225-18 Exhibit to Resolution Providing Consent for Crown Castle to Sublease Monopole at Recycling Center.pdf

ss than $1,000,000 combined single limit per occurrence for bodily injury and property damage liability. It shall state that the insurance company waives all rights of recovery against the Township of West Orange in connection with any damage covered by such party. All co-locators, upon execution of any agreement to co-locate at this Site, shall procure similar insurance at the same level and limits as the Licensees herein, and provide a certificate of liability insurance to the Municipal Clerk, Purchasing Director, Town Attorney'and Township Engineer of West Orange. The Insurance certificate shall be due (5) days before any construction commences. All insurance .shall be properly renewed no less than thirty (30) days before each anniversary during term of this agreement. All insurance certificates and coverages shall be subject to approval by the Town Attorney. 19. Maintenance. Licensee shall be responsible for repairing and maintaining the wireless communications system and any other improvements installed by Licensee at Site in a proper operating and reasonably safe condition. All property maintenance laws of the Township shall be strictly complied with. 20. Miscellaneous. (a) This Agreement applies to and binds the heirs, successors, executors, administrators and assigns of the parties to this Agreement; (b) This Agreement is governed by the laws of the State of New Jersey; (c) This Agreement (including the Exhibits) constitutes the 5

entire agreement between the parties and supersedes all prior written and verbal agreements, representations, promises or understandings between parties. Any amendments to this Agreement must be in writing and executed by both parties; (d) If any provision of this Agreement is invalid or unenforceable with respect to any party, the remainder of this Agreement or the application of such provision to persons other than those as to whom it is held invalid or unenforceable, will not be affected and each provision of this Agreement will be valid and enforceable to the fullest extent permitted by law; and (e) The prevailing party in any action or proceeding in court or mutually agreed upon arbitration proceeding to enforce the terms of this Agreement is entitled to receive its reasonable attorneys' fees and other reasonable enforcement costs and expenses from the non-prevailed party. 21. Collateral Assignment. The Township of West Orange hereby (a) consents to the collateral assignment and granting of a security interest from time to time in favor of any holder of any indebtedness ("Lender") borrowed by Licensee, 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 the Lender with a copy of any notice of default sent to Licensee within fifteen (15) days of said notice and allow Lender the opportunity to remedy or cure any default as provided for in the Agreement; (c) agrees to recognize Lender as Lessee under this agreement upon written election of Lender so long as any existing default has been cured as provided hereunder. The Township of West Orange 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 docUIIlents granted in favor of Lender, subject to the Township of West Orange's statutory liens. Licensee's assets, whether attached to or otherwise brought onto the premises, shall at all times remain personal property and shall not be considered fixtures, and at Licensee's option may be removed by Licensee at any time during the term hereof or any subsequent renewal terms. 22. Municipal Approvals and Aesthetics. Licensee shall install or extend any existing approved fence. The fence shall

Licensee at any time during the term hereof or any subsequent renewal terms. 22. Municipal Approvals and Aesthetics. Licensee shall install or extend any existing approved fence. The fence shall match any existing fence. Licensee shall plant dense landscaping along the new portion of the fence with an initial planting height six to eight feet, subject to the approval of the Township Planner. Licensee shall install three additional branches on the Tree Monopole tree, subject to the approval of the Township Planner. 23. Severability. If any term or condition of this Agreement is found unenforceable, the remaining terms and conditions will remain binding upon the parties as though said unenforceable provision were not contained herein. However, if the invalid, illegal or unenforceable provision materially affects this Agreement then the Agreement may be terminated by either party on ten (10) business days prior written notice to the other party hereto. 24. Condemnation. In the event the Township of West Orange receives notification of any condemnation proceedings affecting the Property, Township of West Orange will provide notice of the proceeding to Licensee within five (5) business days. If a condemning authority takes all of the Property, or a portion sufficient, in Licensee's reasonable determination, to render the Premises unsuitable for Licensee, this Agreement will terminate as of the date the title vests in the condemning authority. The parties will each be entitled to pursue their own separate awards in the condemnation proceeds, which for Licensee will include, where applicable, the value of its Communication Facility, moving expenses, prepaid Rent, and business dislocation expenses, 6

provided that any award to Licensee will not diminish Township of West Orange's recovery. Licensee will be entitled to reimbursement for any prepaid Rent on a prorated basis. 25. Casualty. Township of West Orange will provide notice to Licensee of any casualty affecting the Property within thirty (30) business days of the casualty. If any part of the Communication Facility or Property is damaged by fire or other casualty so as to render the Premises unsuitable, in Licensee's sole determination, then Licensee may terminate this Agreement by providing written notice to the Township of West Orange, which termination will be effective thirty (30) days after written notice thereof is received by the Township. Upon such termination, Licensee will be entitled to collect all insurance proceeds payable to Licensee under Licensee's insurance policies on account thereof. Notwithstanding the foregoing, Licensee will not be entitled to any insurance proceeds under the Township of West Orange's insurance policies or any third party. 26. Exhibits and Drawings. The following Exhibits and Drawings are attached to and made part of this Agreement: Exhibit A - Site Description, Exhibit B - Property Name 27. Contingency of Agreement. This Agreement is contingent upon the Township obtaining full legal title to the property described in paragraph 1 of this Agreement and more particularly described in Exhibit A of this Agreement. (Co-Location Agreements). Drawing A- Bidder Name (equipment at) Property Name (Site). 7

THE M'NSHIP, OF WEST ORANGE: BY: \ / Date West Orange, New Jersey 07052 ATTEST: .Jvci NancyR. O' The Clerk of 66 Main Stre West Orange, New Jersey 07052 BY: Bryan J. 1 Director of Engineering & Operations 4 Sylvan Way Parsippany, NJ 07054 / Dale 8

EXHIBIT A Site Name(s): Ellison Avenue Site Property Name Site Descriptions: Site situated in the Township of West Orange, County of Essex, State ofNew Jersey commonly described as follows: Block 170, Lot 5.,01 (formerly Block 170, Lot 20) Legal Description of Ellison Avenue Site: Property Name Sketch of Site: See Drawing A: Omnipoint Equipment at Ellison Avenue Site attached hereto as LE 1, LE2, LE 3, and LE 4. The Township of West Orange Initials Ornnipoint Communications, Inc. Initials Bidder Name Note: The Township of West Orange and Omnipoint Communications, Inc. may, at Omnipoint Communications, Inc.' s option, replace the Exhibit with an exhibit setting forth the legal description of the property on which the Site is located and/or an as-built drawing depicting the Site. 9

J~ \1// .,,/ I -· , / '----~1- ~ " - 1 /·1· 1/t . ~/ . . ,_.k:-::;--.. >..._,, ~~ i: I ~ 1 ~ ... $ I ,r1; •1 • • APPROXIMATE~' l.f ;::f;J-_,~= SITE LOCATION 1_ . -.............._ --------- ~/--:,. / _,._. r----

._. r---- / - WETLAND50' BUFFER ti·.; I ....- .. :~..----~-:. :/ ft .... LIMITS KEY PLAN SCALE: N.T.S. I I I I .........._......--......f !/ j I I I I

I I I R35' BLOCK 170, LOT 5.01 1,614,309 SQ. FT. 37.059 ACRES ] ' 1 1 5 ~ -- 1i7 .69' -- -- NOTE: 1. LEASE EXHIBITS SUBMITTED ARE A CONCEPTUAL DESIGN OF THE LEASE AGREEMENT ONLY. ACTUAL ARCHITECTURAI.JENGINEERING CONSTRUCTION DOCUMENTS MAY VARY TO COMPLY WITH ALL BUILDING CODES AND ANY UNFORESEEN CONDITIONS. 2. THE INFORMATION SHOWN JS TAKEN FROM SITE MEASUREMENTS PERFORMED BY "lULAY & ILLESCAS ASSOCIATES, INC: AT THESrrE VISIT. SITE PLAN 3, 24 / 7 ACCESS !S REQUIRED FOR SERVICE TECHNICIAN. SCALE: 1"=60' 4. LOCATION SHOWN IS APPROXIMATE. FINAL LOCATION SHALL BE DETERMINED IN THE DESIGN PHASE. NOTE: 5. CONSTRUCTION DRAWING SIGN-OFF BY OWNER SHALL SUPERCEDE LEASE LOCATION BASED SYSTEM EXHIBIT. (E-911 EQU!PMENT)TOBE 6. ELECTRIC AND TELEPHONE SERVICES SHALL BE CONFIRMED PRIOR TO

(E-911 EQU!PMENT)TOBE 6. ELECTRIC AND TELEPHONE SERVICES SHALL BE CONFIRMED PRIOR TO JNSTALLED (NOT DEPICTED) CONSTRUCTION PHASE. REV. NO. DATE DWG. TITLE: PROJECT NO: SITE PLAN 05113 SITE ADDRESS: & 9/22/05 SITE ID: NJ-06-710 DRAWING NO: Jtu<i.M16!'UlUlf~DBVBLO!BJl8 Lili. WEST ORANGE LE=1 9/20/05 SLTl'El l!A','DQU'R,m;wmt.Si:Y011$ CLIENT: MT. PLEASANT AVE. (m)U;i.tt;Q: DATE: 9/20/05 WEST ORANGE, NJ DRAWN BY: CAO ~OMNIPOINT