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HomeMy WebLinkAboutR-2021-121 STC Five LLC First Amendment to Site Agreement for 5-Year Renewal of Leasehold for Cell Tower at Fire Station One ParcelRESOLUTION NO.2021-121 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF DANIA BEACH, FLORIDA, AUTHORIZING THE PROPER CITY OFFICIALS TO EXECUTE A FIRST AMENDMENT TO A SITE AGREEMENT WITH STC FIVE LLC, A DELAWARE LIMITED LIABILITY COMPANY, AS SUCCESSOR IN INTEREST TO SPRINT SPECTRUM, L.P., A DELAWARE LIMITED PARTNERSHIP; AUTHORIZING A FIVE-YEAR RENEWAL OF THE LEASEHOLD FOR A CELL TOWER LOCATED AT THE FIRE STATION ONE PARCEL; PROVIDING FOR CONFLICTS; FURTHER, PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Dania Beach, Florida (the "City") and Sprint Spectrum, L.P. entered into a Site Agreement dated August 27, 2002 (the "Agreement"), covering a leasehold of certain real property for use as a cell tower, together with an easement for ingress, egress and utilities on a portion of the City's Fire Station Number One parcel (the "Site"), a memorandum of which Agreement was filed for record on September 11, 2002, in O.R. Book 33777, Page 1636 in the Public Records of Broward County, Florida; and WHEREAS, the Site is used for the purpose of maintaining and operating a communications facility, including tower structures, equipment shelters, cabinets, meter boards, utilities, antennas, equipment, and related improvements and structures and uses incidental to it; WHEREAS, the Agreement has an original term (including all extension terms) that will terminate on July 26, 2022 (the "Original Term") and the parties desire to amend the Agreement to extend the Original Term; and WHEREAS, the Administration recommends that the City Commission authorize the execution of the First Amendment for a five year term effective through July 26, 2027, with the annual rent payable under the First Amendment which shall be Forty Thousand Dollars ($40,000.00); and WHEREAS, effective July 27, 2023, and on each anniversary of such date thereafter and continuing for the duration of the First Amendment the rent payable shall increase by three percent (3%) over the rent due in the immediately preceding lease year; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF DANIA BEACH, FLORIDA: Section 1. That the above "Whereas" clauses are ratified and confirmed, and they are made a part of and incorporated into this Resolution by this reference. Section 2. That the proper City officials are authorized to execute the First Amendment to the Leasehold Agreement, which Agreement is attached as Exhibit "A" and incorporated into this Resolution by this reference. Section 3. That the City Manager and City Attorney are authorized to make minor revisions to such Renewal Agreement as are deemed necessary and proper and in the best interests of the City. Section 4. That all resolutions or parts of resolutions in conflict with this Resolution are repealed to the extent of such conflict. Section 5. That this Resolution shall be in force and take effect immediately upon its passage and adoption. PASSED AND ADOPTED on August 24, 2021. ATTEST: CITY CLERK APPROVED A'O FORM AND CORRECTNESS: THOMAS'J. AB CITY ATTOCY TAMARA J MAYOR 2 RESOLUTION #2021-121 STATE OF FLORIDA) COUNTY OF BROWARD ) FIRST AMENDMENT TO PCS SITE AGREEMENT THIS IS A FIRST AMENDMENT TO THE PCS SITE AGREEMENT (the "Amendment") made and entered into effective as of the last date of execution set forth below, by and between CITY OF DANIA BEACH, having a mailing address of 100 W Dania Beach Blvd., Dania Beach, FL 33004 ("Lessor"), and STC FIVE LLC, a Delaware limited liability company, as successor in interest to Sprint Spectrum, L.P., a Delaware limited partnership, having a mailing address of c/o Crown Castle USA Inc., Attention: Legal - Real Estate Department, 2000 Corporate Drive, Canonsburg, Pennsylvania 15317 ("Tenant"). WHEREAS, Lessor and Sprint Spectrum, L.P. entered into a PCS Site Agreement dated August 27, 2002 (the "Agreement"), covering certain real property, together with an easement for ingress, egress and utilities thereto, being more particularly described in Exhibit "A" attached to this Amendment (the "Site"), a memorandum of which Agreement was filed for record on September 11, 2002 in O.R. Book 33777, Page 1636 in the Public Records of Broward County, Florida (the "MOL"); WHEREAS, the Site is used for maintaining and operating a communications facility, including tower structures, equipment shelters, cabinets, meter boards, utilities, antennas, equipment, any related improvements and structures and elated uses incidental; and WHEREAS, the Agreement has an original term (including all extension terms) that will terminate on July 26, 2022 (the "Original Term") and the parties desire to amend the Agreement to extend the Original Term and as otherwise set forth in this Amendment NOW, THEREFORE, in consideration of the premises and the mutual covenants and agreements contained in this Amendment, the receipt and sufficiency of which are acknowledged, and agreed upon the parties agree as follows: 1. AMENDMENTS. The Agreement is amended as follows: (a) Additional Renewal Terms. Section 2 of the Agreement is amended such that the Agreement is extended through July 26, 2027. (b) Consideration. Notwithstanding any provision of Section 3 of the Agreement to the contrary and in lieu of any other increases in rent set forth in the Agreement: (i) Effective July 27, 2022, the annual rent payable under the Agreement shall be Forty Thousand and No/100 Dollars ($40,000.00). 3 RESOLUTION #2021-121 (ii) Effective July 27, 2023, and on each anniversary of such date thereafter and continuing for the duration of the Agreement, including all renewals as provided in Section 2, the rent payable shall increase by three percent (3%) over the rent due in the immediately preceding lease year. (iii) Landlord's and Tenant's obligations pursuant to Section 29 of the Agreement regarding co -location by subtenants shall continue in full force and effect. Tenant: (c) Notice. The Agreement is amended to reflect the following notice address for STC Five LLC c/o Crown Castle USA Inc. Attention: Legal - Real Estate Department 2000 Corporate Drive Canonsburg, Pennsylvania 15317 (d) Definitions. Any reference to "SprintCom, Inc." or "SprintCom" in the Agreement shall be deemed to refer to Tenant, and any reference to "Owner" in the Agreement shall be deemed to refer to Lessor. 2. MISCELLANEOUS. (a) Full Force and Effect. All of the terms, provisions, covenants and agreements contained in the Agreement are incorporated by reference in the same manner and to the same extent as if all such terms, provisions, covenants and agreements were fully set forth in this document Lessor and Tenant ratify, confirm and adopt the Agreement as of the date of this Amendment and acknowledge that there are no defaults under the Agreement or events or circumstances which, with the giving of notice or passage of time or both, would ripen into events of default. Except as otherwise expressly amended, all the terms and conditions of the Agreement shall remain and continue in full force and effect. In case of any inconsistency between the Agreement or the MOL and this Amendment, the terms and conditions of this Amendment shall govern and control. (b) Binding Effect. This Amendment shall be binding upon the heirs, legal representatives, successors and assigns of the parties. The parties shall execute and deliver such further and additional instruments, agreements and other documents as may be necessary to evidence or carry out the provisions of this Amendment. (c) IRS Form W-9. Lessor agrees to provide Tenant with a completed IRS Form W- 9, or its equivalent, upon execution of this Amendment and at such other times as may be reasonably requested by Tenant. In the event the Site is transferred, the succeeding Lessor shall have a duty at the time of such transfer to provide Tenant with a completed IRS Form W-9, or its equivalent, and other related paper work to effect a transfer in rent to the new Lessor. Lessor's failure to provide the IRS Form W-9 within thirty (30) days after Tenant's request shall be considered a default and Tenant may take any reasonable action necessary to comply with IRS regulations including, but not limited to, withholding applicable taxes from rent payments. 4 RESOLUTION #2021-121 (d) SurveY. Tenant reserves the right, at its discretion and at its sole cost, to obtain a survey (the "Survey") specifically describing the Site and any access and any associated utility easements. Tenant shall be permitted to attach the Survey as an exhibit to this Amendment and any related memorandum for recording, which Survey shall update and replace the existing description of the Site, at any time prior to or after closing the complete execution of this Amendment. (e) Representations and Warranties. Lessor represents and warrants that: (i) Lessor is duly authorized to and has the full power and authority to enter into this Amendment and to perform all of Lessor's obligations under the Agreement as amended by this document. (ii) Tenant is not currently in default under the Agreement, and to Lessor's knowledge, no event or condition has occurred or presently exists which, with notice or the passage of time or both, would constitute a default by Tenant under the Agreement. (iii) Lessor agrees to provide such further assurances as may be requested to carry out and evidence the full intent of the parties under the Agreement as amended by this document, and ensure Tenant's continuous and uninterrupted use, possession and quiet enjoyment of the Site under the Agreement.. (f) Entire Agreement. This Amendment supersedes all agreements previously made between the parties relating to its subject matter. (g) Recording. At any time following the execution of this Amendment by the parties, Tenant, at its cost and expense, shall have the right, at any time during the term of the Amendment, as may be amended from time to time, and for no additional consideration payable to Lessor, to record in the appropriate recording office for land records: (i) a memorandum of this Amendment ("Memorandum") and Lessor covenants and agrees to execute the Memorandum within thirty (30) days following Tenant's written request; and (ii) a notice or affidavit of amendment to lease (each, a "Notice of Amendment to Lease") executed solely by Tenant. Each of the Memorandum and the Notice of Amendment to Lease are intended to provide record notice of the terms of this Amendment. (h) Counterparts. This Amendment may be, acknowledged and delivered by electronic and digital signatures and in any number of counterparts, and each such counterpart shall constitute an original, but together such counterparts shall constitute only one instrument. (i) Electronic Signatures. Each party agrees that the electronic signatures of the parties included in this Amendment are intended to authenticate this writing and to have the same force and effect as manual signatures. As used in this document, "electronic signature" means any electronic sound, symbol, or process attached to or logically associated with this Amendment and executed and adopted by a parry with the intent to sign such Amendment, including facsimile or email electronic signatures. 5 RESOLUTION #2021-121 IN WITNESS WHEREOF, the parties have executed this First Amendment to PCS Site Agreement effective as of the day and year first written above. ATTEST: THOMAS SCHNEIDER, CMC CITY CLERK APPROVED AS TO FORM AND CORRECTNESS: THOMAS J. ANSBRO CITY ATTORNEY STATE OF FLORIDA COUNTY OF BROWARD LESSOR: CITY OF DANIA BEACH, FLORIDA, a Florida municipal corporation TAMARA JAMES MAYOR ANA M. GARCIA, ICMA-CM CITY MANAGER The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this day of , 2021, by Ana M. Garcia, the City Manager of the CITY OF DANIA BEACH, FLORIDA, a Florida municipal corporation, who executed the foregoing First Amendment to PCS Site Agreement on behalf of the said municipal corporation. She is personally known to me or has produced as identification. My Commission Expires: Notary Public Printed Name 6 RESOLUTION #2021-121 WITNESSES: TENANT: STC FIVE LLC, a Delaware limited liability company Print Name: By: Global Signal Acquisitions III LLC, a Delaware limited liability company, its Attorney in Fact Print Name: By: (SEAL) Name: Its: STATE OF COUNTY OF ) The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this day of , 20_, by of GLOBAL SIGNAL ACQUISITIONS III LLC, a Delaware limited liability company, as Attorney in Fact of STC FIVE LLC, a Delaware limited liability company, who executed the foregoing First Amendment to PCS Site Agreement on behalf of the limited liability company. He/She is personally known to me or has produced as identification. Given under my hand this day of 520 Notary Public Printed Name My Commission Expires: My Commission Number: 7 RESOLUTION #2021-121 EXHIBIT "A" A PAHCEL OF LAND LYING WITHIN THAT CERTAIN PARCEL OF LAND DESCRIBED AS "PARK", ACCORDING TO THE ORIGINAL PLAT OF I HE TOWN OF 'MODELO", DANIA, FLORIDA, AS RECORDED IN PLAT BOOK -W, PAGE 40 OF THE PUBLIC RECORDS OF DADE COUNTY, FLORIDA-, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE INTERSECTION OF THE EAST RIGHT-OF-WAY OF NW 3rd AVENUE (FORMERLY DANIA AVENUE) AND THE SOUTH RIGHT-OF-WAY LINE OF HILL STREET (FORMERLY VIKING COURT); THENCE N%-07-32-E, ALONG THE SOUTH RIGHT-OF-WAY LINE OF HILL STREET (FORMERLY VIKING COURT). A DISTANCE OF 14119 FEET, THENCE SOIA62'28"E. A DISTANCE OF 6.29 FEET TO THE POINT OF BEGINNING; THENCE SBIA44'23"E, A DISTANCE OF 23.44 FEET; THENCE S00A00'00"E, A DISTANCE OF 19.70 FEET, THENCE SW5934-W, A DISTANCE OF I S,06 FEET,, THENCE NODAGO'00"W, A DISTANCE OF 8.70 FEET; THENCE S90WOYW, A DISTANCE OF 0.14 FEET, THENCE NOMO,00'W, A DISTANCE OF 14 70 FEET TO THE POINT OF BEGINNING. CONTAINING 431 SQUARE FEET, MORE OR I-ESS- 8 RESOLUTION #2021-121