norm Leggett, Director " Dear Mi ~ Leggett: ; Thank ybu for your interest regarding the possibility of entering into a License Agreement with OmnipObrt Communications for the installation of their communications facility to be located at 5525 C(~egc Road on Stock Island in Key West, Florida. ~ Omnipoint Communications MB Operations, LLC, a Delaware Limited Liability Company " ("OCMI~OLLCtt). is a publicly traded company and the fourth largest wireless telccom company in the U ;Uted States. As Ista1~~ I represent OCMBOLLC as a consultant in the South Florida market. , As per )"our request. the following is a general outline of required telecommunications equipment for the above mentioned location: i :1 Prembt1s: Ground space consisting of3S0' square feet for the placement of a ISO' high self SUPPolf~unicatiom tower. Attached is a copy of the proposed pes installation. ~~~lUt. EQuipment: Two sectors consisting of two antennas per sector at the required height of 140';'P30 volts ale, with 100 amps of service and running at a frequency of 1965-1975 MHz. ROQftojJ SDace: Rooftop space for the installation of an outdoor cabinet with six t:.nmsceivers at a size 01; 1605 x 1300 x 710 inm moWlted on a steel support railing system and connected to the self supJ~rt tower with 1 5/8" coaxial cable system molD1ted on a cable bridge, AB it is l~ betWeen Monroe County Emergency Communications Department and OCMB()LLC, Monroe County will be the sole owner of the 150' self support tower for the iostalla11on of their emergency communication system and OCMBOLLC will be responsible for all ~~ related to the purchase and the i.nsta1lation of the 150' self support tower, including 03/26/1998 15:39 9545635000 SILVERGATE SITE ACQ PAGE 03 the installation of their own communication equipment. In retwn for the investment mentioned above. OCMBOLLC will pay a monthly fee of Six Hundred and Twenty Five DoU~ (S625.00) with four percent (4%) increases po: five (5) year teon. I w<juld like to reiterate that this is an initial proposal and we will be as fleJOole as po~~ble in order to expedite this transaction. Please caU me if you have any questions at (95'i) '563-4633. Enc10sures RR/; rg EXHIBIT C LICENSEE'S INSURANCE REQUIREMENTS PRODUCER ACORD 1M . , I: :- :.. _ !_ ~" . . ~ ,,' : : DATE (MMlDDIVY), . 3l2~8 '. THIS CERTIFICATE IS ISSUED AS 'A"MATTER OF INFORMATION" ONLY AND CONFERS NO R1Gm UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POUCIES BELOW. ' COMPANIES AFFORDING COVERAGE COM:ANY FEDERAL INSURANCE COMPANY (CHUBB) THE WEINER COMPANY, INC. ONE MCKINLEY SQUARE BOSTON, MA 02109 INSURED OMNIPOINT COMMUNICATIONS MB OPERATIONS, LLC. A DELAWARE LIMITED LIABILITY COMPANY 600 ANSIN BOULEVARD HALLANDALE,FL33009 COMPANY B COMPANY C ( , ~; :;~. :'~<;1:V THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POUCY PERIOD INDICATED, NOTWITHSTANDING AN( REQUIREMENT, TERM OR CONDITION OF MN CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTlACATE MAYBE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED B Y THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXClUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO TYPE OF INSURANCE POLICY EFFECllVE POLICY EXPIRATION LIMITS LTR POLICY NUMBER DATE (MMlDDIYY) DATE (MMlDDIYY) ~NERAL LIABILITY 35312768 1/1/98 1/1/99 GENERAL AGGREGATE $ 2 000 000 A X COMMERClAL GENERAL LIABILITY PRODUCTS - COMPIOP AGG $ 2 000 000 I ClAIMS MADE m OCCUR PERSONAL & ADV INJURY $ 1.000.000 - OWN~S&CO~TO~SPROT EACH OCCURRENCE $ 1 000 000 l- I- FIRE DAMAGE (Anyone fire) $ INCLUDED MED EX? (Anyone person) $ 10000 ~TOMOBILE LIABILITY COMBINED SINGLE LIMIT $ AN( AUTO "-- I- ALL OWNED AUTOS BODlL Y INJURY $ SCHEDULED AUTOS (Per person) "-- I- HIRED AUTOS BODILY INJURY (Per accident) $ I- NON-OWNED AUTOS PROPERTY DAMAGE $ GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ - ANY AUTO OTHER THAN AUTO ONLY: - EACH ACCIDENT $ AGGREGATE $ EXCESS LIABILITY 79714095 1/1/98 1/1/99 EACH OCCURRENCE $ 2 000 000 A ~ UMBRELlA FORM AGGREGATE $ 2 000 000 OTHER THAN UMBRELLA FORM $ WORKER'S COMPENSATION AND I~~~ I 10TH- ER EMPLOYERS' UABIUTY EL EACH ACCIDENT $ TIlE PROPRtETORI RINCL a DISEASE - POLICY LIMIT $ PARTNERSlEXECUTlVE OFFICERS ARE: EXCl El DISEASE - EA EMPLOYEE $ OTHER DESCRIPTION OF OPERATlONSlLOCA nONSNEHlCLESlSPECIAL ITEMS SITE LOCATION: MM2002-B 5525 COLLEGE ROAD, STOCK ISLAND, KEY WEST, FLORIDA 33040 MONROE COUNlY, FLORIDA IS ADDED AS AN ADDITIONAL INSURED WITH RESPECT TO PREMISES LEASED TO THE NAMED INSURED FOR A BASE STATION/ANTENNA SITE. ;- 0~~:;I~t" ..-;: -n~;-.'.:0l~ - - - - --~- - ~ - ~ --. - (-~\~.'~c-;I-~:\-~1()~~ -- -~ -- ~--~ - -~-- ~ ---~ ~~- ~- - -- - -- ~ . COMPANY o MONROE COUNTY, FLORIDA 500 WHITEHEAD STREET KEY WEST. FLORIDA 33040 ATTN: NORM LEGGETT, DIRECTOR OF EMERGENCY COMMUNICATION DEPARTMENT SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF. THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NonCE TO THE CERTIACATE HOLDER NAMED TO THE LEFT. Bur FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR UABIUTY OF ANY KIND UP E rrC Nr'~NTATIVES. AUTHORIZED REPRES TIV 1996 Edition RISK MANAGEMENT POLICY AND PROCEDURES CONTRACT ADMINISTRATION MANUAL General Insurance Requirements for Other Contractors and Subcontractors As a pre-requisite of the work governed, or the goods supplied under this contract (including the pre-staging of personnel and material), the Contractor shall obtain, at his/her own expense, insurance as specified in any attached schedules, which are made part of this contract The Contractor will ensure that the insurance obtained will extend protection to all Subcontractors engaged by the Contractor. As an alternative, the Contractor may require all Subcontractors to obtain insurance consistent with the attached schedules. The Contractor will not be permitted to commence work governed by this contract (including pre-staging of personnel and material) until satisfactory evidence of the required insurance has been furnished to the County as specified below. Delays in the commencement of work, resulting from the failure of the Contractor to provide satisfactory evidence of the required insurance, shall not extend deadlines specified in this contract and any penalties and failure to perform assessments shall be imposed as if the work commenced on the specified date and time, except for the Contractor's failure to provide satisfactory evidence. The Contractor shall maintain the required insurance throughout the entire term of this contract and any extensions specified in the attached schedules. Failure to comply with this provision may result in the immediate suspension of all work until the required insurance has been reinstated or replaced. Delays in the completion of work resulting from the failure of the Contractor to maintain the required insurance shall not extend deadlines specified in this contract and any penalties and failure to perform assessments shall be imposed as if the work had not been suspended, except for the Contractor's failure to maintain the required insurance. The Contractor shall provide, to the County, as satisfactory evidence of the required insurance, either: · Certificate of Insurance or · A Certified copy of the actual insurance policy. The County, at its sole option, has the right to request a certified copy of any or all insurance policies required by this contract. All insurance policies must specify that they are not subject to cancellation, non-renewal, material change, or reduction in coverage unless a minimum of thirty (30) days prior notification is given to the County by the insurer. The acceptance and/or approval of the Contractor's insurance shall not be construed as relieving the Contractor from any liability or obligation assumed under this contract or imposed by law. Administration Instruction #4709.2 14 1996 Edition The Monroe County Board of County Commissioners, its employees and officials will be included as "Additional Insured" on all policies, except for Workers' Compensation. Any deviations from these General Insurance Requirements must be requested in writing on the County prepared form entitled "Request for Waiver oflnsurance Requirements" and approved by Monroe County Risk Management. -- Administration Instruction #4709.2 15 -" 1996 Edition WORKERS' COMPENSATION INSURANCE REQUIREMENTS FOR CONTRACT BETWEEN MONROE COUNTY, FLORIDA AND Prior to the commencement of work governed by this contract, the Contractor shall obtain Workers' Compensation Insurance with limits sufficient to respond to the applicable state statutes. In addition, the Contractor shall obtain Employers' Liability Insurance with limits of not less than: $1,000,000 Bodily Injury by Accident $1,000,000 Bodily Injury by Disease, policy limits $1,000,000 Bodily Injury by Disease, each employee Coverage shall be maintained throughout the entire term of the contract. Coverage shall be provided by a company or companies authorized to transact business in the state of Florida. If the Contractor has been approved by the Florida's Department of Labor, as an authorized self- insurer, the County shall recognize and honor the Contractor's status. The Contractor may be required to submit a Letter of Authorization issued by the Department of Labor and a Certificate of Insurance, providing details on the Contractor's Excess Insurance Program. If the Contractor participates in a self-insurance fund, a Certificate of Insurance will be required. In addition, the Contractor may be required to submit updated fmancial statements from the fund upon request from the County, WC3 Administration Instruction #4709.2 90 f 1996 Edition . GENERAL UABILITY INSURANCE REQUIREMENTS FOR CONTRACT BETWEEN MONROE COUNTY, FLORIDA AND Prior to the commencement of work governed by this contract, the Contractor shall obtain General Liability Insurance. Coverage shall be maintained throughout the life of the contract and include, as a minimum: . Premises Operations . Products and Completed Operations . Blanket Contractual Liability . Personal Injury Liability . Expanded DefInition of Property Damage The minimum limits acceptable shall be: -- $1,000,000 Combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable shall be: $ 500,000 per Person $ 1,000,000 per Occurrence $ 100,000 Property Damage An Occurrence Form policy is preferred. If coverage is provided on a Claims Made policy, its provisions should include coverage for claims filed on or after the effective date of this contract. In addition, the period for which claims may be reported should extend for a minimum of twelve (12) months following the acceptance of work by the County. The Monroe County Board of County Commissioners shall be named as Additional Insured on all policies issued to satisfy the above requirements. GL3 Administration Instruction #4709.2 56 }: .. 1996 Edition ..' VEmCLE LIABILITY INSURANCE REQUIREMENTS FOR CONTRACT BETWEEN MONROE COUNTY, FLORIDA AND Recognizing that the work governed by this contract requires the use of vehicles, the Contractor, prior to the commencement of work, shall obtain Vehicle Liability Insurance. Coverage shall be maintained throughout the life of the contract and include, as a minimum, liability coverage for: . Owned, Non-Owned, and Hired Vehicles The minimum limits acceptable shall be: $1,000,000 Combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable shall be: $ 500,000 per Person $1,000,000 per Occurrence $ 100,000 Property Damage The Monroe County Board of County Commissioners shall be named as Additional Insured on all policies issued to satisfy the above requirements. VL3 Administration Instruction #4709.2 83