HomeMy WebLinkAboutresolution.council.135-19 RESOLUTION #135
(Series of 2019)
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN,
COLORADO, APPROVING A DAS FACILITY LEASE AGREEMENT
BETWEEN THE CITY OF ASPEN AND CROWN CASTLE FIBER, LLC.
AUTHORIZING THE CITY MANAGER TO EXECUTE SAID DAS FACILITY
LEASE AGREEMENT ON BEHALF OF THE CITY OF ASPEN, COLORADO.
WHEREAS, there has been submitted to the City Council a DAS Facility
Lease Agreement, between the City of Aspen and Crown Castle Fiber, LLC, a true
and accurate copy of which is attached hereto as Exhibit "A";
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF
THE CITY OF ASPEN, COLORADO,
That the City Council of the City of Aspen hereby approves that DAS
Facility Lease Agreement between the City of Aspen and Crown Castle Fiber,
LLC a copy of which is annexed hereto and incorporated herein, and does hereby
authorize the City Manager to execute said DAS Facility Lease Agreement on
behalf of the City of Aspen.
INTRODUCED, READ AND ADOPTED by the City Council of the City of
Aspen on the 26th day of November 2019.
-7�
Torre, Mayor
I, Linda Manning, duly appointed and acting City Clerk do certify that the
foregoing is a true and accurate copy of that resolution adopted by the City
Council of the City of Aspen, Colorado, at a meeting held, November 26th, 2019.
Linda Manning, City Clerk
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
Project ID 50223407
DAS FACILITY LEASE AGREEMENT
by and between
City of Aspen
and
Crown Castle Fiber LLC
Datcd 2019
L:\LICENSING DOCUMENTS-DAS\12 Private Venue Agreements\City of Aspen\City of Aspen DAS Facility Lease Agreement(11-14-2019)
CoA.docx
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
Project ID 50223407
TABLE OF CONTENTS
1. Definitions......................................................................................................................................................1
2. Grant of Lease...............................................................................................................................................4
3. Term...............................................................................................................................................................5
4. Consideration/Taxes......................................................................................................................................5
5. Construction and Operation of the System.................................................................................................5
6. Removal and Relocation of Attachments....................................................................................................7
7. Non-Disclosure...............................................................................................................................................7
8. Insurance; Casualty......................................................................................................................................8
9. Eminent Domain............................................................................................................................................8
10. Default............................................................................................................................................................9
11. Assignment.....................................................................................................................................................9
12. Notice..............................................................................................................................................................9
13. Miscellaneous...............................................................................................................................................10
SCHEDULES:
Schedule 1 Property
Schedule 2 Existing Agreements
EXHIBITS:
Exhibit A Sample DAS Order
Exhibit 1 System Description
Exhibit 2 Node Equipment and Locations
Exhibit 3 Hub Site
Exhibit 4 Fiber Network
Exhibit B Notification of Removal by Lessee
Exhibit C Fiber Network Standards
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
DAS FACILITY LEASE AGREEMENT
THIS DAS FACILITY LEASE AGREEMENT is entered into as of the date fully executed below("Effective Date"),
by and between City of Aspen,a Colorado home rule municipality ("Lessor"),and Crown Castle Fiber LLC,a New
York limited liability company("Lessee').
RECITALS
A. WHEREAS, Lessor is the owner/lessor/manager/operator of the land and premises identified in Schedule 1
hereto, including certain buildings and grounds (the "Property"), which Property may include buildings,
utility infrastructure,signage,light standards,Fiber Network(if applicable)and other improvements(herein
"Structures");and
B. WHEREAS, Lessor desires (i)to enhance the wireless communications services available at the Property
through a more comprehensive solution on the conditions agreed to herein; (ii)to rely on the resources and
experience of Lessee to manage access to the Property and the Structures by the use of common facilities for
all Wireless Carriers to minimize redundant use of the Structures and minimize the visual impact thereon;
and (iii)to avoid unnecessary disruption and administrative burdens for Lessor's business and operations;
and
C. WHEREAS, Lessee proposes to occupy a portion of certain of Lessor's Structures and Property for the
purposes of creating a wireless communications network available for hire from Lessee by Wireless Carriers;
and
D. WHEREAS, Lessor is authorized to grant one or more leases to Lessee to make Attachments to Lessor's
Structures and to occupy a certain portion of the Property in accordance with the terms of this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants, terms and conditions herein contained, the Parties
hereto do hereby covenant and agree as follows:
AGREEMENT
I. Definitions. For all purposes of this Agreement,the following terms shall be defined as follows:
a. Additional Fiber Network shall have the meaning set forth in Section 5.h.
b. Additional Services shall have the meaning set forth in Section 2.e.
C. Affiliate shall mean any entity which directly or indirectly controls, is controlled by or is under common
control with the referenced entity.
d. Agent shall mean any directors, trustees, officers, employees, affiliates, agents, assigns, successors,
representatives,contractors or subcontractors of a Party.
C. Agreement shall mean this DAS Facility Lease Agreement and all DAS Orders executed hereunder,each
as amended.
f Alternate Location shall have the meaning set forth in Section 6.b.
g. Attach shall mean to install, connect or construct Attachments on, at or in a Structure pursuant to a DAS
Order.
h. Attachments as used herein shall include antenna, wire, fiber optic, telecommunications and/or coaxial
cable, Nodes and other wireless communications equipment attached and maintained upon a Structure
pursuant to a DAS Order.
i. Carrier Agreement shall mean a binding contractual commitment between Lessee and a Wireless Carrier
to utilize the System.
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Page I of I I
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
j. Cure Period shall have the meaning set forth in Section 10.a.
k. DAS Order shall have the meaning set forth in Section 2. "DAS Order"shall also refer to amended DAS
Orders.
1. Defaulting Party shall have the meaning set forth in Section 10.a.
In. Due Diligence Locations shall have the meaning set forth in Section 5.i. Due Diligence Locations are
optional and mutually agreed on by Lessor and Lessee.
In. Effective Date shall mean the date set forth in the Preamble.
o. Environmental Law shall mean any Law regulating the presence of Hazardous Materials on or relating
to the Property, including the Solid Waste Disposal Act, 42 U.S.C. § 6901 ct seq.; the Comprehensive
Environmental Response,Compensation,and Liability Act of 1980,42 U.S.C. § 9601 et seq.,as amended
by the Superfund Amendments and Reauthorization Act of 1986;the Federal Water Pollution Control Act,
33 U.S.C. § 1251 et seq.; the Clean Air Act,42 U.S.C. § 7401 et seq.,the Toxic Substances Control Act,
15 U.S.C. § 2601 et seq.;the Safe Drinking Water Act,42 U.S.C. § 300f et seq.; or state,commonwealth
or local Law analogous thereto.
p. Existing Agreements shall mean the agreements identified in Schedule 2 hereto,each between a Wireless
Carrier and Lessor in full force and effect as of the Effective Date for the operation of Wireless Carrier
facilities on the Property.
q. Fiber Network shall mean dark fiber capacity on Lessor's fiber optic network or related or unrelated
conduit installed throughout the Property and identified and dedicated for Lessee's use through a DAS
Order.
t•. Fiber Network Standards are set forth in Exhibit C hereto.
S. Force Majeure shall mean any event beyond the control of either Party and which is relied upon by either
Party as justification for delay in,or as excuse from complying with,any obligation required of the Party
under this Agreement,including,but not limited to: (i)an act of God,war,terrorism,landslide,lightning,
earthquake, fire,explosion, storm, flood or similar occurrence;(ii)any act of any federal, state,county or
local court, administrative agency or governmental office or body that stays, invalidates or otherwise
affects this Agreement, the operation of, or any permits or licenses associated with or related to, the
obligations hereunder; (iii)the adoption or change (including a change in interpretation or enforcement)
of any federal, state, county or local law, rule, permit, regulation or ordinance after the date of execution
of this Agreement,applicable to the obligations hereunder,including,without limitation,such changes that
have a substantial or material adverse effect on the cost of performing the obligations herein;(iv)any work
stoppages,strikes,picketing,labor dispute,or similar activities at the Property;(v)the institution of a legal
or administrative action or similar proceeding by any person or entity that delays or prevents any aspect of
the obligations to be performed by either Party hereunder.
t. Government Authority shall mean the United States of America, the state, commonwealth, tribal unit,
county, parish, town, or other municipality in which the Property is located and any governmental entity
exercising executive, legislative,judicial, regulatory or administrative functions of, over or pertaining to
the System or the Property.
U. Government Permits shall mean all certificates,permits or other approvals which may be required from
any Government Authority necessary for the construction and operation of the System.
V. Hazardous Materials shall mean (i) any explosive or radioactive substances or waste, petroleum or
petroleum distillates, asbestos or asbestos-containing materials, polychlorinated biphenyls; (ii)any
`hazardous substances,' `extremely hazardous substance,' `hazardous chemical,' `toxic chemical,'
`hazardous waste' or `pollutant,' each as defined under Environmental Law; and (iii)any substance or
waste regulated under any Environmental Law.
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Page 2 of I I
DocuSign Envelope ID: 64943B4F-BA25AA4D-816C-149F49427038
W. Hub Site shall mean the exterior or interior space leased by Lessor to Lessee and identified in a DAS
Order: (i) for the installation of Lessee's equipment for the operation and control of the System;and(ii)to
be licensed to Wireless Carriers for the placement and operation of their equipment required for use of the
System.
X. Initial Term shall have the meaning set forth in Section 3.
Y_ Laws shall mean any administrative, judicial, legislative or other statute, law, ordinance, Government
Permit,regulation,rule,order,decree,written pronouncement,writ,award or decision of any Government
Authority.
Z. Leased Structure shall mean a Structure upon which an Attachment has been made and is maintained
thereupon by Lessee pursuant to this Agreement.
aa. Lessee shall have the meaning set forth in the Preamble.
bb. Lessor shall have the meaning set forth in the Preamble.
CC. Node shall mean a radio access node of the System, generally consisting of an antenna, equipment box,
cabling connecting the antenna and equipment box and related attachments.
dd. Non-Defaulting Party shall have the meaning set forth in Section 10.a.
cc. Parties or Party shall mean Lessor and Lessee.
ff. Person shall mean any individual,corporation,partnership,joint venture,association,joint-stock company,
trust, limited liability company, unincorporated organization or government or any agency or political
subdivision thereof.
gg. Primary Purpose shall have the meaning set forth on Schedule I hereto.
hh. Property shall be such property identified in Schedule 1, which schedule may be modified from time to
time by mutual agreement of the Parties.
ii. Radio Space shall be the locations on,in or at a Structure to be occupied by any Attachments for operation
of the System, including the Hub Site space.
jj. Renewal Term shall have the meaning set forth in Section 3.
kk. RF shall mean radio frequency energy,whether or not associated with operation of the System.
11. Standard of Performance shall mean Lessee shall perform all work in accordance with standards of care,
skill and diligence consistent with (a) recognized and sound engineering practices, procedures and
techniques; (b) all applicable laws and regulations; (c) the degree of knowledge, skill and judgement
normally exercised by professional firms and individuals with respect to services of a similar nature.
min. Structure Manager means Lessor's designated manager for managing and administering, on behalf of
Lessor, the Attachments, System and administration of visual impact and aesthetics provisions of this
Agreement.
nn. Structures shall have the meaning set forth in the Recitals.
oo. System shall mean collectively the small cell network, including distributed antenna system (DAS),
constructed by Lessee under a DAS Order for the purpose of providing RF coverage in and about the
Property, including Lessee's System equipment at the Radio Space and all Attachments, power lines,
coaxial, fiber optic and telecommunications cables and other associated equipment, including equipment
owned and operated by Wireless Carriers,located throughout the Property and at the Hub Site and operated
by Lessee on a commercial, for-profit basis to provide services to Wireless Carriers.
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Page 3 of I I
DocuSign Envelope ID: 64943B4F-BA25-4A4D-816C-149F49427038
pp. Term shall have the meaning set forth in Section 3.
qq. Term Commencement Date shall mean the date that the Threshold Wireless Carrier is obligated to
commence making recurring payments under a Carrier Agreement.
rr. Threshold Wireless Carrier shall have the meaning set forth in Section 5.
ss. Wireless Carrier shall mean a wireless services provider offering communications services to the public,
including commercial mobile radio service (CMRS), cellular, personal communications service (PCS),
wireless broadband,telematics and wireless data carriers. Lessor shall not be considered a Wireless Carrier
to the extent it provides any such services for its own internal use.
2. Grant of Lease. On the terms set forth in this Agreement from time to time upon the Parties' mutual execution
and delivery of a DAS Order substantially in the form attached to this Agreement as Exhibit A(a"DAS Order"),
Lessor will lease to Lessee, and Lessee will lease from Lessor(a)the Radio Space described therein and (b) if
applicable,the Fiber Network in the quantity and length identified in such DAS Order. Lessor agrees,subject to
the conditions in this Agreement, that,by way of the DAS Order, it will permit Lessee(i)to place, operate and
maintain Attachments within the Radio Space on Leased Structures in order to operate its System, and (ii) if
applicable, to use the Fiber Network as a transmission medium to provide communication services and lit fiber
transport capacity as appropriate for the operation of the System. Lessee agrees that its Attachments will be used
only in connection with Lessee's construction, operation and maintenance of the System. Lessee expressly
recognizes that the Structures are used and are to continue to be used by Lessor for the Primary Purpose,and that
Attachments are and will continue to be secondary and subordinate to Lessor's use of its Structures for its Primary
Purpose. If the property on which a DAS Order is proposed is not listed in Schedule 1,such Schedule 1 shall be
amended by the Parties prior to the commencement of the lease contemplated in the DAS Order to include the
proposed Property and its Primary Purpose.
a. System Additions. Lessee shall have the right to(i)attach to any additional Structure;or(ii)add additional
Attachments to any Structure following approval from Lessor; and, if applicable, use additional portions of
the Fiber Network,upon the Parties'execution of an amended DAS Order. Lessee shall have exclusive right
to the use of the portion of the Leased Structures agreed to by Lessor for purpose of operating a System on
the Property.
b. Limitations. Regardless of its duration, Lessee's use of a Structure shall not vest in Lessee any ownership
rights in the Structure. In addition to the Existing Agreements,the right to Attach herein granted shall at all
times be subject to any pre-existing contracts and arrangements, written notice of which Lessor provides to
Lessee in advance of the Parties' executing a DAS Order. Nothing herein contained shall be construed to
compel Lessor to maintain any of its Structures for a period longer than is necessary for its Primary Purpose.
c. Consents. Lessor represents that it is authorized to grant to Lessee the right to Attach and that Lessor has
authorized the Structure Manager to grant DAS Orders on its behalf consistent with the terms of this
Agreement. No consent or approval of any third party is necessary for Lessor to execute this Agreement or
perform the obligations hereunder for the Term of this Agreement. Lessee will be responsible at its expense
for securing all Government Permits necessary for the installation and operation of the System.
d. Exclusive MarketinE Ritzhts. Lessor hereby designates Lessee as the point of contact regarding discussions
and dealings with Wireless Carriers in connection with their wireless telecommunication needs at the
Property, including siting, installation, development, use and management thereof, whether by small cell
network, distributed antenna system, rooftop, tower or otherwise. Lessor shall require all Wireless Carriers
requesting use of, or expressing an interest in using, the Property to provide wireless telecommunications
service thereon to consult with Lessee and grants to Lessee the right to negotiate on Lessor's behalf with all
Wireless Carriers in this regard. During the Term,except as provided in Section 2.e below,Lessor shall not
grant a lease, license or similar agreement during the Term to any Wireless Carrier or commercial wireless
infrastructure provider for the purposes of installing a wireless telecommunications system at the portion of
the Leased Structures agreed to by Lessor. Lessor reserves the right to continue, modify or terminate the
Existing Agreements as it determines in its sole discretion.
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Page 4 of I I
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
c. System Expansion. Lessor and Lessee acknowledge and agree that increased demand,changes or advances
in wireless technology,among other reasons,during the Term may cause Lessor or Wireless Carriers to desire
expansion of the System or the provision of additional wireless network coverage or capacity on the Property
(collectively, "Additional Services"), and Lessee shall have the exclusive right to provide the Additional
Services, as set forth herein if Standard of Performance is being met. Any System expansion beyond the
initial System installation agreed to by the Parties shall require mutual agreement of the Parties. In the event
Additional Services are desired by Lessor, Lessor shall provide a written Proposal to Lessee setting forth its
coverage, technology and other objectives (the "Objectives'). Lessee shall provide a written Proposal
("Proposal") for the provision of Additional Services within ninety(90) days following receipt of such
Objectives from Lessor. In the event a Wireless Carrier desires Additional Services, Lessee shall provide a
Proposal to Lessor for review. In the event that Lessor accepts Lessee's Proposal (as may be modified by
mutual consent), the Parties agree to execute a mutually acceptable amended DAS Order. In the event that
(i) Lessee declines to provide the Additional Services, or(ii)following good faith negotiations, Lessor and
Lessee cannot reach agreement on the provision of Additional Services within one hundred eighty(180)days
following delivery of Lessee's Proposal, then Lessor shall be free to enter into agreements with any third
party for Additional Services but subject to Objectives substantially similar to those set forth in the original
request. Notwithstanding the provisions of this section,Lessor shall have no obligation whatsoever to allow
any Additional Services and Lessee shall have no obligation to effect or right to require such expansion.
3. Term. This Agreement shall commence on the Effective Date and shall continue in effect for a period of ten(10)
years following the Term Commencement Date(the"Initial Term") unless previously terminated pursuant to the
provisions herein; each DAS Order will commence on the "Order Effective Date" set forth thereon. The
Agreement shall renew,if agreed to by Lessor,for three(3)additional five(5)year terms(each a"Renewal Term",
collectively with the Initial Term,the"Term"),unless Lessee provides written notice to Lessor of its intent not to
renew not less than one hundred eighty(180)days prior to the expiration of the then-current Term. The term of
any DAS Order shall, unless previously terminated pursuant to the provisions of this Agreement, continue in
effect until the end of the Term and the terms of this Agreement shall be incorporated into each such DAS Order.
4. Consideration/Taxes. In consideration for Lessor's entering into this Agreement and granting the DAS Orders
to Lessee throughout the Term, Lessee shall provide the following consideration to Lessor:
a. Consideration. In consideration for (and pursuant to the terms and conditions of this Agreement): (i)its
construction at Lessee's cost of the System;(ii)marketing the System to Wireless Carriers in order to increase
the number of Wireless Carriers providing coverage to the Property; (iii)deployment of neutral host
technology which reduces the visual impact and complies with Lessor's reasonable design guidelines
provided to Lessee prior to installation of the System and applicable code,consumption of Attachment space,
and without disruption to Lessor's Primary Purpose unless provisions for disruption are agreed to by Lessor;
and (iv)serving as the manager and single point of contact for Wireless Carriers, eliminating the
administrative burden on Lessor's organization, Lessee shall be entitled to bill and keep all revenues of the
System.
b. Taxes. Lessor shall pay all real estate taxes assessed upon the Property. Lessee agrees to reimburse Lessor
for any documented increase in real estate or personal property taxes levied against the Property that are
directly attributable to the improvements constructed by Lessee. Lessor agrees to provide Lessee any
documentation evidencing the increase and how such increase is attributable to Lessee's use. Lessee reserves
the right to challenge any such assessment and Lessor agrees to cooperate with Lessee in connection with
any such challenge.
5. Construction and Operation of the System. Lessee will not commence construction of the System until it
receives a binding contractual commitment from at least one(1)Wireless Carrier to use the System("Threshold
Wireless Carrier"). If there is no Threshold Wireless Carrier by the second(2111)anniversary of the Effective Date,
Lessor may at its option,and notwithstanding anything contained herein to the contrary,terminate this Agreement
without cost or obligation by written notice to Lessee. If Lessee is to construct the System, it will do so at the
Property at its own cost and expense as set forth in the DAS Order and in accordance with the following:
a. Standard of Care. Lessee shall construct and maintain all Attachments in a safe condition in accordance
with applicable Laws, industry standards and Lessor's general construction and maintenance standards
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Page 5 of I I
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
provided to Lessee prior to the date of the DAS Order. No work shall be done by Lessee when there is reason
to suspect that working conditions on a Structure may be hazardous as the result of weather or any other
conditions. As promptly as possible following Lessee's completion of the System,Lessee will provide Lessor
with as-built drawings showing the location of the Attachments, including Node and Hub Site locations and
equipment layout and the Parties will amend the DAS Order as appropriate to incorporate such drawings.
b. Contact. Lessee shall respond on a 24/7 basis to any reasonable problems or emergencies reported by the
Structure Manager via contact to Lessee's network operations center at(888)632-0931.
c. Lessor Liability. Lessor reserves the right to maintain the Structures as necessary to fulfill its Primary
Purpose. Except as expressly set forth in this Agreement, Lessor shall not be liable to Lessee for any
interruption of service for the System or for any property of Lessor used by Lessee. Lessee specifically
waives any claim for indirect, special,consequential or punitive damages against Lessor in connection with
this Agreement, including any claims for loss or interruption of service.
d. Lessee Liability. Lessee shall exercise reasonable caution in performing the activities covered by this
Agreement to avoid damage to the Structures. Lessee hereby agrees to reimburse Lessor for any direct costs
incurred in making repairs to any Property damaged by Lessee. Lessee shall promptly advise Lessor of all
incidents and claims arising or alleged to have arisen in any manner by Lessee's activities upon the Property.
Lessor specifically waives any claim for indirect,special, consequential or punitive damages against Lessee
in connection with this Agreement, including any claims for loss or interruption of service.
e. Utilities. Lessor shall allow Lessee to access its electrical power and will provide,to Lessee or the Wireless
Carriers, the electricity power to operate the Node equipment. Any electricity used by Lessee for the Hub
Site shall be paid by Lessee. Such costs shall be billed monthly by Lessor to Lessee, with reasonable
supporting documentation of such utility consumption,and shall be paid by Lessee within thirty(30)days of
receipt of such invoice. Lessee agrees to pay for utilities based on (i)sub-metering equipment at the Hub
Site, to be installed by Lessee at its cost; (ii)estimated usage for each Node, based on equipment
specifications and spot measurements; or(iii)as otherwise agreed between the Parties.
f. Hazardous Materials. Lessee shall not cause or permit the escape, disposal or release of any Hazardous
Materials on or from the Property in any manner prohibited by Law. Lessee shall indemnify and hold Lessor
harmless from all claims from the release of any Hazardous Materials on the Property if caused by Lessee,
otherwise, Lessor shall indemnify and hold Lessee harmless from all claims from the release of any
Hazardous Materials on or from the Property.
g. Fiber Network Operation. If a portion of Lessor's Fiber Network is being made available to Lessee,Lessor
shall maintain and operate the Fiber Network in accordance with the Fiber Network Standards. Lessor will
deliver to Lessee detailed maps showing in detail the locations of the Fiber Network. Lessor will,at its sole
cost and expense,perform routine maintenance and repair checks and services,including regularly scheduled
preventative inspections, as necessary to maintain the Fiber Network in good working order and with the
same care standard as Lessor treats Lessor's own fiber,but in no event with less than reasonable care. When
Lessor or Lessor's agents perform any routine maintenance,Lessor will notify Lessee at least seven(7)days
before any such maintenance. Maintenance which is reasonably expected to produce any signal discontinuity
will be coordinated between the Parties. Lessor will make all reasonable efforts to schedule major system
work, such as fiber rolls and hot cuts, between 2:00 a.m. and 6:00 a.m. local time. In the event Lessor fails
to meet the Fiber Network Standards, Lessee may make any necessary repairs at its own expense and shall
receive reimbursement from Lessor for its reasonable costs incurred. The Fiber Network demarcation points
will be easily accessible fiber access points to be mutually agreed upon after site walks.
h. Additional Fiber Network. Where the System requires new fiber installation and construction to support a
DAS Order, Lessee shall be responsible for the costs therefor. In such cases, Lessee shall also install and
construct twenty-four(24)fiber strands for Lessor("Additional Fiber Network"),at Lessee's cost,and such
Additional Fiber Network shall become part of the Fiber Network and title to the Additional Fiber Network
shall vest in Lessor upon completion of installation and construction. Alternatively,Lessee shall allow Lessor
to install "shadow" conduit, provided by Lessor, during fiber construction. For the avoidance of doubt,
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Page 6 of I I
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maintenance and operation of the Additional Fiber Network shall be performed in accordance with
Section 5.g.
i. Due Diligence Locations. Following the Effective Date, Lessor and Lessee shall work in good faith to
identify Attachment locations on the Property ("Due Diligence Locations") and such Due Diligence
Locations shall be memorialized in a DAS Order. Lessee will commence construction of the Due Diligence
Locations without a binding contractual commitment from at least one(1) Wireless Carrier to use the Due
Diligence Locations. The costs and expenses for identifying, constructing, installing, testing and securing
Government Permits for the Due Diligence Locations shall be borne by Lessee,subject to reimbursement by
Lessor in an amount equal to fifty percent(50%) of Lessee's costs and expenses within thirty(30) days of
demand therefor, oras may otherwise be agreed by the Parties. Following installation of the Due Diligence
Locations, for any reason or no reason, Lessor may terminate this Agreement upon sixty(60) days' written
notice to Lessee.
6. Removal and Relocation of Attachments. Without limiting or terminating the Term of the Agreement,specific
DAS Orders may be amended without fault to either Party upon the following conditions:
a. Amendment by Lessee. Lessee may amend a DAS Order as to any Structure by removing its Attachments
therefrom if, in its reasonable business judgment: (i)such removal will not materially degrade the RF
coverage on the Property; or(ii)the Attachment being removed is to be relocated pursuant to a DAS Order
amendment. At least thirty(30) days prior to removal, Lessee shall give Lessor notice of such removal
substantially in the form attached hereto as Exhibit B hereto and the Parties will execute an amended DAS
Order.
b. Relocation by Lessor. Lessor may request that Lessee remove and relocate any Attachment if Lessor, in
support of its Primary Purpose, intends remove or substantially alter the Structure supporting such
Attachment so that it is unable to support the Attachment. In order to require such removal and relocation,
Lessor must: (i)provide at least sixty(60)days' written notice prior to the date of the proposed removal and
relocation of any Attachment; (ii)propose a reasonable alternative location for such Attachment acceptable
to Lessee (the "Alternate Location"); (iii)grant Lessee at least sixty(60) days following receipt of all
necessary Government Permits(but at least one hundred twenty(120)days for removal and relocation of the
Hub Site) to complete the removal and relocation; and (iv)provide, at its expense, for providing an
installation-ready location acceptable to Lessee for Lessee's Attachment, including the construction or
modification of Structures to accommodate such Attachment and any necessary extension of the Fiber
Network(as applicable)to serve the location. In the event Lessee accepts the Alternate Location,Lessor and
Lessee shall execute an amended DAS Order before the Attachment removal and relocation commences.
Lessee shall be responsible for the costs of removing and relocating the Attachment,subject to reimbursement
by Lessor in an amount equal to no more than 50% of Lessee's cost of removal and relocation, or as may
otherwise be agreed by the Parties. In the event Lessee does not accept the Alternate Location, Lessor shall
reimburse Lessee for the total cost of alteration or removal.
c. Relocation by Lessee. Lessee shall not change the location of its Attachments without the written consent
of Lessor,except in cases of emergency. In cases of emergency, Lessee shall procure Lessor's consent orally
by contacting the Structure Manager and such request and consent may be confirmed in writing by Lessee
and approved in writing by Lessor once the emergency has been resolved. Lessee shall be responsible for its
cost of relocating any Attachment.
d. Conflict with Laws. Upon written notice from Lessor to Lessee that the use of any Structure is forbidden
by Law, the DAS Order to Attach to such Structure shall immediately be amended and the Attachments of
Lessee shall be removed by Lessee from the affected Structures, provided, however, that Lessee, with
Lessor's reasonable assistance and without cost or expense to Lessor, may contest such adverse decision in
good faith,and during the pendency of such challenge may maintain such Attachment to the extent allowed
by Government Authorities. Lessor will cooperate with Lessee to identify a suitable Alternative Location,
in which case the Attachment shall be relocated in accordance with the process set forth in Section 6.b above.
7. Non-Disclosure. The Parties agree that without the express written consent of the other Party,neither Party shall
reveal, disclose or publish to any third party during the Term of this Agreement any portion thereof, or any
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Page 7 of 1 I
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
information disclosed hereunder, except to such third party's auditor, accountant, lender or attorney or to any
federal,state or local governmental unit or agency thereof with jurisdiction if required by regulation,subpoena or
government order to do so. Lessee may show this Agreement, any DAS Order or any relevant attachment or
exhibit to this Agreement and any DAS Order(each with all confidential information redacted) to a third party,
including to Wireless Carriers, to the extent reasonably necessary to demonstrate Lessee's rights under this
Agreement or the DAS Order,as the case may be.
8. Insurance; Casualty. Lessee shall carry insurance at its sole cost and expense to protect the Parties from risk
arising out of placement of the Attachments on the Structures. Lessee shall provide the specified insurance
throughout the Term and shall file with Lessor's designated risk manager certificates of insurance evidencing such
coverage upon request. Certificates,policies or endorsements shall provide thirty(30)days' prior written notice
of cancellation,except for non-payment of premiums to Lessor.
a. Coverage Amounts. Throughout the Term, Lessee shall maintain the following insurance coverage from a
carrier licensed to conduct business in the state where the Property is located:
i. Worker's compensation meeting statutory requirements.
ii. Commercial general liability insurance including personal injury, contractual liability,
independent contractors and broad form property damage with the following minimum liability
limits: (i)$1,000,000 per occurrence combined single limit;(ii)52,000,000 general aggregate;
and (iii)53,000,000 umbrella liability, with an endorsement stating Lessor is an additional
insured with respect to operations relating to this Agreement.
iii. Commercial automobile liability insurance with a minimum liability limit of$1,000,000 per
occurrence combined single limit.
b. Waiver of Claims and Rights of Subrogation. The Parties hereby waive any and all rights of action for
negligence against the other on account of damage to the System,the Property or to any Attachment resulting
from any fire or other casualty of the kind covered by property insurance policies with extended coverage,
regardless of whether or not, or in what amount, such insurance is carried by the Parties. All policies of
property insurance carried by either Party for the System,the Property or to any Attachment shall include a
clause or endorsement denying to the insurer rights by way of subrogation against the other Party to the extent
rights have been waived by the insured before the occurrence of injury or loss.
c. Casualty and Restoration. In the event that one or more of the Structures containing an Attachment is
damaged or destroyed such that it cannot be used for an Attachment,then within ten(10)days of such damage
or destruction Lessor shall notify Lessee of its intent whether to repair the Structure, and if so, then the
proposed schedule for such repair. Lessee will have the option to: (i) in the event Lessor chooses not to
repair,or if the repair schedule is proposed to be greater than ninety(90) days, declare the DAS Order null
and void with respect to the affected Attachments only and thereafter neither Party will have any liability or
obligation hereunder for each such Attachments, in which event there shall be an amendment to the DAS
Order;or(ii)in the event Lessor chooses not to repair,or if the repair schedule is proposed to be greater than
ninety(90) days, with respect to damage which will prevent continued operation of the Hub Site or the
System in Lessee's reasonable discretion, to terminate the affected DAS Order. The Parties may also agree
to relocate the impacted Attachment(s)pursuant to mutually acceptable terms.
9. Eminent Domain. If Lessor receives notice of a proposed taking by eminent domain (or any agreement in lieu
of condemnation)of any part of the Property impacting any Attachment,Lessor will notify Lessee of the proposed
taking within thirty(30) days of receiving such notice and Lessee will have the option to: (i)declare the DAS
Order null and void with respect to the affected Attachments only and thereafter neither Party will have any
liability or obligation hereunder for each such Attachment, in which event there shall be an amendment to the
DAS Order;or(ii)with respect to a taking which will prevent continued operation of the Hub Site or the System
in Lessee's reasonable discretion,to terminate the affected DAS Order. With either option,Lessee shall have the
right to contest the taking in good faith and to directly pursue an award from the condemning authority. The
Parties may also agree to relocate the impacted Attachment(s)pursuant to mutually acceptable terms.
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Page 8 of I I
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
10. Default.
a. Cure Period. 1n the event of default by either Party (the "Defaulting Party") with respect to any of the
provisions or obligations of this Agreement, the other Party (the "Non-Defaulting Party") shall give the
Defaulting Party written notice of such default. After receipt of such written notice, the Defaulting Party
shall have fifteen(15)days in which to cure any monetary default and thirty(30)days in which to cure any
non-monetary default. The Defaulting Party shall have such extended periods as may be required beyond
the thirty(30) day cure period to cure any non-monetary default if the nature of the cure is such that it
reasonably requires more than thirty(30) days to cure,and the Defaulting Party commences the cure within
the thirty(30)day period and thereafter continuously and diligently pursues the cure to completion(the"Cure
Period"). The Non-Defaulting Party may not maintain any action or effect any remedies for default against
the Defaulting Party unless and until the Defaulting Party has failed to cure the same within the time periods
provided in this Section. In the event the Defaulting Party fails to commence or to continuously and diligently
pursue the cure to completion,the Non-Defaulting Party may,at its option,perform the cure activities of the
Defaulting Party, in which event any expenditures reasonably made by the Non-Defaulting Party in this
regard shall be deemed to be paid for the account of the Defaulting Party and the Defaulting Party agrees
promptly to reimburse the Non-Defaulting Party for any such expenditures upon demand.
b. Removal of Attachments. Upon expiration or earlier termination of this Agreement or a DAS Order, as
appropriate, Lessee shall,within sixty(60)days following termination or expiration of the Term,remove at
its sole cost and expense, all visible Attachments and restore all or any part of the Radio Space to the same
condition as originally received by Lessee(ordinary wear and tear excepted).
11. Assignment. This Agreement shall extend to and bind the successors, transferees and permitted assigns of the
Parties. Any attempted assignment or transfer by a Party in violation of this Section shall be void.
a. Assignment by Lessee. Lessee may sublease the Radio Space and use of the System to any Wireless Carrier,
may assign or delegate all or a portion of this Agreement to an Affiliate or engage an Affiliate to perform the
design or construction services hereunder,or may pledge or encumber its interest in this Agreement. Upon
request to Lessor from any leasehold mortgagee,Lessor agrees to give the holder of such leasehold mortgage
written notice of any default by Lessee and an opportunity to cure any such default within fifteen(15) days
after such notice with respect to monetary defaults and within a commercially reasonable period of time after
such notice with respect to any non-monetary default.
b. Assignment by Lessor. Lessor may assign or transfer its interest in this Agreement, provided that the
assignee shall be bound by all provisions herein. Any sale or transfer(including by foreclosure)of Lessor's
real property interest in any portion of the Property containing an Attachment shall be subject to this
Agreement,and any successor Property owner shall be bound be the terms and conditions herein.
12. Notice. Except as otherwise specified,any notice to be given to either Party under this Agreement shall be sent
by registered mail, return receipt requested, or by overnight courier with a tracking record of delivery to the
respective addresses set forth below. Except as otherwise stated herein,any notice shall be effective immediately
upon being deposited with the applicable delivery agent.
Lessor: Lessee:
City of Aspen Crown Castle Fiber LLC
c/o Crown Castle USA Inc.
City of Aspen General Counsel
130 S.Galena Street Attn: Legal—SCFS
Aspen,Colorado 81611 2000 Corporate Drive
Attn: Paul Schultz Canonsburg,PA 15317
(866)482-8890
With a copy which shall not constitute notice to:
City of Aspen Crown Castle Fiber LLC
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Page 9 of I 1
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
130 S.Galena Street 2000 Corporate Drive
Aspen,Colorado 81611 Canonsburg, PA 15317
Attn: City Attorney's Office Attn: SCFS Contract Management
13. Miscellaneous.
a. Governing Law. This Agreement shall be governed by and interpreted according to the laws of the state
where the Property is located,without reference to its choice of law rules.
b. Warranties. Each Party represents and warrants to the other that: (a)such Party has full corporate and other
authority to execute and deliver this Agreement and to consummate the transactions contemplated in this
Agreement and will have the same with respect to each DAS Order; (b)the execution and delivery of this
Agreement and the consummation of the transactions contemplated by that Party in this Agreement have
been duly and validly authorized by all necessary corporate and other action; (c)such Party's Agreement
execution and performance under this Agreement will not breach or violate such Party's operating authority,
any applicable law or terms of any agreement to which either is subject;(d)it has obtained or will obtained
before the date required,all necessary licenses,permits and authorizations necessary to conduct the activities
contemplated by this Agreement; and(e)as of the Effective Date and the date of each DAS Order, there is
no action,suit,investigation,claim,arbitration or litigation pending or,to such Party's knowledge,threatened
against,affecting or involving such Party,at law or in equity or before any court, arbitrator or governmental
authority that is reasonably likely to result in a material adverse effect on such Party's ability to perform such
Party's obligations under this Agreement.
c. No waiver. Except as expressly set forth in this Agreement: (i)neither Party shall be deemed to have waived
any of its rights hereunder unless such waiver is in writing; (ii)no delay or omission by any Party in
exercising any right shall operate as a waiver of such right or of any other right;and(iii)a waiver on any one
occasion shall not be construed as a bar to,or waiver of,any right or remedy on any future occasion.
d. interpretation. The singular includes the plural and the plural includes the singular. Except as otherwise
provided herein,references to a Section, Schedule or Exhibit mean a Section, Schedule or Exhibit contained
in or attached to this Agreement,all of which are incorporated herein by reference. The caption headings in
this Agreement are for convenience and reference only and do not define, modify or describe the scope or
intent of any of the terms of this Agreement. This Agreement will be interpreted and enforced in accordance
with its provisions and without the aid of any custom or rule of law requiring or suggesting construction
against the Party drafting or causing the drafting of the provisions in question. If any one or more of the
provisions of this Agreement,or the applicability of any such provision to a specific situation, shall be held
invalid or unenforceable by Law,such provision shall be modified to the minimum extent necessary to make
it or its application valid and enforceable, and the validity and enforceability of all other provisions of this
Agreement and all other applications of any such provision shall not be affected thereby. if any date herein
set forth for the performance of any obligations by either Party or for the delivery of any instrument or notice
as herein provided should be on a Saturday, Sunday or legal holiday in Colorado, the compliance with such
obligations or delivery shall be deemed acceptable on the next business day. These terms shall have the
indicated meaning when used in this Agreement: (i) including shall mean including, without limitation;
(ii)or shall mean and/or(unless indicated otherwise);and(iii)discretion means within the applicable Party's
sole discretion. Further,any reference to statute,act or code shall mean the statute,act or code as amended.
C. Entire Agreement. This Agreement constitutes the entire and final expression of the Parties hereto with
respect to the subject matter hereof and supersedes all previous agreements and understandings of the Parties,
either oral or written. This Agreement can be amended only by written agreement signed by the Parties.
f. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be fully
executed as an original and all of which together shall constitute one and the same instrument.
g. Covenant of Quiet Enioyment. Lessor covenants that, if Lessee performs Lessee's obligations under this
Agreement, (a)Lessee will and may, subject to this Agreement's terms and conditions, quietly and peaceably
possess and enjoy the Radio Space(including the Hub Site)and the Fiber Network,and(b)the Wireless Carriers
will and may, subject to this Agreement's terms and conditions, quietly and peaceably possess and enjoy the
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Page 10 of I I
DocuSign Envelope ID:64943B4F-BA25AA4D-816C-149F49427038
System,in each case throughout the applicable Tenn without any interruption or disturbance from the Lessor or
any person lawfully claiming by,through or under Lessor consistent with this Agreement's terms and conditions.
h. Mortgage. In the event one or more Leased Structures is or becomes encumbered by a mortgage, Lessor
shall obtain and furnish to Lessee a non-disturbance agreement reasonably acceptable to Lessee for each such
mortgage, in recordable form.
i. Recording. Lessee shall have the right to, at its sole expense, record a memorandum of lease with the
appropriate recording office. Lessor shall cooperate with Lessee in this regard and execute and deliver such
a memorandum,for no additional consideration,promptly upon Lessee's request.
j. Sales. Any sales of equipment or other personal property under this Agreement will be made and fulfilled
by CC S&E LLC,an Affiliate of Lessee.
IN WITNESS WHEREOF, Lessor and Lessee have caused this Agreement to be executed by their duly authorized
representatives as of the Effective Date.
LESSOR: LESSEE:
City of Aspen Crown Castle Fiber LLC
B[Docuftned by:
:j
Name: -Salo, �, (� f + Name°j64� 444°Arrowood
Title: t"1L4QYIQ Title: vice President Finance & strategy, west Area
Date: Date:11/15/2019 1 4:11:23 PM EST
With respect to Section 13.i only:
tY:
111
ustpttieYiDy:
,,bl�.d" QVrw d.6D7DOB3A3 346C...
Name:jonat an Arrowood
Title: vice President Finance & Strategy, West Area
Date:11/15/2019 1 4:11:23 PM EST
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Page I I of I I
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
Project Ill 50223407
Schedule 1
Property
For all purposes of this Agreement,the following terms shall be defined as follows:
Property:
Tax Parcel ID:
Primary Purpose:
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspcn Lessee: Crown Castle Fiber LLC
Schedule I Property Page I of I
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
Project ID 50223407
Schedule 2
Existing Agreements
Tenant Location Type(tower,rooftop,etc.) Term Expiration
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Schedule 2 Existing Agreements Page I of I
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
Project ID 50223407
Exhibit A
Sample DAS Order
DAS Order: IDescriptionj
1. Introduction. This DAS Order(this"DAS Order"),dated effective as of the date of the last signature below
(the"DAS Order Effective Date"),is an agreement entered into by and between City of Aspen("Lessor")and Crown
Castle Fiber LLC ("Lessee") pursuant to the Parties' DAS Facility Lease Agreement dated (the
"Agreement').
2. General Framework. All of the Agreement's terms and conditions,including any Agreement attachments,
as amended before the DAS Order Effective Date(if applicable),are incorporated by reference into this DAS Order.
Capitalized terms used but not defined in this DAS Order have the meanings designated in the Agreement;capitalized
terms used and defined in this DAS Order will have the meanings designated. If there is a conflict between the
Agreement's terms and conditions and this DAS Order's terms and conditions,or this DAS Order contains terms and
conditions not contained in the Agreement, then this DAS Order will control over the Agreement, but only to the
extent of the actual conflict or supplemental terms.
3. DAS Order. For good, valuable and adequate consideration, which the Parties acknowledge receiving, in
accordance with the Agreement's terms and conditions,as supplemented or amended by this DAS Order,Lessee leases
from Lessor,and Lessor leases to Lessee: (a)the Node and other Attachment locations described on Exhibits 1 and 2
to this DAS Order; (b)the Hub Site location as more particularly described on Exhibits 1 and 3 to this DAS Order;
and (c)the Fiber Network described on Exhibits 1 and 4 to this DAS Order. The Node equipment to be installed at
the Leased Structures is described on Exhibit 2 to this DAS Order.
4. Applicable Exhibits. The following exhibits are an integral part of this DAS Order and arc incorporated by
this reference:
❑ Exhibit 1 —System Description
❑ Exhibit 2—Node Equipment and Locations
❑ Exhibit 3—Hub Site
❑ Exhibit 4—Fiber Network
5. Preliminary Drawings. The Radio Space, Node, Hub Site, other Attachment and Fiber Network locations
are generally identified in the attached preliminary drawings. During the design and installation process, the actual
locations thereof will be specifically identified and (may be changed) by mutual agreement of the Parties. Pursuant
to Section 5.a of the Agreement,at the completion of the System installation, the Parties covenant that the drawings
attached to this DAS Order, as appropriate,will be replaced and updated with as-built drawings which shall become
a part of this DAS Order.
6. Authorized Signatures. This DAS Order, together with the Agreement, contains the Parties' entire
agreement regarding this DAS Order's subject matter. Upon this DAS Order's execution and delivery by the Parties'
authorized representatives, this DAS Order will be binding on the Parties and is incorporated by this reference into
the Agreement. This DAS Order is effective on the DAS Order Effective Date.
LESSOR LESSEE
City of Aspen Crown Castle Fiber LLC
By: By:
Name: Name:
Title: Title:
Date: Date:
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Exhibit A Sample DAS Order Page I of 2
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
CC S& E LLC
By:
Name:
Title:
Date:
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Page 2 of 2
DocuSign Envelope ID:64943B4F-BA254A4D-816C-149F49427038
Project ID 50223407
Exhibit 1
System Description
Preliminary System Description.
(a) Node Locations. (described in more detail in Exhibit 2 to this DAS Order)
System Name SCU# Address
(b) Hub Site Description. The Hub Site being leased to Lessee will be located at
(described in more detail in Exhibit 3 to this DAS Order).
(c) Fiber Network Description. The Fiber Network will consist of fiber strands, on a
point-to-point basis, originating from the Hub Site and ending at the Node locations. A schematic
drawing of the Fiber Network is attached as Exhibit 4 to this DAS Order.
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Exhibit A Sample DAS Order
Exhibit I System Description Page I of I
DocuSign Envelope ID:64943B4F-BA254A4D-816C-149F49427038
Project ID 50223407
Exhibit 2
Node Equipment and Locations
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Exhibit A Sample DAS Order
Exhibit 2 Node Equipment and Locations Page I of I
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
Project ID 50223407
Exhibit 3
Hub Site
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Exhibit A Sample DAS Order
Exhibit 3 Hub Site Page 1 of I
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
Project ID 50223407
Exhibit 4
Fiber Network
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Exhibit A Sample DAS Order
Exhibit 4 Fiber Network Page I of I
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
Project ID 50223407
Exhibit B
Notification of Removal by Lessee
[To Lessor at Notice Address]
RE: DAS FACILITY LEASE AGREEMENT(Agreement)dated by and between City of Aspen(Lessor)
and Crown Castle Fiber LLC(Lessee)
This letter shall confirm the agreement of Lessor and Lessee that the following Attachments were removed:
Node# Node location Removal Date
The DAS Orders for the above referenced Attachments are hereby modified as of the removal date set forth above.
LESSOR: LESSEE:
City of Aspen Crown Castle Fiber LLC
By: By:
Name: Name:
Title: Title:
Date: Date:
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Exhibit B Notification of Removal by Lessee Page I of I
DocuSign Envelope ID:64943B4F-BA25-4A4D-816C-149F49427038
Project ID 50223407
Exhibit C
Fiber Network Standards
A. initial Minimum Standards at installation.
All fiber connectivity will be a continuous path utilizing fusion splices from the Hub Site location(s) to the
Node location(s). Below are the industry standard specifications for the Fiber Network at installation:
1. All splices must be sealed in waterproof splice enclosures.
2. The maximum bi-directional average splice loss will not exceed 0.15 dB.
3. The attenuation trust not exceed 0.30 dB/kin when treasured bi-directionally at a 1550 nm
wavelength and 0.40 dB/km when measured bi-directionally at a 1310 mn wavelength.
4. The attenuation must not exceed 0.1 dB/connector at all fiber tennination locations.
5. The attenuation for the wavelength region from 1525 mn to 1575 nm must not exceed the
attenuation at 1550 n n by more than 0.05 dB/km.
6. The fiber strands need to be single mode fiber and confonn to a minimum SMF-28 fiber
specification.
7. Unless otherwise specified in the DAS Order,all fiber will be standard single mode fiber,SMF-
28 or better.
Optical Time Domain Reflectometer(OTDR)testing should be performed and the results provided to Lessee
as the basis for the minimum standards(Baseline Standard)for the Fiber Network during the Term.
B. Operating Minimum Standards during Term.
Lessee expects the Fiber Network to operate at the Baseline Standard as set forth in Section A above.
C. Maintenance and Response to Outages.
In the event of a Fiber Network failure and, after notification from Lessor about the failure, Lessee expects
the Fiber Network to be fixed within two(2) hours in order for Lessee to meet its service level agreement
requirements with the Wireless Carriers.
DAS Facility Lease Agreement Contract ID#
Lessor: City of Aspen Lessee: Crown Castle Fiber LLC
Exhibit C Fiber Network Standards Page I of I
Docu
a SEcua Eo
Certificate Of Completion
Envelope Id:64943B4FBA254A4D816Cl49F49427038 Status:Completed
Subject: Please DocuSign:City of Aspen DAS Facility Lease Agreement(11.15.19).pdf
Source Envelope:
Document Pages:23 Signatures:2 Envelope Originator:
Certificate Pages:4 Initials:0 Hedwig Konrad
AutoNav: Enabled 2000 Corporate Drive
Envelopeld Stamping: Enabled Canonsburg, PA 15317
Time Zone:(UTC-05:00)Eastern Time(US&Canada) Hedwig.Konrad@crowncastle.com
IP Address:64.213.130.241
Record Tracking
Status: Original Holder: Hedwig Konrad Location: DocuSign
11/15/2019 3:37:51 PM Hedwig.Konrad@crowncastle.com
Signer Events Signature Timestamp
Jonathan Arrowood ° B° °°Y II Sent: 11/15/2019 3:51:18 PM
Jonathan.Arrowood@crowncastle.com E
aVYOWMb Viewed: 11/15/2019 4:10:17 PM
Vice President Finance&Strate West Area BDMOBM320346C Signed: 11/15/2019 4:11:23 PM
9Y. 9
Security Level: Email,Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IF Address:68.107.177.147
Electronic Record and Signature Disclosure:
Accepted: 11/15/2019 4:10:17 PM
ID:a67d4d38-5b5a-4942-aO8b-6Oc6f6eb7fOf
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Gannon Sutter COPIED Sent: 11/15/2019 3:51:17 PM
Gannon.Sutter@crowncastle.com
Security Level:Email,Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Nicole Barnett COPIED Sent: 11/15/2019 3:51:18 PM
Nicole.Barnett@crowneastle.com
Security Level:Email,Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Jamie Harding COPIED Sent: 11/15/2019 4:11:24 PM
Jamie.Harding@crowncastle.com
Small Cell Sales
Security Level: Email,Account Authentication
(None)
Carbon Copy Events Status Timestamp
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Bayley Conroy COPIED Sent: 11/15/2019 4:11:25 PM
Bayley.Conroy@crowncastle.com
Security Level: Email,Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
James Hackett COPIED Sent: 11/15/2019 4:11:26 PM
James.Hackett@crowncastle.com
General
Security Level: Email,Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Dale Bertucci COPIED Sent: 11/15/2019 4:11:26 PM
Dale.Bertucci@crowncastle.com
Security Level: Email,Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Meredith Dienst COPIED Sent: 11/15/2019 4:11:27 PM
Meredith.Dienst@crowncastle.com
Crown Castle International Corp.
Security Level: Email,Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 11/15/2019 4:11:27 PM
Certified Delivered Security Checked 11/15/2019 4:11:27 PM
Signing Complete Security Checked 11/15/2019 4:11:27 PM
Completed Security Checked 11/15/2019 4:11:27 PM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
Electronic Record and Signature Disclosure created on:9/19/2018 4:15:25 PM
Parties agreed to:Jonathan Arrowood
ELECTRONIC RECORD AND SIGNATURE DISCLOSURE
In order to provide more efficient and faster service, Crown Castle("we", "us"or"company")is pleased to announce
the use of DocuSign, Inc. ("DocuSign")electronic signing system.The terms for providing such documents for
execution and various other documents and records to you electronically through DocuSign are set forth below.
Please read the information below carefully and if you can satisfactorily access this information electronically and
agree to these terms, please confirm your agreement by clicking the"I agree"button at the bottom of this document.
Getting paper copies
At any time, you may request from us a paper copy of any document for execution or other document or record
provided or made available electronically to you by us.You will be able to download and print documents we send to
you through the DocuSign system during and immediately after each signing session and, if you elect to create a
DocuSign signer account, you may access them for a limited period of time thereafter.To request paper copies of
documents previously provided by us to you electronically,send an e-mail to esi-qnature(a)CrownCastle.com,
requesting the subject paper copies and stating your e-mail address, name, US Postal address and telephone
number.
Withdrawing your consent to receive and/or execute documents electronically
If you elect to receive documents for execution and various other documents and records from us electronically,you
may at any time change your mind and tell us that thereafter you want to receive such documents only in paper
format.To withdraw your consent to electronic delivery and execution of documents, use the DocuSign'Withdraw
Consent'form on the signing page of a DocuSign envelope, instead of signing it.Thereafter,you will no longer be
able to use the DocuSign system to electronically receive and execute documents or other records from us.You may
also send an e-mail to esignature(a)CrownCastle.com stating that you are withdrawing your consent to electronic
delivery and execution of documents through the DocuSign system and stating your e-mail address, name, US Postal
Address, and telephone number.
Consequences of withdrawing consent to receive and/or execute documents electronically
If you elect to receive documents for execution and various other documents and other records only in paper format,
it will slow the speed at which we can complete the subject transactions because of the increased delivery time.
Documents for execution, and other documents and records may be sent to you electronically
Unless you tell us otherwise in accordance with the procedures described herein,we may provide documents for
execution,and other documents and records electronically to you through the DocuSign system during the course of
our relationship with you.To reduce the chance of you inadvertently not receiving any document for execution or
other document or record,we prefer to provide all documents for execution,and other documents and records by the
same method and to the same address that you have given us. If you do not agree with this process, please let us
know as described below.
How to contact Crown Castle
You may contact us to let us know of any changes related to contacting you electronically, to request paper copies of
documents for execution and other documents and records from us, and to withdraw your prior consent to receive
documents for execution and other documents and records electronically as follows:
To contact us by phone call: 724-416-2000
To contact us by email, send messages to: esignature cQCrownCastle.com
To contact us by paper mail, send correspondence to
Crown Castle
2000 Corporate Drive
Canonsburg, PA 15317
To advise Crown Castle and DocuSign of your new e-mail address
To let us know of a change to the e-mail address where we should send documents for execution and other
documents and records to you, you must send an email message to esignature(�i)CrownCastle.com and state your
previous e-mail address and your new e-mail address.
In addition,you must notify DocuSign, Inc.to arrange for your new email address to be reflected in your DocuSign
account by following the process for changing e-mail in the DocuSign system.
Required hardware and software
Internet Explorer®11 (Windows only);Windows Edge Current Version; Mozilla Firefox Current
Browsers: Version; Safari TM (Mac OS only)6.2 or above; Google Chrome Current Version; Note : Pre-
release(e.g., beta)versions of operating systems and browsers are not supported.
Mobile Signing: Apple iOS 7.0 or above;Android 4.0 or above
PDF Reader: Acrobat®Reader or similar software may be required to view and print PDF files
Screen 1024 x 768
Resolution:
Enabled
Security Allow per session cookies
Settings:
i
These minimum requirements are subject to change. If these requirements change, you will be asked to re-accept the
disclosure. Pre-release(e.g. beta)versions of operating systems and browsers are not supported.
Acknowledging your access and consent to receive documents electronically
Please confirm that you were able to access this disclosure electronically(which is similar to the manner in which we
will deliver documents for execution and other documents and records)and that you were able to print this disclosure
on paper or electronically save it for your future reference and access or that you were able to e-mail this disclosure
to an address where you will be able to print it on paper or save it for your future reference and access. Further, if you
consent to receiving documents for execution and other documents and records in electronic format on the terms
described above, please let us know by clicking the"I agree"button below.
By checking the'I agree'box, I confirm that:
• You can access and read this Electronic Record and Signature Disclosure; and
• As a recipient,you can read, electronically sign and act upon this message,and you agree not to forward it
or any other DocuSign e-mail communications. In the event another party needs to be added to the
DocuSign communication,you must make a request to the e-mail originator.