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COMMUNICATIONS LEASE AGREEME:NT


BETWEEN THE BALTIMORE CITY BOARD
OF SCHOOL COMMISSIONERS AND
CELLCO PARTNERSHIP d/b/a VERIZON WIRELESS

l 4

Jt,:vlflf/D

JANUARY

This Communications Lease Agreement ("Lease"), made this __ day of


_,
2002, by and between THE BALTIMORE CITY BOARD OF SCHOOL
COMMISSIONERS ("Lessor"), and CELLCO PARTNERSHIP, a Delaware general
partnership, d!b/a Verizon Wireless ("Lessee").
WITNESS TH:
WHEREAS, Lessor owns certain real property, known as Mergenthaler High School
(School No. 410), located at 3500 Hillen Road, Baltimore, Maryland 21218
("Property''); and

WHEREAS, Lessee is a communications service provider who wishes to lease certain


areas on the rooftop of the Property's "A" Wing, a room on the 5th floor of the Property's
"A!' Wing, and a 12' by 15' parcel ofland located outside of the school building for the
installation of an equipment shelter to hold Lessee's emergency power generator
(collectively, the "Leased Premises"), for the purpose of installing, maintaining and
operating communications equipment thereon; and
WHEREAS, Lessor grants to the Lessee, a Federal Communications. Commission
("FCC") approved operator, a Lease to operate communications equipment on the
Property, located in Baltimore City, State of Maryland, subject to the terms and
conditions of this Lease.
NOW, THEREFORE, FOR AND IN CONSIDERATION of the mutual covenants,
obligations, and conditions provided herein, and other good and valuable consideration,
the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:
1. LEASED PREMISES
At the "A" Wing of the Property (described in Exhibit "A"), Lessor leases to Lessee: (a)
certain areas on the rooftop (described in Exhibits "B-1" and ''B-3") (the "Rooftop
Premises"), (b) the area of the Room 1502 on the 5th floor of the building (described in
Exhibit ''B-2") (the "Equipment Room"), and (c) a 12' by 15' parcel of land located
outside of the school building for the installation of an equipment shelter to hold Lessee's
emergency power generator (described in Exhibit "B-3") (the "Generator Premises"), all
for the purposes of constructing, operating, modifying, and maintainiing communications
equipment (described in Exhibit "C"). The Rooftop Premises, the Equipment Room and
the Generator Premises shall constitute the "Leased Premises".

ED03019

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At the Lessee's sole cost and expense, Lessee's equipment shall be installed in the
Leased Premises in the manner and location described in Exhibits ''"B-1", "B-2" and "B3 ". Exhibits A B-1, B-2, B-3, and C are attached hereto and made a part hereof.
Subject to Paragraph 4 hereof, Lessor also grants to Lessee certain nonexclusive rights of
access over so much of the Property for the installation and maintenance of wires, cables,
conduits and pipes necessary for the installation, operation and maintenance of its
equipment.

2. TERM
This Lease shall be for a period ofFNE (5) YEARS ("Initial Term") and shall
commence on the date ("Commencement Date") which is the last to occur of: (a) the first
day of the calendar month following Lessee's receipt of the last necessary local, state,
and federal approvals, licenses and permits so-as to permit construction and/or
installation of equipment on and use of the Leased Premises for all of the purposes
permitted by this Lease (such approvals, licenses and permits hereinafter collectively
called the "Approvals"); or (b) the first day of the calendar month following Lessee's
commencement of construction pursuant to this Lease. Lessee shall provide Lessor with
written notice of the Commencement Date.
Lessee shall have the right to renew this Lease for THREE (3) additional Five (5) YEAR
terms, provided Lessee is not in default of this Lease (after any applicable notice and cure
period). This Lease shall automatically be extended for each successive renewal term
unless Lessee notifies Lessor of its intention not to renew at least ninety (90) days prior to
the termination of the Initial Term and any renewal term thereof
3. RENT
(A)
Lessee shall pay to Lessor as rent for the Leased Premises the annual sum
of TWENTY THOUSAND FOUR HUNDRED DOLLARS ($20,400.00), payable in
equal quarterly installments of FNE THOUSAND ONE HUNDRED DOLLARS
($5,100.00). The first installment of Rent shall be due within fifteen (15) days of the
Commencement Date, prorated as appropriate. Subsequent quarterly payments shall
be payable on or before January 1, April 1, July 1, and October 1 of each year. Rent
payments shall be made payable to the "Baltimore City Board Of School
Commissioners", and forwarded to the Office of Treasury Services, Room 401, 200
East North Avenue, Baltimore, Maryland 21202. Payment should include the
Property's name and "Rent Payment for Communications Lease".
(B) Lessee shall pay Lessor a late payment charge equal to five percent (5%) of the
late payment for any payment that remains unpaid for more than ten ( 10) days
from the date of Lessor's written notice to Lessee that such money was not
received when due and payable. Any amounts not paid when due shall also bear
interest until paid to the Lessor at the lesser of: (i) the rate of two percent (2%)

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per month or (ii) the highest rate permitted by law provided the amount remains
unpaid for more than ten (10) days from the date of Lessor's written notice to
Lessee that such money was not received when due and payable.
(C) As described in Exhibit D, attached hereto and made a part hereof: the Rent shall
be increased annually upon each anniversary of the Commencement Date by an
amount equal to FOUR PERCENT (4%) over the amount prevailing during the
preceding year.
(D) If this Lease expires or is temrinated at a time other than on the last day of the
quarter, Rent shall be prorated as of the expiration or termination date.
4. LESSEE'S PLANS
(A) As described in Exhibit C, Lessee's equipment shall not be installed or replaced
without prior written approval of Lessor, such approval not to be unreasonably
withheld, delayed or conditioned. Lessor will respond to any such request within
thirty (30) calendar days ofreceipt. No improvement, construction, installation or
alteration to Lessee's equipment and/or utilities shall be commenced until
Lessee's plans for such work have been approved by Lessor, and all necessary
permits have been properly obtained. If Lessor does not provide such approval or
request for changes within such thirty (30) calendar day period, the Lessor shall
be deemed to have approved the plans. Lessor shall not be entitled to receive any
additional consideration in exchange for giving its approval to Lessee's plans.
Notwithstanding anything herein to the contrary, LESSEE's installation,
replacement or alteration of its electronic equipment located in the Equipment
Room shall not require the pre-approval of Lessor.
(B) Lessee's plans shall be drawn to scale and shall include: (1) the proposed location
of all equipment, including antennas, cabinets, sleds, and cable covers/ice
bridges; (2) the proposed changes to the Property and the Leased Premises; (3)
the proposed dimensions and weight of all equipment, including cable covers/ice
bridges; (4) the proposed color and type of construction material for all structures
and equipment; (5) the proposed layout and plans for utilities at the Property and
Leased Premises; (6) the proposed method and all locations for drilling and/or
penetrating into the rooftop and walls at the Leased Premises; and (7) any other
plan or detail that the Lessor may reasonably request.
(C) Prior to commencing any construction, installation, alteration or replacement of
equipment at the Leased Premises, Lessee shall also provide Lessor with the name of
its contractor(s), a proposed construction schedule, construction plans, the type of
construction machinery to be used for the installation of the equipment and its
weight, and a proposed plan for ingress and egress to the Leased Premises. All
improvements shall be constructed in a workmanlike manner without the attachment
of any liens to the Property or Leased Premises and shall be completed in compliance
with all applicable laws, rules, ordinances and regulations.

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5. USE OF LEASED PREl\flSES


(A) Lessee agrees to use the Leased Premises solely for the purpose of construction,
erection, reconstruction, operation, maintenance, repair, replacement and removal
of the communications equipment described in Exhibit C and such other related
electronic equipment installed and maintained in the Equipment Room.
Lessee shall not place any advertisement or other notice on or about the Property or
Leased Premises which identifies the Lessee in any way (except for emergency
notification postings). At its sole cost and expense, Lessee shall comply with all
federal, state, and local laws, ordinances, rules and regulations (including laws and
ordinances relating to health, safety, radio frequency emissions, and radiation) in
connection with the use, operation, maintenance, construction and/or installation of
Lessee's equipment on the Leased Premises.
(B) Lessor specifically reserves the right to develop the Property in any manner that
does not cause undue interference to Lessee's use of the Leased Premises.
(C) If Lessee wants to make any improvements to, or replace its: equipment (other
than the Equipment located in the Equipment Room) at, the Leased Premises
after initial construction drawings are approved by Lessor, Lessee shall make its
request in. writing and specify in detail the proposed change or modification in
accordance with Paragraph 4 of this Lease. Lessor will respond to any such
request within ten (10) working days of receipt. Lessor shalll not unreasonably
withhold, delay or condition approval.
(D) Lessee agrees to install and operate equipment of a type and frequency which
will not cause measurable interference in any way to Lessor's use of the
Property. In the event Lessor believes, in Lessor's reasonable judgement and
opinion, that an installation or activity of Lessee is causing measurable
interference to Lessor's use of the Property, Lessor shall give written notice of
the interference to Lessee and Lessee shall immediately dispatch authorized
representatives to inspect and test Lessee's operations and equipment.
(E) As designated by Lessor, Lessor hereby grants Lessee, its employees, contractors,
agents and invitees a non-exclusive easement and right of way over and through
the Property for ingress and egress to the Leased Premises, for the purpose of
constructing, installing, maintaining, operating, repairing and removing the
Lessee's equipment.
6. LESSEE'S EOUIPl\ffiNT-REMOV AL UPON TERMINATJ[ON
(A) Upon expiration or earlier termination of the Lease, Lessee shall be responsible
for the removal of its equipment and utilities from the Leased Premises. Prior to

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any such removal, and within (30) days from the termination date of this Lease,
Lessee shall provide Lessor with a removal plan of its equipment and utilities
from the Leased Premises, which shall include a time schedule for such removal.
Notwithstanding the foregoing, Lessee shall have the right to remove all of its
equipment and utilities from the Leased Premises prior to or upon termination of
this Lease.
(B) Upon removal of the Lessee's equipment, as provided in subsection (A) hereof,
Lessee shall restore the Leased Premises to the condition existing on the
Commencement Date, reasonable wear and tear excepted.
(C) All costs and expenses for the removal of the equipment and restoration of the
Leased Premises, as provided in subsections (A) and (B) hereof, shall be borne by
Lessee, and Lessee shall hold Lessor harmless from any costs and expenses
:incurredby Lessor as a result of Lessee's failure to remove such equipment and
restore the Leased Premises as required by this Lease.
If Lessee fails to remove its equipment and utilities from the Leased Premises and/or
restore the Leased Premises, as provided in subsection (A) and(B) hereof, within thirty
(30) days after the expiration or earlier termination date of this Lease, Lessor may
remove and store at Lessee's sole cost and expense the equipment and utilities and/or
restore the Leased Premises to its original condition at Lessee's sole cost and expense. In
no event shall the Lessor be liable for loss in value of Lessee's equipment resulting from
removal, which is not the result of Lessor's negligence, or for any consequential or other
damages to Lessee.
7.BOND
Prior to commencing any construction on the Leased Premises, Lessee shall post a bond
with a surety company, reasonably acceptable to Lessor, assuring that the improvements
will be constructed without the attachment of any construction liens.
8. NETLEASE
Lessor shall not be required to make any expenditures of any kind in connection with this
Lease or to make any repairs or improvements to the Property or the Leased Premises.
The Parties agree that this is a Net Lease intended to assure Lessor the rent reserved on
an absolute net basis. In addition to the Rent reserved herein, Lessee shall pay to the
parties entitled thereto all taxes, assessments, insurance premiums, maintenance charges,
and any other charges, costs and expenses against the Leased Premises and Lessee's
equipment which may be contemplated under any provisions of this Lease or by federal,
state, or local law which are directly attributable to Lessee's tenancy created under this
Lease, except that Lessee shall not be responsible for any income taxes payable by Lessor
on the Rent. All taxes and assessments shall be paid in accordance with Paragraph 30 of
this Lease.

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9. GRAFFITI
At Lessee's sole cost and expense, Lessee shall at all times keep and maintain the Leased
Premises and its equipment free of all graffiti located thereon. Lessor shall notify Lessee
in writing if graffiti is located on the Leased Premises or Lessee's equipment.
10. MAINTENANCE
At its sole cost and expense, Lessee shall maintain the Leased Premises, its equipment,
and any other personal property on the Property in good working order, condition, and
repair. Lessee shall keep the Leased Premises free of debris and anything of a dangerous,
noxious, or offensive nature or which would create a hazard or undue vibration, heat
noise, or interference.
11. UTILITIES
At its sole cost and expense, Lessee shall arrange for its own separately metered electrical
supply from the local utility company and shall pay for all electric and other utility
charges attributed to the Leased Premises. Upgrading of utilities and installation of new
utilities shall be done only with Lessor's prior written approval and at Lessee's sole cost
and expense. In the event Lessee cannot secure its own metered electrical supply from the
local utility company, Lessee shall have the right, at its sole cost and expense, to
submeter from Lessor on a monthly basis for the electric consumed by Lessee at the
Leased Premises. After the meter is read and billed to Lessee, Lessee shall pay the local
utility company rate for the submetered electric. The submetered electric bill shall be
considered and collected from Lessee as additional Rent.
Lessee shall pay when due all charges for utilities at the Leased Premises during the
Term of this Lease and any renewal thereof.
12.PERMITS
(A)This Lease is contingent upon Lessee's obtaining all necessary governmental
approvals, permits or licenses that Lessee may deem necessary. Lessee shall pay, as
they become due and payable, all fees, charges, taxes and expenses required for
licenses and/or permits required for or occasioned by Lessee's use of the Leased
Premises.
At its sole cost and expense, Lessee shall obtain all federal, state, local and any other
permit and governmental authorization required to construct, operate or otherwise
implement its use of its equipment at the Leased Premises. Lessee shall provide Lessor
with copies of all permits and governmental authorizations relating specifically to the
Leased Premises (i.e., Lessee shall not be required to provide Lessor with a copy of its
FCC license). Lessee shall commence any work at the Leased Premises until such
permits are submitted to Lessor. Notwithstanding the foregoing, if Lessee is unable to
obtain, or fails to maintain, any required permits, approvals or authorizations as required

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in this Paragraph, the Lessee shall have the right, without obligation, to terminate this
Lease immediately and render it null and void .
13. DEFAULT BY LESSEE
Each of the following events shall constitute a default of this Lease by Lessee:
(A) If Lessee fails to pay Rent or other sums due as provided herein within TEN (10)
calendar days from the date of Lessor's written notice to Lessee of such failure to
pay;
(B) If Lessee fails to perform or comply with any of the terms, conditions, or covenants
of this Lease and such failure continues for a period ofFORTY-FIVE (45) calendar
days from the date of Lessor's written notice to Lessee of such failure to perform or
comply, unless the performance cannot be reasonably completed within FORTYFIVE (45) calendar day period and Lessee has commenced good faith efforts to
perform and is diligently proceeding to complete performance;
(C) If Lessee is adjudicated as bankrupt or makes any assignment for the benefit of
creditors.
14. CURE BY LESSOR
In the event of any default of this Lease by Lessee and upon the expiration of the
applicable cure period set forth in Section 13, the Lessor may at any time, after notice,
cure the default for the account of and at the expense of the Lessee. If Lessor is
compelled to pay or elects to pay any sum of money or to do any act which will require
the payment of any sum of money or is compelled to incur any expense, including
reasonable attorney fees in instituting, prosecuting or defending any action to enforce the
Lessor's rights under this Lease, the sums so paid by Lessor, with all interest, costs and
damages shall be deemed to be Additional Rental and shall be due from the Lessee to
Lessor on the first day of the month following Lessor's notice to Lessee that Lessor has
incurred the respective expenses.
15. TERMINATION BY LESSOR
Without prejudice to any other remedy available to Lessor, the Lessor shall have the right
to terminate the Lease and remove and store at Lessee's sole cost and expense the
equipment and utilities, or require Lessee to remove its equipment and utilities, from the
Leased Premises within thirty (30) calendar days from the date of Lessor's written notice
to Lessee that Lessee is in default pursuant to Paragraph 13 hereof (but in all events after
the notice and cure periods set forth in Paragraph 13). No portion of the Rent shall be
refunded to Lessee in the event of such termination,

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16. TERMINATION

BY LESSEE

This Lease may be terminated by Lessee with three (3) months prior written notice to
Lessor if: (i) any physical equipment or electronic emissions materially interfere with the
operation of the Lessee's equipment; or (ii) Lessee determines, based on technological or

other developments, that it will be unable to utilize the Leased Premises for their intended
purposes.
17. PEACEFUL POSSESSION
Lessor covenants that Lessee, upon the payment of Rent and the performance of the
covenants and conditions of this Lease, shall and may peaceably and quietly have, hold
and enjoy the Leased Premises for the Term of this Lease and any renewal thereof The
Lessor expressly reserves the right to enter into additional or subsequent leases of
portions of the Property, provided no subsequent lease shall interfere with the rights or
equipment of Lessee under this Lease. In the event any subsequent lease causes such
interference, Lessor will see that interfering party take all steps necessary to correct and
eliminate the interference.
18. DAMAGE OR DESTRUCTION
If the Property or the Leased Premises are destroyed or damaged so as to materially
hinder effective use of the Property or the Leased Premises through no fault or negligence
of Lessee, either party may elect to terminate this Lease upon thirty (30) days prior
written notice. In such event, Lessee shall promptly remove the Lessee's equipment from
the Leased Premises and the parties shall proceed as set forth in Paragraph 6 hereof.
This Lease (and Lessee's obligation to pay rent) shall terminate upon Lessee's fulfillment
of the obligations set forth in Paragraph 6 hereof. Lessor shall have no obligation to
repair any damage to any portion of the Leased Premises .
. 19. MATERIALS AND CLAIMS
All materials furnished for any work done on the Leased Premises by Lessee shall be at
Lessee's sole cost and expense. Lessee agrees to protect the Property, the Leased
Premises, and the Lessor from any and all claims by contractors, laborers and
materialmen hired or contracted for by Lessee.
20. CONDEMNATION
In the event the property or the Leased Premises are taken by eminent domain, this Lease
shall terminate as of the date title to the Property or the Leased Premises vests in the
condemning authority. In the event the Property or the Leased Premises are taken by
eminent domain so as to materially hinder effective use of the Leased Premises by
Lessee, either party shall have the right to terminate this Lease as of said date of title
transfer by given thirty (30) days prior written notice. In the event of any taking under the

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power of eminent domain, Lessee shall not be entitle to any portion of the award paid for
the taking and the Lessor shall receive the full amount of such award./ Lessee shall
hereby expressly waive any right or claim to any portion thereof. Although all damages,
whether awarded as compensation for diminution in value of the Leasehold or to the fee
of the Property, shall belong to Lessor, Lessee shall have the right to claim and recover
from the condemning authority, but from Lessor, such compensation as may be
separately awarded or recoverable by Lessee on account of any and all damage to
Lessee's business and any costs or expenses incurred by Lessee in moving/removing its
equipment, personal property, and leasehold improvements.
21. INSURANCE
During the Term of this Lease any renewal thereof, the Lessee shall procure and maintain
the following required insurance coverage:
(A) Commercial General Liability Insurance at limits of not less than One Million Dollars
($1,000,000.00) per occurrence for all claims arising out of bodily injuries or death and
property damages. For those policies with aggregate limits, a minimum limit of Three
Million Dollars ($3,000,000.00) is required. Such insurance shall include contractual
liability insurance. Lessor agrees that provided that Lessee has a present net worth of
Twenty-Five Million Dollars ($25,000,000) or more, Lessee may self insure against any
loss or damage which could be covered by a commercial general liability insurance
policy.
(B) Business Automobile Liability Insurance at limits of not less than One Million
Dollars($1,000,000.00) per occurrence for all claims arising out ofboclily injuries or
death and property damages. The insurance shall apply to any owned, non-owned, leased,
or hired automobiles used in the performance ofthis Lease.
(C) Workers' Compensation coverage as required by the State of Maryland, as well as
any similar coverage required for this work by applicable Federal or "Other States" State
Law.
(D) The ''Baltimore City Board of School Commissioners" and the "Mayor and City
Council of Baltimore," their respected elected/appointed officials, departments,
employees, agents, and representatives shall becovered as an additional insured with
respect to liability arising out of activities performed by or on behalf of the Lessee in
connection with this Lease.
(E) The Lessee's insurance shall apply separately to each insured against whom a claim is
made and/or lawsuit is brought.
(F) To the extent of the Lessee's negligence, the Lessee's insurance coverage shall be
primary. Any insurance and/or self-insurance maintained by Lessor and the "Mayor and
City Council of Baltimore", their respective elected/appointed officials, departments,

BA3/20796 l.05

employees, agents, and representatives shall not contribute with the Lessee's insurance or
benefit the lessee in any way.
(G) Coverage shall not be suspended, voided, canceled, or reduced in coverage or in
limits, except by the reduction of the applicable aggregate limit by claims paid until at
forty-five (45) days prior written notice has been given to the Lessor and the "Mayor and
City Council of Baltimore". There will be au exception for non-payment of premium
which is at least ten (10) days notice of cancellation.
(H) Insurance shall be placed with insurers having a Best rating of no less than A:VII. If
not rated with Best's, the insurer shall have a minimum surplus the equivalent of Best's
surplus size VII and must be licensed to do business in the State of Maryland.
(I) The Lessee shall furnish the Lessor with a "Certificate of Insurance" as verification
that coverage is in force. The Lessor reserves the right to require Lessee to produce a
letter from Lessee's insurance broker verifying that the insurance coverage required
herein is in effect.
(J) Failure to obtain insurance coverage as required herein or failure to furnish the
Certificates of Insurance as required herein shall, after any applicable notice and cure
period, be a default by Lessee under this Lease.
(K) The Lessor shall not be responsible for insuring Lessee's equipment at the Leased
Premises.
(L) Neither party shall be liable to the other (or to the other's successors or assigns) for
any loss or damage caused by fire or any of the risks enumerated in a standard fire
insurance policy with an extended coverage endorsement, and neither party's insurance
company shall have a subrogated claim against the other.
22. LIABILITY AND INDEMNITY
Lessee shall indemnify, defend and hold harmless the Lessor and the "Mayor and City
Council of Baltimore", their elected/appointed officials, departments, employees, agents,
and representatives from any and all claims, demands, suits, and actions including
reasonable attorneys' fees and court costs connected therewith, brought against the
Lessor and the ''Mayor and City Council of Baltimore", their elected/appointed officials,
departments, employees, agents, and representatives arising as a result of any willful, or
negligent act or omission of Lessee, its agents, or employees in the performance of this
Lease, except to the extent such claims, demands, suits or actions are a result of the
actions or omissions of Lessor.
23. HAZARDOUS

SUBSTANCES

(A) Lessee represents and warrants that its use of the Leased Premises herein shall not
generate any hazardous substance. Lessee shall not store, dispose, nor transport to or over

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the Property or the Leased Premises any hazardous substance, except in containers or
forms permitted by law. Lessee further agrees to indemnify, defend and hold harmless the
Lessor from against any release of any such hazardous substance any damage, loss, or
expense or liability resulting from such release, including but not limited to attorneys'
fees, costs and penalties incurred as a result thereof, except to the extent such damage,
loss, expense or liability is the result of the actions or omissions of Lessor.
The Lessee's obligations as provided in this Paragraph 23 shall survive the expiration of
the Term or the earlier termination of this Lease.
The term "hazardous substance" shall be broadly interpreted to mean any substance,
waste, or material defined or designated as hazardous, toxic, radioactive, or other similar
term by federal, state or local environmental law, regulation or rule presently in effect or
promulgated in the future.
(B) During the Term of this Lease and any renewal thereof, the parties shall notify
each other if they become aware of the presence of any hazardous substance at the
Property or the Leased Premises in violation of applicable law.
24. ASSIGNMENT AND SUBLETTING
Lessee may not assign or otherwise transfer all or any part of its interest in this Lease or
in the Leased Premises without the prior written consent of Lessor, which consent shall
not be unreasonably withheld, delayed or conditioned.
Lessee may not sublease all or any part of its interest in this Lease or Leased Premises
without the prior written consent of the Lessor, which consent may be withheld in
Lessor's sole and absolute discretion.
This Lease may be sold, assigned or transferred by the Lessee without any prior approval
or consent of the Lessor to the Lessee's principal, affiliates, subsidiaries of its principal or
to any entity which acquires all or substantially all of Lessee's assets in the market defined
by the Federal Communications Commission in which the Property is located by reason of
a merger, acquisition or other business reorganization. Lessee shall provide the Lessor
with written notice of any such sale, assignment or transfer.
If the Lessor is required to review, approve, and execute any written documentation to
accomplish such assignment, transfer, or sublease, Lessee shall pay the Lessor a
processing fee of FIVE HUNDRED DOLLARS ($500.00) per assignment, transfer, or
sublease.
25. ACCEPTANCE OF PREMISES
By taking possession of the Leased Premises, Lessee accepts the Leased Premises in the
condition existing as of the Commencement Date. Lessor makes no representation or

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warranty with respect to the condition of the Leased Premises and Lessor shall not be
liable for any latent or patent defect in the Leased Premises.
26. ENTIRE AGREEMENT AND AMENDMENTS
This Lease contains the entire agreement and understanding between the parties hereto.
This Lease shall not be amended or modified except by an agreement in writing signed
by the parties or their respective successors in interest and approved by the "Baltimore
City Board of School Commissioners".
27. NOTICES
All notices, requests, demands, and other communications hereunder shall be in writing
and shall be deemed given if personally delivered, nationally recognized overnight
delivery service or by certified mail, return receipt requested to the following:
Lessor:

Chief Financial Officer


Baltimore City Public School System
Room 409, 200 East North Avenue
Baltimore, Maryland 21202
AND
General Counsel
Baltimore City Public School System
Room 208, 200 East North Avenue
Baltimore, Maryland 21202

Lessee:

Cellco Partnership
c/o Verizon Wireless
180 Washington Valley Road
Bedminster, New Jersey 07921
Attention: Network Real Estate

28. NON-WAIVER
A wavier by the Lessor or Lessee of any provision or Paragraph of this Lease shall not
be deemed to be a waiver of any other provision or Paragraph of this Lease. No mention
in this Lease of any specific right or remedy shall preclude the Lessor or Lessee from
exercising any other right or from having any remedy or from maintaining any action to
which the Lessor or Lessee may be otherwise entitled, either in law or equity, and the
failure of the Lessor or Lessee to insist in any one or more instances upon a strict
performance of any term or condition ofthis Lease, or to exercise any option or right
herein contained, shall not be construed as a waiver or relinquishment for the future of

BA3/207961.05

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such term, condition, right or option, but the same remain in full force and effect unless
the contrary is expressly stated in writing.

29. OPTIONAL TERMINATION


At its sole discretion, Lessor shall have the option of terminating this Lease if Lessee
loses its license to provide wireless services for any reason, including but not limited to,
non-renewal, cancellation, or expiration of its license by the Federal Communications
Commission.
30. TAXES
(A) Lessee shall pay its proportionate share of all real property taxes and assessments for
the Leased Premises, if any, which become due and payable during the Term of this
lease and any renewal thereof which is directly attributable to Lessee's tenancy
created under this Lease, provided, however, that in the event any such annual tax
exceeds five percent (5%) of the annual rent then in effect, Lessee may terminate the
Lease upon six (6) months prior written notice to Lessor. Lessor shall provide Lessee
documentation from the taxing authority indicating with reasonably certainty that the
property tax increase was directly attributable to Lessee's tenancy, All such
payments shall be made and evidence of all such payments shall be provided to
Lessor. Lessee shall pay all taxes on its equipment and its personal property at the
Leased Premises.
(B) Lessee shall indemnify Lessor from any and all liability, obligation, damages,
penalties, claims, liens, costs, charges, losses and expenses (including, without
limitation, reasonable attorney's fees and court costs, expert witnesses and
consultants), which may be imposed upon, incurred by or be asserted against Lessee
in relation to the taxes owed or assessed on the Leased Premises.
31. REPRESENTATIONS
Lessor and Lessee represent that each, respectively, has full right, power, and authority to
execute this Lease.
32. CONSENT TO JURISDICTION
The Lessee irrevocably submits to the jurisdiction of the state courts of the State of
Maryland or the Federal District Court for Maryland involving any suit, action or
proceeding arising out of or relating to this Lease. The Lessee irrevocably waives, to the
fullest extent permitted by law, any objection that the Lessee may now or hereafter have
to the venue of any such suit, action, or proceeding brought in any state court of the State
of Maryland or the Federal District Court of Maryland as being brought in an
inconvenient forum.

BA3/207961.05

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33. SEVERABILITY
If any term, covenant, or condition of this Lease is found to be void or invalid, such
invalidity shall not affect the remaining term of this Lease, which shall continue in full
force and effect.

34. GOVERNING LAW


The terms, covenants and conditions of this Lease shall be governed. by and construed in
accordance with the laws of the State of Maryland.

35. MARKING AND LIGHTING REQUIREMENTS


At its sole cost and expense, Lessee shall comply with all marking and lighting
requirements of the Federal Aviation Administration ("FAA") and the FCC that are due
solely to Lessee's equipment and Lessee's use of the Leased Premises. The Lessee shall
indemnify, defend and hold harmless the Lessor from any fines or other liabilities caused
by the Lessee's failure to comply with such requirements.

36. SUBORDINATION AND ATTORNMENT


This Lease is subject and subordinate to all ground or underlying leases and to all
mortgages which may now or hereafter affect the Property, and to an renewals;
modifications, consolidations, replacements and extensions thereof. In confirmation of
such subordination or attomment, Lessee shall execute any certificate that Lessor may
requrre.

37. ACCESS TO LESSEE'S EQUIPMENT


After the initial installation of Lessee's equipment, Lessor shall permit Lessee
unrestricted access to the Property and Leased Premises seven (7) days a week, twentyfour (24) hours a day. To facilitate such 24/7/365 access, Lessee shall have the right to
install a lockbox at a mutually agreeable location at the Property at Lessee's sole cost and
expense or the parties shall make other appropriate arrangements.

38. NON-INTERFERENCE
Lessee's equipment and the use thereof shall not interfere with the use of any other
communication or similar equipment of any kind and nature owned or operated by Lessor
or other occupants at the Property existing as of the Commencement Date except as may
be permitted by applicable laws; provided, however that subsequent to the installation by
Lessee of Lessee's equipment, Lessor agrees not to install or allow installation of new
equipment at the Property if such equipment causes interference with Lessee's

BAJ/207961.05

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operations. All interference claims shall be settled in accordance with the then prevailing
interference rules and regulations promulgated by the FCC.
IN WITNESS WHEREOF, the parties have executed this Lease as of the date
first above written.

LESSOR
Baltimore City Board of
School Commissioners

ATTEST:

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By:~~
Carmen V. Russo
Chief Executive Officer

(JAN 14 2003
Date:

LESSEE
Cellco Partnership d/b/a Verizon
Wireless

WITNESS:

Vice President, ~ork


Northeast Area
Date:
APPROVED AS TO FORM AND LEGAL SUFFICIENCY:

$~~,j)~.
By: Dffi c ea(

BA3/20796 l. 05

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APPROVED BY THE BALTIMORE CITY BOARD OF SCHOOL


COM11ISSIONERS:

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Secretary: Carmen V. Russo //

Date

APPROVED BY THE BOARD EXECUTIVE:

Judith Black Donaldson

BA3/207961.05

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Exhibit A

PROPERTY
The Property and its address are the following:

Mergenthaler High School


(School No. 410)
Baltimore City Public School System
3500 Hillen Road
Baltimore, Maryland 21218

BA3/20796 l. 05

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LAKE MONTEBELLO ( SITE /I M01 LMT )


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3500 HILLEN ROAD,


BALTIMORE CITY, MARYLAND 21218

SITE LOCATION PLAN

. American Land Development ~>K.~,.:b!u


and Engineering, Inc,
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NOT TO SCAU:

PREPAREP II'(

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EXHIBITB-2
Equipment Room

PROPOSED LOCATION OF
LE:)SEE'S EQUIPMENT
ROOM ON 5TH FLOOR
ROOM 1502 - "A" HING

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MERGENTHALER

(GSE)

HIGH SCHOOL

FLOOR PLAN

GLOCK SMIDT ENGINEERING. INC. 1-------------------,


1374 Yf. JARRETTSVIUE ROAD FOREST HILL MD. 21050
PHONE:(410)893~9293
FAX: (410)893-9295

SCALE
DATE:

SKETCH:

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MAY t, 2002

6SE .JOB#: 02003U

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PROP. ANTENNAS MOUNTED

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PROJECT NAME :

LAKE MONTEBELLO ( SITE

M01 LMT )

3500 HIW:N ROAD,


BALTIM ORE CITY, MAR'tt..AND 21218

PREPARED BY 1

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Amerrcan

and Engineering, Inc.

107,40 lll~WlllOHA~ WAY


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EXHIBITC
LESSEE'S EQUIPMENT

Antenna Types:
(12)
Directional
(2)
GPS

(Approximately 52" H x 17" W, approximately 3 li lbs.)


(Approx. 6" H x 4" W, approximately 2 lbs.)

Height of Antennas:
Approximately 70' AGL (centerline)
Antenna Azimuths:
4 - 124 - 244
Antenna Cables:
(12)@ 1-5/8" X 100'
(2) @ Y2" X 100'
Equipment Type:
Lucent
Two ModCells
Emergency Generator:
Kohler, 40KW
Frequencies:
Transmit ( dB):

Receive (dB):

880-894MHz
1945-1970 MHz
835-849MHz
l 865- l 890MHz

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ExhibitD
Monthly/Quarterly/Annual+ Lease Payment Amounts
Verizon Wireless
Mergenthaler High School (School No. 410)

Year 1
Year2
Year3
Year4
:,;,.. Year5
Year6
Year7
Year8
Year9
Year 10
Year 11
Year 12
Year 13
Year 14
Year 15
Year 16
Year 17
Year 18
Year 19
Year20

MONTHLY

QUARTERLY

$1,700.00
$1,768.00
$1,838.72
$1,912.27
$1,988.76
$2,068.31
$2,151.04
$2,237.08
$2,326.57
$2,419.63
$2,516.42
$2,617.07
$2,721.75
$2,830.62
$2,943.85
$3,061.60
$3,184.07
$3,311.43
$3,443.89
$3,581.64

$5,100.00
$5,304.00
$5,516.16
$5,736.81
$5,966.28
$6,204.93
$6,453.13
$6,711.25
$6,979.70
$7,258.89
$7,549.25
$7,851.22
$8,165.26
$8,491.87
$8,831.55
$9,184.81
$9,552.20
$9,934.29
$10,331.66
$10,744.93

ANNUAL
$20,400.00

s 21,216.00
$22,064.64
$22,947.23
$23,865.11
$24,819.72
$25,812.51
$26,845.01
$27,918.81
$29,035.56
$30,196.98
$31,404.86
$32,661.06
$33,967.50
$35,326.20
$36,739.25
$38,208.82
$39,737.17
$41,326.66
.$42979.72
~
Total

BA3/207961.05

$607,472.80

--

---------------------------

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-------------------.

----

-------------------------

Board of School Commissioners


Procurement Agenda
January 14, 2003

---------

------------------~-----

ED03019

Mergenthaler High School #410


Request of the Board
The Chief Operating Officer requests the Board's approval of a Communications Lease
Agreement between the Board of School Commissioners, Lessor, and Cellco Partnership
(Verizon Wireless), Lessee. Establishment of the Lease Agreement allows lessee to
operate Telecommunications Services at Mergenthaler High School No. 410.
Lessee agrees to pay the following amounts:
An annual fee of $20,400.00, payable in quarterly amounts of $5, 100.00. Lessee agrees to
pay an annual increase of four percent (4%) over the amount prevailing during the
preceding year.
Lease Agreement has been approved for legal sufficiency.

Selection Methodology
Not applicable.

Outcome Measures
Telecommunications Service at Mergenthaler High School #410 from January 1, 2003
through December 31, 2023.

Financial Implications
No expenditure required.

Executive Officer Approval: /


Approved by:

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Approved by

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Chief. Academic Officer

Approved by:

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FinanciaJJ>~r.,,,/

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Chief Executive Officer


Approved by:

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. Board Executive

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Board of School Commissioners


Procurement Agenda

January 14, 2003

ED03019
Mergenthaler High School #410 (Cont'd)
I hereby certify that on ~
Procurement Agenda.item.

, 2003, that the School Board approved this

I~

Judith Donaldson, Official Custodian, Board Executive

Ap~roved by the Board of School_ C?mzmissoners

;p~/o3
Date

c2~...AG

JI

")

Carmen V. Russo, Secretary

45