HomeMy WebLinkAboutCrown Castle_Tempe AgreementRight-of-Way Use License Agreement Between the
City of Tempe and Crown Castle NG West LLC
C2016-
This master Right-of-Way Use License Agreement ("Agreement") is effective as of the date of the
City Council's approval and is between the City of Tempe, an Arizona municipal corporation ("City") and
Crown Castle NG West LLC, a Delaware limited liability company ("Crown Castle").
RECITALS
A. City owns public streets and alley right-of-way and has been granted rights in public utility
easements (PUB) within the boundaries of Tempe (collectively, the "Right-of-Way or ROW").
B. City is authorized to manage its Right-of-Way and otherwise regulate the installation of conduit,
fiber and aerial installations within the City's boundaries pursuant to City Charter, Tempe City
Code, federal law (47 U. S.C. § 253) and state statutes by the City's police powers, its authority
over public right-of-way, and its other governmental powers and authority.
C. City owns various street Lights at designated locations (referred to individually as a "Pole" or
collectively as "Poles") within its jurisdiction.
D. City is entitled to fair and reasonable compensation for use of its Right-of-Way and City-owned
Poles.
E. Crown Castle desires to install, own, operate and lease Distributed Antenna Systems (DAS) or
Small Cells within the Right-of-Way.
F. Crown Castle agrees to secure the appropriate licenses, encroachment and other permits required
by the City Code for the placement of its DAS and Small Cells within the City's boundaries.
G. Crown Castle agrees to comply with public property use requirements that City has established and
may establish from time to time.
H. City is willing to grant Crown Castle permission to use the Right-of-Way and certain City-owned
Poles for a Distributed Antenna System or Small Cell under the standard terms and conditions
described herein and consistent with applicable law.
NOW, THEREFORE AND IN CONSIDERATION of mutual covenants and conditions set forth herein,
and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
the Parties agree as follows:
SECTION 1. Definitions
ACC means the Arizona Corporation Commission.
Affiliate means any person or entity controlling, controlled by, or under the common control with Crown
Castle.
Antenna means an electrical device which converts electric power into radio waves, and vice versa.
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Claim(s) means and includes allegations, assessments, taxes, impositions, proceedings, liabilities,
obligations, losses, claims of personal injury, bodily injury, sickness, disease, death, property damage,
destruction, loss of use, financial harm, or other impairment, penalties, fines, damages, suits, actions,
payments, judgments, demands, expenses and costs, including, but not limited to, attorney's fees incurred
through all appeals.
Coarse Wavelength Division Multiplexing ("CWDM") is a variation of WDM that carries four to eight
wavelengths per fiber or more that is designed for short to medium-haul networks (regional and
metropolitan areas).
Communications Equipment means optical converters, DWDM and CWDM multiplexers and cabinets
for such to be used to communicate with cell phones and similar radiofrequency or cellular devices.
Conduit means a pipe of either metal, ceramic or plastic that is designed to protect buried cables.
Conduit System means enclosed underground raceways capable of protecting fiber optic and other
communications cables, including associated individual ducts, innerducts, manholes, hanclholes, vaults,
pull-boxes and trenches.
Contractor means any person, firm, partnership, corporation, association or other organization, or a
combination of any of them, that performs services or provides goods for Crown Castle relating to this
Agreement.
Dark Fiber means fiber optic strands that are not connected to transmission equipment.
Dense Wavelength Division Multiplex ("DWD1VI") is a variation of WDM but with much higher
bandwidth and density. Using DWDM, up to 80 or more separate wavelengths or channels of data can be
multiplexed on a single optical fiber. Each channel carries a time division multiplexed (TDM) signal. Since
each channel can carry up to 2.5 Gbps, up to 200 billion bits per second can be delivered by the optical
fiber simultaneously.
Distributed Antenna System (DAS) means a system consisting of nodes that each have a small low -power
antenna, laser and amplifier equipment for the conversion of radio frequency ("RF") signals to optical
signals and for the conversion of optical signals to RF signals. Such nodes are connected to the antenna,
fiber optic lines, and associated equipment such as power supplies.
Enclosure means the enclosure housing for the electronic ground equipment shown on the site plan.
Facilities mean the Conduit, fiber optic cable or other interconnecting wires placed in, on, or under the
ROW and the Small Cells, DAS and related Communications Equipment that are allowed to be installed
under the applicable site licenses issued and that are reasonably necessary and appropriate to provide RF
Transport Services for the provision of either commercial mobile radio services and private mobile services
as defined in 47 U.S. Code § 332.
FCC means the Federal Communications Commission.
Hazardous Substance means any substance, chemical or waste that is identified as hazardous or toxic in
any applicable federal, state or local law or regulation, including but not limited to petroleum products and
asbestos.
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Node means a component of a DAS or Small Cell installation that includes one or more radiofrequency
transmitters or antennas, and which is connected via a high capacity transport medium (commonly a fiber
optic cable) to a common source with other Nodes.
Parties collectively mean the City of Tempe and Crown Castle.
Personal Wireless Service means any Federal Communications Commission (FCC) licensed commercial
wireless telecommunications services including cellular, personal communications services (PCS),
specialized mobile radio (SMR), enhanced specialized mobile radio (ESMR), as well as unlicensed wireless
services, and common carrier wireless exchange access services.
Pole means a structure supporting street lights considered available by the City for the attachment of a DAS
Node or Small Cell.
Public Emergency means any condition which, in the opinion of City officials, poses an immediate threat
to the lives or property of the citizens of Tempe or others caused by any natural or man-made disaster,
including but not limited to, storms, floods, fire, accidents, explosions, major water main breaks, hazardous
material spills, etc.
Public Highway means the roads, streets and alleys and all other dedicated public ROW and public utility
easements of the City.
Public Service Corporation means a corporation engaged in furnishing gas, oil, or electricity for light,
fuel, or power; or in furnishing water for irrigation, fire protection, or other public purposes; or in
furnishing, for profit, hot or cold air or steam for heating or cooling purposes; or engaged in collecting,
transporting, treating, purifying and disposing of sewage through a system, for profit; or in transmitting
messages or furnishing public telegraph or telephone service, and all corporations other than municipal,
operating as common carriers. However, a message transmitting company is only a public service
corporation if it is a common carrier.
RF Transport Services mean the receipt of an RF signal from a wireless customer (e.g. mobile phone
user) at a node antenna ("the handoff') and conversion of the RF signal to an optical signal and transport
through fiber optic lines to another site ("the transport"), and returning the optical signal to a wireless
service provider for either routing elsewhere or interconnection with a public telephone network for the
provision of commercial mobile radio services and private mobile services, as those terms are defined in
47 U.S. Code §332.
Right-of-way ("ROW") means Public Highway.
Small Cell means an operator-controlled, low-powered remote radio unit without baseband processing
linked to a centralized baseband unit. This term includes, but is not limited to a femtocell, pico cell,
microcell, and metro cell.
Telecommunications means the transmission, between or among points specified by the user, of
information of the user's choosing, without change in the form or content of the information as sent and
received. However, the term does not include commercial mobile radio services, pay phone services,
interstate services, cable services, information services, or the sale and/or leasing of dark fiber for
transmission purposes.
Telecommunications Corporation means any Public Service Corporation to the extent that it provides
telecommunications services in this state.
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Telecommunications Services means the offering of telecommunications for a fee directly to the public,
or to such users as to be effectively available directly to the public, regardless of the facilities used.
Unsuitable Pole means any street light structure that may not be suitable for use to attach a DAS or Small
Cell to because such street light is: (a) historic or architecturally significant or decorative (unless allowed
by City); or (b) also a traffic signal pole (unless allowed by the City)
Utility Pole means a pole that is used for telephone, cable or electric functions.
Use Area means the portions of the Street Parcel designated on a Site Plan that Crown Castle is allowed to
use and/or occupy with the Small Cell or DAS and related Communications Equipment as authorized by
an executed site license (as defined below).
Wavelength Division Multiplexer ("WDM") means a device that combines optical signals from multiple
different single-wavelength end devices onto a single fiber. WDM carries two to four wavelengths per fiber.
SECTION 2. Permission to Use Right-of-Way
2. 1 Subject to the provisions of this Agreement, the Tempe City Code, the City Tempe Charter, and
Arizona and federal law, City hereby grants to Crown Castle permission to use the designated portions of
the right-of-way ("ROW") subject to and conditioned upon Crown Castle's full, timely, complete and
faithful performance of all obligations to be performed or required hereunder by Crown Castle, and Crown
Castle hereby accepts the terms and conditions of this Agreement. Crown Castle's ability to place its
Facilities in or on a public utility easement in a particular area of the City will depend upon the nature of
the rights granted to the City for such public utility easement.
2.2 Permitted Uses. Crown Castle can use the approved portions of the ROW for the installation of
Conduit and underground fiber lines upon approval of a Conduit and Fiber Optic Cable Site License for
Special Use substantially in the form of Exhibit B and shall conduct no other activity at or from those
designated portions of the ROW beyond the authority granted by this Agreement. The location, size, and
appearance of any related ground-based equipment (radios, batteries, etc.), enclosures, cabinets, and
pedestals placed in the ROW must be approved by the City and such details will be addressed in the
applicable site license.
2.2.1 A map of the conduit/fiber route will be provided to the City at the time of submission of the
application for a Site License for Special Use of a particular portion of the ROW.
2.3 All other uses of the ROW under this Agreement are prohibited. Should Crown Castle seek to use
the ROW for other purposes, it must enter into a separate agreement with the City to do so.
2.4 The authority to install Conduit and/or fiber lines on City property granted herein authorizes Crown
Castle only to install such Conduit and fiber as is necessary to construct and operate its Small Cell or DAS
in order to provide the authorized RF Transport Services and does not authorize Crown Castle to install or
construct any other facilities not expressly provided for in this Agreement.
2.5 Crown Castle shall comply with all applicable laws as amended from time to time, including but
not limited to, the Tempe City Code and the City Charter and Arizona and federal law in the exercise and
performance of its rights and obligations under this Agreement. If it is necessary for Crown Castle to
comply with any law or regulation of the FCC or the ACC to engage in the business activities anticipated
by this Agreement, Crown Castle shall comply with such laws or regulations as a condition precedent to
exercising any rights granted by this Agreement. Provided, however, no such law or regulation of the FCC
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or ACC shall enlarge or modify any of the rights or duties granted by this Agreement without a written
modification to this Agreement.
SECTION 3. Non-Exclusive Rights/Priority Rights
3. 1 This grant is not exclusive and nothing herein contained shall be construed to prevent City from
granting other like or similar grants or privileges to any other person, firm or corporation, or to deny to or
lessen the powers and privileges granted City under the Constitution and laws of the State of Arizona.
3.2 Any and all rights granted to Crown Castle under this Agreement, which shall be exercised at
Crown Castle's sole cost and expense, shall be subject to the prior and continuing right of City to use the
ROW exclusively or concurrently, with any other person or entity and shall be further subject to all deeds,
easements, dedications, conditions, covenants, restrictions, encumbrances, and claims of title which may
affect ROW or public property. Nothing in this Agreement shall be construed to grant, convey, create or
vest a perpetual real property interest in land to Crown Castle, including any fee or leasehold interest,
easement, or any franchise rights.
3.3 Any right or privilege claimed pursuant to this Agreement by Crown Castle for any use of any
public ROW shall be subordinate to: A) any prior or subsequent lawful occupancy or use thereof by the
City or any other governmental entity; B) any prior lawful occupancy or use thereof by any other person;
C) and to any prior easements therein, provided however, that nothing herein shall extinguish or otherwise
interfere with property rights established independently of this Agreement.
3.4 There is hereby reserved to City every right and power required pursuant to this Agreement to be
herein reserved or provided by any lawful ordinance or the Charter of the City, and Crown Castle by its
execution of this Agreement agrees to be bound thereby and to comply with any lawful action or lawful
requirements of the City in its exercise of such rights or power, heretofore or hereinafter enacted or
established. Neither the granting of any Agreement nor any provision hereof shall constitute a waiver or
bar to the exercise of any lawful governmental right or power of City.
3.5 By executing this Agreement, City does not waive any rights that it may have against any public
utility or other property owner to require that such owners obtain prior approval from the City for such uses
of their property or facilities, or that revenues received by any public utility or other property owner from
Crown Castle, by virtue of Crown Castle's use of their property or facilities be included in the computation
of any use agreement fees owed by such parties to the City.
3.6 Nothing in this Agreement shall be construed to prevent the City from abandoning, altering,
improving, repairing, or maintaining its Facilities and/or the ROW, and for that purpose to require Crown
Castle, at no expense to the City, to remove, relocate or abandon in place Crown Castle's Facilities in order
to accommodate the activities of the City at Crown Castle's expense. The City shall not be liable for lost
revenues sustained by Crown Castle, however caused, because of damage, modification, alteration, or
destruction of its Facilities in the ROW, when such costs or lost revenues result from the construction,
operation, and/or maintenance of City facilities and/or the ROW, provided that the activities resulting in
such costs or lost revenues are conducted in accordance with applicable laws and regulations.
SECTION 4. Regulatory Conditions Relating to Right-of-Way Usage
4.1 For purposes of this Agreement, whenever work is done in the ROW relating to this Agreement,
Crown Castle agrees that it is solely responsible for the acts, errors, omissions, and any negligence of its
Contractors and that the obligations of Sections 4 and 5 are imposed on both Crown Castle and any of its
Contractors, who w ill be considered Crown Castle's agents and for w horn Crown Castle will be responsible.
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Crown Castle will ensure that Crown Castle and its agents comply with Public ROW use requirements as
follows:
4.2 Application. Crown Castle agrees to complete an application or renewal application form for use of
the ROW and to pay the applicable application fee.
4.2.1Notice of Changes. Crown Castle shall file a proposed amendment to the application before it
makes any change that would render the application information incomplete or inaccurate. Achange
of Crown Castle's name or address must be filed at least sixty (60) days prior to the date the change
becomes effective; a change in the telephone number must be filed ten (10) days before the change
becomes effective; and in the case of a change in the facilities (by addition, subtraction or
modification or movement), the change in facilities must be filed at least sixty (60) days before work
commences on the facilities unless the relocation was ordered by the City. In the case of a change
in services, the change must be noticed thirty (30) days before the earlier of the date the service
commences, or Crown Castle begins marketing the service.
4.3 Crown Castle is completely responsible for ensuring that its Facilities are constructed, installed,
operated and/or maintained in accordance with the Tempe City Code and established practices with respect
to such public ROW and easements such as the proper permits being applied for prior to commencing any
work and that the terms and conditions of such permits are strictly followed.
4.4 Crown Castle's use of the public ROW and easements under the control of the City shall be according
to plans approved by the City Engineer, provided that such approval shall not be unreasonably withheld or
delayed.
4.5 Crown Castle's Facilities to be constructed, installed, operated, maintained, upgraded and removed
hereunder shall be located or relocated so as to interfere as little as possible with traffic or other authorized
uses within said public ROW and easements. Any phases of construction and/or installation relating to
traffic control, backfilling, compaction and paving, as well as the location or relocation of said Facilities
shall be subject to regulation by the City Engineer.
4.6 Crown Castle and its agents shall be subject to the City's exercise of such police, regulatory and
other powers as it now has or may later obtain, and Crown Castle may not waive the application of the
same. City shall have continuing jurisdiction and supervision over any Facilities located within or on public
ROW. Daily administrative, supervisory, and enforcement responsibilities shall be delegated and entrusted
to the City Manager or designee to interpret, administer and enforce the provisions of this Agreement.
4.7 Clean Up. Crown Castle and/or its Contractor(s) shall, during installation or relocation or removal
of the Facilities and upon completion of such work, remove all temporary construction materials and
equipment, debris, and unused materials provided for in the work, and put the work site and public ROW
in a safe, neat and clean condition.
4.8 Graffiti Removal. Crown Castle shall at all times keep and maintain its Facilities free of all graffiti.
City shall notify Crown Castle in writing if graffiti is on the Facilities. If Crown Castle fails to remove the
graffiti within thirty (30) days after notice in writing is received, City shall have the right to abate any
graffiti present and Crown Castle shall reimburse City for all costs directly attributable to such abatement
within thirty (30) days of City's presenting Crown Castle with a statement of such costs. Failure to
reimburse City within this time period will allow City to deduct such amount owed from the security
Deposit.
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4.9 Safety. Crown Castle and Crown Castle's Contractor(s) shall be solely and completely responsibb
for the conditions of any job site where the Facilities are being placed, including safety of all persons (including
employees) and property during performance of the work. This requirement shall apply continuously and not
be limited to normal working hours. Safety provisions shall conform to all applicable federal (including
OSHA), state, county, and local laws, ordinances, codes, and regulations. Where any of these are in conflict,
the more stringent requirement shall be followed. Crown Castle's failure to thoroughly familiarize itself with
the aforementioned safety provisions shall not relieve Crown Castle from compliance with these provisions.
4.10 Damage. I f Crow n Castle damages City property, Crown Castle shall promptly, at its own expense,
and in a manner acceptable to the City, repair the damage.
4.11 Blue Stake. Crown Castle and its Contractor(s) shall comply with A R. S. §§ 40-360.21 through
40-360.32 by participating as a member of the Arizona Blue Stake Center with the necessary records and
persons to provide location service of Crown Castle's underground Facilities upon receipt of a locate call
or as promptly as possible, but in no event later than two working days. A copy of the agreement or proof
of membership shall be filed with the City Engineer.
SECTION 5. Plan Approval, Permits, and Inspection
5.1 No Facilities shall be installed, constructed, located on, or attached to any property within the City
until Crown Castle has applied for and received approval for permits from the City Engineer. Crown Castk
shall be solely responsible for any and all acts, errors, omissions and negligence of its Contractor(s) who
are involved in the installation, construction, maintenance, repair, location, relocation and any other activity
involving Crown Castle's Facilities subject to this Agreement. Additionally, Crown Castle and its
Contractor(s) shall comply with all other provisions of the Tempe City Code, including but not limited to
Chapter 25 regarding off-site construction, Chapter 29 regarding streets and sidewalks, and other applicable
City and/or Maricopa County regulations. All rights hereunder are granted under the express condition that
the City shall have the power at any time to impose lawful restrictions and limitations upon, and to make
regulations as to Crown Castle's use of the public ROW as may be deemed best for the public interest,
safety, or welfare to the same extent that such restrictions and limitations are applied to all non-
governmental users of the public ROW.
5.2 Crown Castle shall submit the applicable permit application(s) together with the details, plans and
specifications for City review and approval, and pay all applicable application, review and inspection fees
prior to any and all construction work performed pursuant to the rights granted under this Agreement.
Crown Castle and/or its Contractor(s) shall abide by all stipulations of all permits issued. If Crown Castb
desires to change the location of any Small Cell or portion of the DAS, including any related
Communications Equipment, from that set forth in the initial permit application, Crown Castle shall apply
for and obtain approval for an amendment to the permit prior to installation or construction.
5.3 The City may issue reasonable policy guidelines to all users to establish procedures for determining
how to control issuance of engineering permits to multiple users for the same one mile segments of their
Conduit System route. Crown Castle agrees to cooperate with the City in establishing such policy and
comply with the procedures established by the City Engineer or designee to coordinate the issuance of
multiple engineering permits in the same one mile segments.
5.4 City will approve or deny such applications based on the availability of space at the location sought
by Crown Castle, safety and other considerations in accordance with the City's Code, applicable ROW
construction regulations and other applicable law. Crown Castle and/or its Contractor( s) agree to comply
with the terms of any City-issued licenses and permits.
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5.5 Any new Conduit or fiber placed in the ROW will be constructed using industry standard horizontal
directional drilling and trenching construction methods. Other material placed in the ground may include
concrete manholes, generally 4x4x4, pull boxes/handholes (#7s and #9s) and HDPE couplings and elbows,
fiber optic cable, splice cases, tracer wire, grounding material, mule tape, jet string and conduit plugs.
Crown Castle and/or its Contractor(s) will install any new Conduit and access points (manholes/pull boxes)
using industry standard practices and in full compliance with Uniform Standard Specifications and Details
for Public Works Construction sponsored and distributed by the Marie opa Association of Governments as
amended (hereinafter referred to as "MAG"), the City's supplements to MAG, and the City of Tempe Utility
Permit and Construction Manual
5.6 If Crown Castle desires to change the components of the DAS that will impact the ROW, written
approval of such change must be obtained from a representative of the City Engineer.
5.7 The City shall have the right to inspect all construction or installation work performed subject to
the provisions of this Agreement and to make such tests as it shall find necessary to meet City standards as
set forth in the City of Tempe Utility Permit and Construction Manual and the MAG Uniform Standard
Specifications and Details for Public Works Construction and the City of Tempe Supplements thereto and
to ensure compliance with the terms of this Agreement and other pertinent provisions of law.
5.8 Any new Conduit System may be installed in multiple phases as agreed upon by Crown Castle and
the City. If portions of the project will take place on the major arterial streets in City, Crown Castle and
City will work to minimize the inconvenience to the citizens of City and others who use those major arterial
streets impacted by the project by developing segments of the project to be completed in sequence.
5.9 Any Conduit System to be constructed, installed, operated and maintained under this Agreement
shall be located or relocated so as to interfere as little as possible with traffic, existing utilities or otha-
authorized uses over, under or through said streets and public ways. Crown Castle shall not install, operate,
or allow the use of equipment, methodology or technology that may or would interfere with the optimum
effective use or operation of City's existing or future fire, emergency or other communications equipment,
methodology or technology (i.e., voice or other data carrying receiving or transmitting equipment). If such
interference should occur, Crown Castle shall immediately discontinue using the equipment, methodology
or technology that causes the interference until Crown Castle takes corrective measures to alter the Small
Cell or DAS to eliminate such interference. Any such corrective measures shall be made at no cost to City.
Crown Castle shall be responsible to ensure compliance with this Agreement by all persons using the ROW
through or under Crown Castle or this Agreement.
5.10 Co-location. Crown Castle's installation of the Conduit System shall be reasonably coordinated
with other utilities and City to accommodate opportunities for common installation along with Crown
Castle's route as set forth in this Agreement. All installations of cable and/or fiber shall be in Conduit or
Innerduct as reasonably approved by the City Engineer. Provided, however, nothing herein shall require
Crown Castle to incur any material additional expense to accommodate common installations.
5.11 Although the exact placement and location of any additional Facilities shall be determined by City
through the permit process, Crown Castle has expressed its intent and City has expressed its desire to have
any Conduit or fiber installed outside of the paved street areas whenever such location is feasible and
reasonable. Further, if it is the intent and desire of Crown Castle for the Conduit to be placed by horizontal
directional drilling under such streets when feasible and reasonable. Crown Castle shall comply with the
City of Tempe Utility Permit and Construction Manual and the Maricopa Association of Governments
(MAG) Uniform Standard Specifications and Details for Public Works Construction and the City's
Supplements thereto. Arterial streets shall not be bored unless approved by the City Engineer. In the event
that a street opening in new pavement or resurfaced pavement cannot be avoided, Crown Castle agrees to
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pay a surcharge fee to cover damages and early deterioration will be assessed for cutting new or resurfaced
pavements less than seven years old as per Tempe City Code Section 29-19 and Appendix A.
5.12 Crown Castle shall also provide and identify a representative, such as a project manager, who shall be
the contact person for the City during any construction periods.
5.13 Prior to the start of any construction work, Crown Castle shall notify all adjacent or affected residents
or businesses at least forty-eight (48) hours in advance of any street, alley, sidewalk, and driveway closures
and make suitable arrangements to have all vehicles moved to a satisfactory location outside the closed
area.
5.13.1 If an emergency requires activity without such written notice, Crown Castle shall use
reasonable best efforts to provide timely actual notice to the owners or other persons having lawful
control of the adjoining property. Upon request, Crown Castle shall promptly furnish to City
documentation of such permission from such other affected property owner.
5.14 Whenever Crown Castle or its Contractors shall cause any opening or alteration to be made for any
purpose in any public streets, or public places, the opening or alteration shall be completed and restored
with due diligence within seven (7) business days. Crown Castle shall upon the completion of the opening
or alteration, restore the property, improvements or landscaping disturbed by Crown Castle or its
Contractors to a condition substantially comparable to the condition before the opening or alteration and
the restoration shall be performed with due diligence within a reasonably prompt time.
SECTION 6. Use of City Poles
6.1 Whenever Crown Castle seeks to attach a DAS antenna or Small Cell to an existing City Pole or
replace the existing City Pole to add a DAS antenna or Small Cell or to place a DAS antenna or Small Cell
on any portion of the City's ROW, Crown Castle shall submit a written application to City together with
the details, plans and specifications required for City review and approval, and pay all applicable
application, review and inspection fees prior to any and all construction work performed pursuant to the
rights granted under this Agreement.
6.2 Once the application and site plan review process is completed and approved by the City, a DAS
or Small Cell Attachment Site License for Special Use substantially in the form of either: i) Exhibit Al
(DAS Attachment for City-owned Pole); ii) Exhibit A2 (DAS Attachment for a Third Party-owned Pole);
Exhibit A3 (Small Cell Attachment for City-owned Pole); or iv) Exhibit A4 (Small Cell Attachment for
Third-Party owned Pole) can then be executed by the Parties. The City Manager or designee will have the
authority to negotiate and execute the site licenses. City will approve or deny a site license based on the
availability of space at the location sought by Crown Castle, safety and other considerations in accordance
with the City's Code, applicable ROW construction regulations and other applicable law.
6.2.1 Any refinement or other change to the Site Plan after the site license is executed is void
unless Crown Castle obtains City's approval of the change pursuant to plan approval processes and
any applicable regulatory requirements. If Crown Castle desires to change the location of any
portion of the Small Cell or DAS antenna, including any related Communications Equipment, from
that set forth in the initial application, Crown Castle shall apply for and obtain approval for an
amendment of the site license prior to installation or construction.
6.2.2 The specific equipment and dimensions of anything that will be installed in the ROW as
part of the DAS or Small Cell will be identified and attached as an exhibit to the site license.
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6.3 Crown Castle and/or its Contractor(s) shall abide by all stipulations of all site licenses and permits
issued.
6.4 This Agreement gives Crown Castle a non-exclusive right to have a Small Cell or DAS occupy
space in the ROW subject to Chapter 25, Article VII of the Tempe City Code with respect to
undergrounding and/or on an existing City Pole (including any replacement Pole) as shown by an approved
location identified on an executed site license and authorizes the use of the DAS or Small Cell for the
installation, operation, use and maintenance of a wireless cellular telecommunications facility. Crown
Castle shall design, specify, and supply all material associated with the installation, operation and
maintenance of the DAS or Small Cell. The DAS or Small Cells shall be installed and maintained by the
Crown Castle at Crown Castle's sole cost and expense. Crown Castle shall not install a Small Cell or DAS
or Communications Equipment or anything else unless it first obtains the necessary City approvals and
permits in accordance with local laws and/or any other applicable state and federal laws and regulations.
This Agreement does not provide Crown Castle with any ownership interests in City Poles, Replacement
Poles, real property or ROW nor does this Agreement constitute an assignment of any of City's rights to
use the public property upon which the Pole(s) is/are located (other than expressly provided herein or in the
Site License). Additionally, Crown Castle acknowledges that this Agreement does not constitute or create
a leasehold interest or right to the benefit of any City property or portion thereof. Crown Castle accepts the
Pole in its "AS IS" condition, without representation or warranty of any kind by the City, is officers, agents,
or employees, and subject to all applicable laws, rules and ordinances governing the use of the Poles or
ROW for Crown Castle's intended purpose.
6.5 The determination of whether a City Pole or location is available or unavailable for the attachment
or placement of a DAS antenna or Small Cell shall be within City's discretion. City reserves the right to
disallow the attachment of a DAS antenna on any particular Pole or the placement of a DAS in the ROW
for reasons including, but not limited to, insufficient capacity, insufficient square footage in the ROW,
unable to maintain minimum offsets from proposed Pole and/ or equipment to existing underground
utilities, safety, reliability or engineering cone erns as well as concerns that would cause the Pole to fit within
the definition of an Unsuitable Pole.
6.6 Crown Castle shall not attach a DAS antenna or Small Cell to any City Pole or put a DAS or Small
Cell in the ROW without a site license from the City to do so.
6.6.1 City's act or failure to act with regard to unauthorized use shall not be deemed a ratification
or licensing of the unauthorized use; and any authorizations City subsequently gives to Crown
Castle for the right to use the Pole shall not operate retroactively or constitute a waiver by City of
any of its rights or privileges under this Agreement or otherwise.
6.6.2 City may require Crown Castle to remove any unauthorized attachment to a Pole or
unauthorized placement of a DAS or Small Cell within the ROW. If Crown Castle has failed to
remove Crown Castle's DAS antenna or Small Cell from City's Pole(s) within thirty (30) days after
City notified Crown Castle of the unauthorized attachment, City may remove Crown Castle's DAS
or Small Cell without liability to Crown Castle, in which event Crown Castle shall reimburse City
upon demand for the cost City incurred in making such removal. Except to the extent caused by
the active negligence or willful misconduct of the City and its agents, employees and assigns,
Crown Castle shall defend, indemnify and hold City harmless from and against all loss, liability,
or expense (including but not limited to claims of third parties) resulting from the removal of such
unauthorized attachment. Placement of a DAS or Small Cell in the ROW w ithout the City's express
written permission shall constitute trespass.
SECTION 7. Installation on Poles
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Crown Castle ROW Use Agreement 2016
7. 1 Crown Castle or Crown Castle's Contractor is required to order City inspections during and upon
completion of installation of any DAS or Small Cell. Installation will be inspected for adherence to plan
specs, safe operation, workmanship, aesthetics and/or interference with streetlight operations. Post-
installation inspection of DAS or Small Cell by City shall be performed within thirty (30) days of the
installation. In the event that City objects to the installation for reasonable reasons stated, Crown Castle
will be required to remove the DAS or Small Cell and resubmit design/installation plan. The Pole may not
be altered without the City's written permission.
7.2 Replacement Poles. When Crown Castle and the City have agreed on an existing City Pole location
as a suitable site for a DAS antenna or Small Cell, but the existing Pole needs to be replaced to accommodate
the installation of such, then the following will apply:
7.2.1 Crown Castle shall pay all costs related to Pole replacement, including but not limited to Pole
replacement, transfer of all existing facilities, and removal and salvage of the existing pole to the
City of Tempe. Payment of Pole replacement costs does not provide Crown Castle with any
ownership interest in the replaced Pole.
7.2.2 Any replacement Pole will need to conform to the height restrictions imposed by the City and
the arm height of the street light must conform to the existing arm height of the other street light
structures in the adjacent area. The Pole will also need to conform to the Tempe Supplement to the
M.A.G. Uniform Standard Details and Specifications for Public Works Construction.
7.2.3 If the replacement Pole is damaged by Crown Castle and needs to be replaced, Crown Castb
shall replace the Pole entirely at its expense within fourteen (14) days of the discovery of the
damage. If the damage is caused by a third party, Crown Castle will replace the Pole within
fourteen (14) days of the discovery of the damage and City will reimburse Crown Castle the cost
of a standard Pole.
7.2.4 All performance required by Crown Castle under this entire Section 7.2 shall be at Crown
Castle's expense. City will own the original pole and all replacement poles.
7.2.5 The re-installation of a DAS or Small Cell shall be at Crown Castle's sole cost and expense.
7.2.6 These requirements to not diminish the plans approval or any other requirement of this
Agreement.
7.3 Crown Castle shall not be entitled to reimbursement from City of any amounts paid to City for Po
replacements nor for rearrangement of attachments on the City's Poles by reason of the use by City or other
user(s) of any additional space resulting from such replacement or rearrangement.
7.4 Should City, or other authorized Pole user require access to the Pole and such access is restrained
as a result of Crown Castle's Small Cell or DAS; Crown Castle shall work cooperatively to develop and
support access requirements. Work shall be performed in accordance with City safety standards, which may
require temporarily ceasing operations to comply with such standards.
7.5 Subject to obtaining permission of the owner(s) of non-City owned poles that may exist in the
ROW, the City authorizes and permits Crown Castle to enter the ROW to install a Small Cell or DAS on
such third party owned poles, subject to approval of a site license and payment of any applicable fees.
7.6 All Crown Castle Small Cells and DAS shall be installed and maintained in accordance with the
requirements of the National Electric Code, the National Electrical Safety Code, the National Fire
Protection Association Standards, the Occupational Safety and Health Administration and any other
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Crown Castle ROW Use Agreement 2016
applicable federal, state, and local laws. All fees, notices, permits, approvals, certifications and licenses
required for the installation, maintenance and operation of Crown Castle's Small Cells and DAS shall be
obtained and paid for by Crown Castle and proof of such shall be provided to City at no charge and upon
request by City, prior to the start of work.
7.7 Electricity Charges. Crown Castle shall install or cause to be installed a separate electric meter on
the Pole and will pay all actual electricity charges assessed by Salt River Project (SRP) and/or Arizona
Public Service (APS) for all power usage of the Small Cell or DAS.
SECTION 8. Radio Frequency Compliance Requirements,
8.1 Crown Castle shall document, report and confirm its compliance with FCC Radio Frequency
Exposure Guidelines (FCC OET Bulletin 65) and all other applicable radio frequency emissions laws and
regulations in effect from time to time (collectively, the FCC Rules) as follows:
8.1.1 Crown Castle shall provide a written environmental RF-EME report to the City as follows:
8.1.1.1 The RF-EME report shall confirm that Crown Castle's operation of the Small Cell
or DAS antennas and radios and Communication Equipment is in compliance with the FCC
rules. A statement from Crown Castle declaring exemption from reporting to the FCC is
not acceptable to comply with the requirements of this Section. Each Small Cell or DAS
site will require a separate RF-EME report.
8.1.1.2 Crown Castle shall provide an RF-EME report to City at the following times:
8.1.1.2.1 Within sixty (60) days of the initial operation of the
Communications Equipment.
8.1.1.2.2 Prior to operating the Communications Equipment after any
hardware or software modification, upgrade, repair, or other alteration that alters
radio frequency emissions of the Communications Equipment.
8.2 Crown Castle shall post a notice at each Small Cell or DAS site providing a twenty-four (24) hour
contact number and, as applicable, radio frequency emission hazards warning to the extent required by law.
8.3 Should Crown Castle submit any Maximum Permissible Exposure (MPE) reports to the FCC, a
copy of such MPE report will be given to the City within ten (10) days of the FCC submission.
SECTION 9. Maintenance/Modifications
9.1 Maintenance of a Small Cell or DAS shall be performed by Crown Castle at Crown Castle's sole
cost and expense. Crown Castle will need to obtain the appropriate permits for work in the ROW (Special
Use Permit for work on a Small Cell or DAS, Utility Permit for any work on ground mounted equipment)
in order to access the Poles and will also need to submit for a Barricade Permit (traffic control permit issued
by Traffic Engineering), if applicable.
9.2 Crown Castle will perform routine maintenance, repair, and installation of a Small Cell or DAS on
the Poles in accordance with all City ordinances, rules and regulations.
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Crown Castle ROW Use Agreement 2016
9.3 Damaged or deteriorated components must be correct within forty eight (48) hours of notification.
If the components are taken out of service, Crown Castle must remove them within five (5) business days
of being taken out of service.
9.4 Each Party shall be responsible for its relocation/reinstallation costs associated with Pole
replacement resulting from routine Pole maintenance.
9.5 Other than in connection with the replacement of an existing Pole for the initial installation of a
Small Cell or DAS, in the event a City Pole containing a Small Cell or DAS antenna is reasonably
determined by the City as needing to be replaced due to damage caused by Crown Castle or a third party,
City will notify Crown Castle and Crown Castle agrees to replace the Pole within fourteen (14) days.
During such time, however, Crown Castle shall be allowed if necessary to place a temporary cell site and
antenna structure on the ROW during replacement. City disclaims any and all liability to Crown Castle for
any loss of services as a result of the Small Cell or DAS being unable to function from its previous location
on the Pole. The City will reimburse Crown Castle for the cost of a standard light Pole within forty-five
(45) days of City's receipt of an invoice, but Crown Castle will be responsible for any cost of the Pole in
excess of that amount. Once the Pole has been replaced, and Crown Castle will be allowed to re-install the
Small Cell or DAS antenna on it at Crown Castle's sole expense (and City will install its lighting apparatus
and wiring at its sole cost). In the event of localized interruptions (e.g. motor vehicle accidents), City shall
notify Crown Castle of the incident after taking any required actions to clear and restore the site. Crown
Castle will be responsible for collection of any damages for damaged Crown Castle equipment from a third
party that caused the damage.
9.6 Crown Castle shall be responsible for and reimburse the City for any and all damages to the Pole(s)
caused by Crown Castle and/or its Contractors.
9.7 If Crown Castle's Small Cell or DAS antenna is not transferred and/or placed and maintained in
accordance with the terms and conditions of this Agreement and Crown Castle has not corrected any Crown
Castle-caused violation within thirty (30) days from its receipt of a written notice from City (or such longer
time as may be reasonable under the circumstances), the City may, at its discretion, correct the violation at
Crown Castle's expense
9.8 Any upgrade and/or modification to the Small Cell or DAS and/or Communications Equipment,
other than a like for like replacement, will need specific approval from the City and require Crown Castle
to submit the information required by Section 6.1. Any approval required from the City must be obtained
in writing from the City Manager or his designee.
SECTION 10. Interference
10.1 Crown Castle will use and operate a Small Cell or DAS in a manner that will not cause harmful
interference including, but not limited to, blocking of access to the Pole, electrical interference, radio
frequency (RF) interference, or mechanical interference to the City's and other users' use of the Pole,
provided that such other users' installation predates the installation of such Small Cell or DAS. If
applicable, City agrees to supply Crown Castle with a list of other attachees or users on any Pole, which
to be used by Crown Castle, together with the respective transmission frequencies thereof. Crown Castie
shall not install, operate, or allow the use of equipment, methodology or technology that may or would
interfere with the optimum effective use or operation of City's existing or future fire, emergency or other
communications equipment, methodology or technology (i.e., voice or other data carrying receiving or
transmitting equipment). If such interference should occur, Crown Castle shall immediately discontinue
using the equipment, methodology or technology that causes the interference until Crown Castle takes
corrective measures to eliminate such interference. Any such corrective measures shall be made at no cost
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Crown Castle ROW Use Agreement 2016
to City. Crown Castle shall be responsible to ensure compliance with this Agreement by all persons using
the ROW through or under Crown Castle or this Agreement.
10.1.1 In the event any such interference occurs, Crown Castle will (i) remedy such interference
as soon as possible but no later than within seventy-two (72) hours after receipt of written notice
from City, conditioned on City's ability to support corrective actions, if required, or (ii) cease
operation of the DAS or Small Cell until such interference can be eliminated with City's support,
if required.
10.1.2 If such interference is not eliminated within said seventy-two (72) hour period, City will
have the right, in addition to any other rights that it may have at law or in equity, to take all
necessary and reasonable steps, at Crown Castle's sole cost and expense, to disable the Small Cell
or DAS to eliminate such interference (after giving reasonable prior notice to Crown Castle of
City's intent to do so). City shall have the right to terminate Crown Castle's right to attach the
Small Cell or DAS causing such interference by giving at least sixty (60) days' notice to Crown
Castle to remove the Small Cell or DAS permanently from the Pole, unless within such sixty (60)
day period, Crown Castle cures any interference.
10.2 Should City, Crown Castle or other authorized users require access to a Pole and such access is
restrained as a result of City's or Crown Castle's operational equipment, City and Crown Castle shall work
cooperatively to develop and support access requirements. Work shall be performed in accordance with
City's safety standards, which may require temporarily ceasing wireless operations to comply with such
standards.
10.3 City agrees that City and/or any other subsequent user of t he Pole or surrounding ROW within 500
feet of the Pole, will be permitted to install only such equipment that is of the type and frequency which
will not cause harmful interference which is measurable in accordance with then existing industry standards
to the then existing equipment of Crown Castle The Parties acknow ledge that there will not be an adequate
remedy at law for noncompliance with the provisions of this Paragraph and therefore, either Party shall
have the right to equitable remedies, such as, without limitation, injunctive relief and specific performance.
SECTION 11. Traffic Control
11.1 If and when applicable, Crown Castle shall submit a Traffic Control Plan to Traffic Engineering
for approval one week prior to beginning work under a site license. It shall be noted that Traffic under this
Agreement shall include all motor vehicles, bicyclists, and pedestrians. Crown Castle shall not begin work
until the Traffic Control Plan is approved by the City. An approved Traffic Control Plan shall be maintained
onsite during all phases of work, otherwise work will cease until the Traffic Control Plan is approved. All
traffic shall be regulated in accordance with MAG; the City of Tempe Barricade Manual, latest edition,
available through the City of Tempe Traffic Engineering; the Manual on Uniform Traffic Control Devices
(MUTCD); and any Special Provisions included herein.
11.2 At the time of the pre-construction conference, Crown Castle shall designate an American Traffic
Safety Services Association (ATSSA) certified individual who is well qualified and experienced in
construction traffic control and safety, to be responsible for implementing, monitoring, and altering traffr
control measures as necessary to insure that traffic is carried through the work area in an effective manner
and that motorists, pedestrians, bicyclists, and workers are protected from hazard and accidents. At the
same time, the City shall designate a representative who will be responsible to see that all traffic control
and traffic control alterations are implemented per these traffic control specifications.
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Crown Castle ROW Use Agreement 2016
11.3 Crown Castle shall have the full responsibility and liability for traffic control for work performed
by Crown Castle or their Contractors. In the event Crown Castle or its Contractor(s) damages any traffic
signal equipment, traffic signal conduit, loop detectors and/or circuits, it shall have them repaired
immediately at its expense by an electrical Contractor that has had traffic signal experience which is pre-
approved by the City. Any damage caused by Crown Castle or its Contractor(s) that is repaired by the City
will be billed to Crown Castle at two times the cost.
11.4 To the extent reasonably possible, pedestrian access shall be maintained along the length of the
project at all times per the requirements of the Americans with Disabilities Act and as approved by Traffic
Engineering.
11.5 During construction it may be necessary to alter traffic control as approved by Traffic Engineering.
Alterations to traffic control shall be in accordance with the latest edition of Part VI of the Manual on
Uniform Traffic Control Devices: "Traffic Control for Streets and Highway Construction and Maintenance
Operations"; the latest edition of the City of Phoenix Traffic Control Manual; or the City of Tempe
Barricade Manual, latest edition. The most restrictive manual shall apply. Crown Castle shall pay any and
all applicable barricade fees.
11.6 Speed limits shall be strictly enforced.
SECTION 12. Hazardous Substances
12.1 Crown Castle agrees it will not produce, dispose, transport, treat, use, generate, store any Hazardous
Substances on, under, about or within the area of the Pole and ROW in violation of the Comprehensive
Environmental Response Compensation and Liability Act. 42 U.S.C. §§ 9601, et. seq., the Arizona
Hazardous Waste Management Act, A.R. S. § 49-901, et seg., the Resource Conservation and Recovery
Act., 42 U.S. C. § 6901, et seq., or the Toxic Substances Control Act, 15 U. S.C. § 2601, et seq. or any other
federal, state. county, or local law or regulation. Crown Castle may not use the ROW in a manner that
would require a permit or approval related to Hazardous Substances from the Arizona Department of Health
Services or any governmental agency other than the City. Crown Castle will pay, indemnify, defend and
hold City harmless against any loss or liability incurred by reason of any Hazardous Substance produced,
disposed of, or used by Crown Castle pursuant to this Agreement and must immediately notify City of any
Hazardous Substance at any time discovered or existing upon the ROW. Crown Castle will ensure that any
on-site or off-site storage, treatment, transportation, disposal or other handling of Hazardous Substance w ill
be performed by persons who are properly trained, authorized, licensed and otherwise permitted to perform
those services.
12.2 Crown Castle and/or its Contractor(s) shall immediately notify City of any Hazardous Substance
at any time discovered or existing in the ROW. Crown Castle is not responsible for Hazardous Substances
that may exist in the ROW if Crown Castle's Contractors and/or any other persons using the ROW unda -
this Agreement did not do any of the following:
a. Participate in the Hazardous Substance coming to the ROW
b. Participate in spreading or otherwise disturbing the Hazardous Substance
12.3 Crown Castle understands the hazards presented to persons, property and the environment by
dealing with Hazardous Substances. Crown Castle acknowledges the possibility that the ROW may contain
actual or presumed asbestos and other Hazardous Substances containing materials.
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C Town Castle ROW Use Agreement 2016
12.4 Within twenty-four (24) hours after any violation by Crown Castle and/or by its Contractor(s) of
this Agreement pertaining to Hazardous Substances, Crown Castle shall give City notice reporting such
violation at the number
SECTION 13. On-Call Assistance
Crown Castle shall be available to staff employees of any City department having jurisdiction over
Crown Castle's activities twenty-four (24) hours a day, seven (7) days a week, regarding problems or
complaints resulting from the installation, operation, maintenance, or removal of its Facilities. City may
contact by telephone the Network Operations Center operator at the following phone number 1-888-632-
0931 regarding such problems or complaints, and may use that number in order to reach Crown Castle at
any time for any emergency matter. Crown Castle shall use reasonable efforts to respond to any issues
within the time frames specified in its service level agreements. Crown Castle shall make arrangements
with a local entity to handle any necessary problems or complaints that require a physical presence.
SECTION 14. Mapping Requirement
14.1 Crown Castle shall maintain As-Built Drawings of its Facilities located within the ROW and
furnish a copy both electronically in an ESRI -compatible mapping format (or in a mapping format
compatible with the current City electronic mapping format as specified by the City) and in hard copy form.
Upon completion of new or relocation construction of underground Facilities in the ROW, Crown Castle
shall create and maintain precise, up-to-date maps of any of its Conduit System routes and any above ground
equipment located in the ROW and precise and verifiable horizontal and vertical location information and
will make this information available to the City upon the installation of any new Facilities. Crown Castle
will also provide surface-location marking of any of Crown Castle's Facilities that are located underground
within any public ROW within ten (10) business days of installation.
14.1.1 If complete updates are not provided in a compatible format, Crown Castle shall pay the
actual, reasonable costs the City incurs to update the City's electronic mapping format due to the
location or relocation of Crown Castle's Facilities.
14.2 In the event Crown Castle fails to supply records in the City specified format and there is a cost to
the City in converting Crown Castle-provided files, Crown Castle will be responsible for the conversion
costs and will pay such costs within thirty (30) days of the date of the bill from the City invoicing the
amount due.
SECTION 15. Relocation
15.1 Crown Castle shall relocate at no expense to the City any Facilities or other encroachment installed
or maintained in, on or under any public place or ROW, as may be necessary to facilitate any public purpose,
including but not limited to transit projects such as Light Rail or Streetcar or any City project whenever
directed to do so by City. However, to the extent that the City receives funds from any third parties or
government entities for a project that requires the relocation of Facilities owned, operated and/or maintained
by the Crown Castle, the City shall allocate such funds to the relocation of Crown Castle's Facilities. If
more than one user of the ROW is required to relocate for the same project, and is eligible for
reimbursement, any such funds shall be distributed on a pro rata basis based on the total relocation costs of
each of the ROW users eligible for such reimbursement. Crown Castle shall not hold the City liable for
failure to request or file a claim for any funds for the relocation of the Crown Castle's Facilities. Such
relocations shall be accomplished in accordance with the directions from City and shall be pursuant to the
same terms and conditions as the initial installation allowed pursuant to this Agreement and any applicable
issued permits. Within ninety (90) days after service of notice by the City, Crown Castle shall remove the
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Crown Castle ROW Use Agreement 2016
designated portions of the Facilities, or in the event that, by the nature of the removal such removal cannot
be performed within the ninety-day period, Crown Castle shall take reasonable steps to remove the Facilities
and diligently prosecute the removal to completion, and, if requested, restore the sidewalks and other ROW
to a condition comparable to the condition before the construction of the public improvement at no cost arid
expense to the City.
15.2 Crown Castle agrees to obtain a permit as required by this Agreement prior to removing,
abandoning, relocating or reconstructing of any portion of its Small Cell or DAS on public property or
ROW. Notwithstanding the foregoing, City understands and acknowledges there may be instances when
Crown Castle is required to make repairs that are of an emergency nature or in connection with an
unscheduled disruption of the Facilities. Crown Castle will maintain any annual permits required by the
City for such maintenance and emergency repairs. Crown Castle will notify City before the repairs and
will apply for and obtain the necessary permits in a reasonable time after notification.
15.3 If the City needs to perform any part of the necessary relocation or removal work that has not been
done within the time required by the City, it shall be entitled to seek payment for such relocation costs by
drawing upon the Deposit required by this Agreement pursuant to Section 34.
SECTION 16. Damage to Public Property.
16.1 In addition to any indemnity obligation under this Agreement, whenever the installation, use,
maintenance, removal, or relocation of any of Crown Castle's Facilities is required or permitted under this
Agreement, and such installation, removal or relocation damages or disturbs the surface or subsurface of
any ROW or public property or the public improvement located thereon, therein, or thereunder, however
such damage or disturbance was caused. Crown Castle, at its sole cost and expense, shall promptly restore
the surface or subsurface of the ROW or public property and/or repair or replace the surface, subsurface
and/or public improvement therein, or thereunder, in as good a condition as before in accordance with
applicable laws, normal wear and tear excepted, reasonably satisfactory to the City Engineer. If Crown
Castle does not repair the damage or disturbance as just described, then City shall have the option, upon
fifteen (15) days prior written notice to Crown Castle, to perform or cause to be performed such reasonal*
and necessary work on behalf of Crown Castle and to charge Crown Castle for the actual costs incurred by
the City at City's standard rates.
16.2 Notwithstanding the notice provision above, in the event of a Public Emergency, the City shall have
the right to immediately perform, without prior written notice to Crown Castle, such reasonable and
necessary work on behalf of Crown Castle to repair and return public property to a safe and satisfactory
condition in accordance with applicable laws, normal wear and tear excepted, reasonably satisfactory to the
City Engineer. The City shall provide written notice to Crown Castle of the repairs as soon as practicable
after the work has begun. Crown Castle agrees that any severed City-owned Conduit and/or fiber must be
completely repaired or replaced to the nearest splice point. If the City needs to perform any part of the
necessary repairs, relocation and/or removal work, it shall be entitled to seek payment for such repairs,
relocation and/or removal costs from Crown Castle and may draw upon a performance bond and/or Deposit
required by this Agreement in full or partial satisfaction of such costs, if payment is not made by Crown
Castle as required by Section 16.3 below.
16.3 Upon the receipt of a demand for payment by City, Crown Castle shall promptly reimburse City for
such costs. Failure to pay will entitle the City to draw upon the Deposit within thirty (30) days of the
demand for payment to Crown Castle.
16.4 For any pavement cuts by Crown Castle, Crown Castle agrees to restore the pavement and to reimburse
the City for all costs arising from the reduction in the service life of any public road, in accordance with the
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Crown Castle ROW Use Agreement 2016
provisions of Chapter 29 of the Tempe City Code and the fees established by the City pursuant thereto.
Crown Castle agrees to pay within thirty (30) days from the date of issuance of an invoice from City.
Failure to pay will entitle City to draw upon the Deposit and/or performance bond immediately.
SECTION 17. Public Emergency Disruption by City.
City shall have the right, because of a Public Emergency, to sever, disrupt, remove, tear out, dig-up or
otherwise damage and/or destroy Facilities of Crown Castle without any prior notice to Crown Castle, if
the action is deemed necessary by either the City Manager, Fire Chief, Police Chief, City Engineer, or
Public Works Director or designee. In such event, neither the City nor any agent, Contractor or employee
of City shall be liable to Crown Castle, its Contractors or its customers or their parties for any harm so
caused to them or the Facilities. When practical and if possible, City will consult with Crown Castle in
advance to assess the necessity of such actions and to minimize to the extent practical under the
circumstances damage to and disruption of operation of the Small Cell or DAS. City shall inform Crown
Castle of any actions taken. Crown Castle shall be responsible for repair at its sole expense of any of its
Facilities damaged pursuant to any such action taken by City.
SECTION 18. Public Safety/Public Emergency.
18.1 If any of Crown Castle's Facilities or activities present any immediate hazard or impediment to the
public, to the City, to other improvements or activities within or outside of the route area(s), or to City's
ability to safely and conveniently operate the ROW or perform City's utility, public safety and/or other
public health, safety and welfare functions, then Crown Castle shall immediately remedy the hazard,
comply with City's request to secure the route area, and otherwise cooperate with City at no expense to
City to remove any such hazard or impediment.
18.2 In the event of a Public Emergency, neither the City nor any agent, Contractor or employee of the
City shall be liable to Crown Castle or its Contractors or its customers or other third parties for any harm
so caused to them by the reasonable actions of the City or its agents, Contractors or employees in responding
to such public emergency. When practical and if possible, City will consult with Crown Castle in advance
to assess the necessity of such actions and to minimize, to the extent practical under the circumstances,
damage to and disruption of either the public property involved or the Facilities involved.
SECTION 19. City's Reserved Rights
19.1 City reserves the right to maintain its Poles and to operate City facilities on City Poles in such
manner as will best enable it to fulfill its own service requirements, including but not limited to attachment
of additional antennas to City Poles so long as such requirements and additional facilities do not materially
interfere with Crown Castle's operations. City shall not have liability for any interference with the
operation of Crown Castle's equipment or of Crown Castle's customer's equipment that may arise in any
manner out of Crown Castle's use of City Poles or ROW for its Small Cell or DAS antennas.
19.2 If City deems it necessary, in connection with the installation, operation, maintenance, replacement,
relocation, or removal of City Poles or the facilities located on City Poles, to relocate Crown Castle's Small
Cells or DAS antennas attached to City's Pole, the City may require Crown Castle to relocate the Small
Cell or DAS antenna to another location on the ROW (the "Alternate Property") provided: (a) the Alternate
Property is similar to Crown Castle's current premises in size and is compatible for Crown Castle's use; (c)
City shall give Crown Castle at least six (6) months written notice before requiring Crown Castle to relocate;
and (d) Crown Castle shall be allowed if necessary to place a temporary cell site and antenna structure on
the ROW during relocation.
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Crow] Castle ROW Use Agreement 2016
19.2.1 Crown Castle shall perform the relocation work at its own expense.
19.2.2 City or its Contractors may perform any part of the relocation work that has not been
performed within the allotted time. Crown Castle shall reimburse City for its actual costs in performing
any relocation work. However, City has no obligation to move Crown Castle facilities.
19.3 City reserves the right to abandon any of the City's Poles. City shall give Crown Castle no less
than one hundred eighty (180) days' notice of its intent to abandon a Pole. City shall include in such notice
an offer to sell the Pole to Crown Castle at the then value thereof in place or such other equitable sum as
the Parties may agree upon, in which case Crown Castle shall have thirty (30) days from the date of such
notice to purchase said Pole. If Crown Castle has already paid for the Pole, there will be no charge for the
Pole. If Crown Castle does not purchase the Pole within the 30-day period, the City's permission to Crown
Castle to attach to such Pole shall terminate, and unless the City notifies Crown Castle otherwise, Crown
Castle shall immediately remove Crown Castle's Small Cell or DAS antenna from the Pole. Failure to do
so will result in City withdrawing actual costs from the Deposit provided by Crown Castle under Section
34.
19.4 Crown Castle shall at no time sublease, sublicense or rent any portion of the space on the Pole
subject to this Agreement nor shall Crown Castle permit others to attach equipment of any kind to the Poks
or to Crown Castle's Small Cell or DAS antenna attached to the Poles without submitting the appropriate
wireless project application, getting prior written approval from City and paying any appropriate fees. If
Crown Castle is in violation of this provision, then City shall have the right to immediately terminate the
permission granted to Crown Castle to attach to the Poles involved in the violation and to require Crown
Castle to remove Crown Castle's Small Cell or DAS antenna from such Poles.
19.5 All permits issued to Crown Castle relating to this Agreement shall be subject to the privilege to
use City Poles as granted by City to any third parties under prior permissions and City reserves the right to
continue, modify, and extend such attachment privileges provided any such modification does not
physically interfere with Crown Castle's rights herein.
19.6 City reserves the right hereafter to enter into agreements permitting third parties to attach facilities
to City Poles; provided, however, that such permission: (i) shall be terminated by City in the event that the
facilities of such third party interferes with Crown Castle's equipment; (ii) requires the third party to
reimburse Crown Castle for: (a) the expense of altering Crown Castle's Small Cell or DAS antenna to
accommodate the attachment of third party's facility, including the cost of relocating Crown Castle's Small
Cell or DAS antenna from an existing Pole to a replacement Pole; and (b) such third parties' pro rata share
of all costs incurred by Crown Castle for the purchase and installation of the Pole. Crown Castle will not
be liable for any portion of the cost of a replacement Pole necessitated by the attachment of a third party's
facility made pursuant to an agreement entered into subsequent to the date of this Agreement.
19.7 Emergencies. The Parties shall notify each other of any emergency situation related to the Pole(s)
or Crown Castle's Small Cell or DAS. An emergency shall be any condition that poses an immediate threat
to the safety or welfare of citizens or property in Tempe.
19.7.1 In the event of an emergency discovered by Crow n Castle, Crown Castle shall immediately
notify City, at (480) 350-8311 of any emergency situation related to the Pole(s) or Crown Cast's
Small Cell or DAS, at the emergency phone number which shall be kept updated and current
between the parties on an as-needed basis.
19.7.2 In the event of an emergency discovered by City, City shall immediately notify Crown
Castle at its Network Operations Center at 888-632-0931 of any emergency situation related to the
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Crown Castle ROW Use Agreement 2016
Pole(s) or Crown Castle's Small Cell or DAS, at the emergency phone number which shall be kept
updated and current between the parties on an as-needed basis.
19.7.3 City may remove, alter, tear out, relocate or damage portions of the Small Cell, DAS, or
related Communications Equipment in the case of fire, disaster, or other emergencies if the City
Manager or designee deems such action to be reasonably necessary under the circumstances. In
such event, neither City nor any employee, agent, or Contractor shall be liable to Crown Castle or
its customers or third parties for any harm so caused to them or the Small Cell, DAS, or
Communications Equipment. When and if practical, City shall consult with Crown Castle in
advance to assess the necessity of such actions and to minimize to the extent practical under the
circumstances damage to and disruption of operation of the Small Cell, DAS, or related
Communications Equipment. In any event, City shall inform Crown Castle after such actions.
Crown Castle's work to repair or restore the Small Cell, DAS, or related Communications
Equipment shall be considered relocation work.
19.7.4 If the Small Cell, DAS, or Communications Equipment or Crown Castle activities present
an immediate hazard or impediment to the public, to City, to City equipment or facilities, to other
improvements or activities within the Use Area(s), or to City's ability to safely and conveniently
manage the ROW or perform City's health, safety, or welfare function, then Crown Castle shall
immediately remedy the hazard and cooperate with City at no expense to City to remove any such
hazard or impediment. Crown Castle's work crews shall report to the Use Area(s) within four (4)
hours of any request by City to do so.
19.8 Zoning and Similar Approval Process. Any applicable zoning processes, building permit processes,
ROW management policies and similar regulatory requirements that apply to Crown Castle's Small Cell,
DAS and/or related Communications Equipment are c ompletely separate from the plans approval processes
under this Agreement or the site license. Crown Castle's satisfaction of any regulatory requirement does
not substitute for compliance with any requirement of this Agreement or constitute approval of any plans
for the purposes of this Agreement. Crown Castle must make all submittals and communications regarding
the requirements of this Agreement through the Land Services Division of the Public Works Department.
SECTION 20. Non-use/Abandonment of the Facilities.
20.1 An "Abandoned Facility" will mean a Facility no longer in service or physically disconnected from a
portion of the operating Facility or from any other Facility that is in use or still carries service. If Crown
Castle ceases to provide services or abandons use of any of its Facilities, upon cancellation or termination
of the Agreement, Crown Castle shall notify the City and may, subject to the City's approval, permanently
abandon the Facilities in place. In such event, the City, at its option, may acquire ownership of the Facilities.
In lieu of permanent abandonment, the City may require Crown Castle, to the reasonable satisfaction of the
City and without cost or expense to the City, to promptly remove the Facilities and to restore the public
property and ROW to a reasonable condition under the supervision of the City.
20.2 Upon permanent abandonment, if the City does not require removal, Crown Castle shall submit to
the City a proposal and instruments for transferring ownership to the City. Any such Facilities, which are
not removed as required by the City within ninety (90) days of either such date of termination or
cancellation or of the date the City issued a permit authorizing removal, whichever is later, automatically
shall become the property of the City. Crown Castle will notify the Arizona Blue Stake Center to record
the Facilities that have been abandoned.
20.3 Title to any and all personal property installed by Crown Castle upon the ROW that is not removed
during the period set forth in Section 20.2 shall automatically vest in City.
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Crown Castle ROW Use Agreement 2016
SECTION 21, Contractors
21.1 The specific independent Contractors identified and used by Crown Castle for the construction
activities to expand and extend Crown Castle's Facilities and Use Area will need to be approved by the
City Engineer or designee prior to issuance of each construction permit, such approval shall not be
unreasonably withheld, delayed, conditioned or denied. Any Contractors performing construction work
within the ROW or public easements shall comply with licensing requirements of the Arizona General
Contractors.
21.2 Each Contractor shall have the same obligations with respect to its work as Crown Castle would
have if Crown Castle performed the work. Crown Castle shall be responsible for ensuring that the work of
Contractors is performed consistent with this Agreement and other applicable law, shall be responsible for
acts or omissions of Contractors under this Agreement to the same degree it is responsible for the acts of
its employees, shall be responsible for promptly correcting acts or omissions by any Contractor, and shall
implement a quality control program to ensure that the work contemplated by this Agreement is performed.
21.3 Crown Castle shall furnish separate certificates and endorsements for each independent Contractor.
All coverages for independent Contractors shall be subject to substantially similar requirements stated herein
for Crown Castle.
SECTION 22. Legal Workers
If, and to the extent A.R.S. § 41-4401 is applicable to this Agreement, Crown Castle shall comply
with laws regarding workers as follows:
22.1 Crown Castle warrants to City that Crown Castle and all of its Contractors will comply with all
federal immigration laws and regulations that relate to their employees and that there is compliance with
the E-Verify Program under A.R.S. § 23-214(A).
22.2 A breach of the foregoing warranty by Crown Castle shall be deemed a material breach of this
Agreement that is subject to penalties up to and including termination of this Agreement.
22.3 City retains the legal right to inspect the papers of any employee of Crown Castle Contractor who
works pursuant to this Agreement to ensure that they are complying with the warrant given above.
22.4 City may conduct random verification of Crown Castle's Contractors employment records to
ensure compliance with the warranty given above.
22.5 Crown Castle shall indemnify, defend and hold City harmless for, from and against all losses and
liabilities arising from any and all violations of the warranty given above.
SECTION 23. Payments
23.1 By entering into this Agreement, neither party waives any current or future rights reserved under
the Telecommunications Act of 1996 or any subsequent law or FCC Order or Rule interpreting such Act,
including but not limited to, those rights set forth in Sections 253(c), reserving the City's right to manage
the public ROW and to require fair, non-discriminatory and reasonable compensation from Crown Castle
for use of the public ROW.
23.2 Crown Castle shall be solely responsible for payments to City as follows:
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Crown Castle ROW Use Agreement 2016
212.1 Application Fee — Crown Castle shall pay City an application fee for the administrative
costs involved in the development of a ROW Use Agreement, which shall be due at the time of the
submittal of the application.
23.2.2 Compensation for Use of the ROW
23.2.2.1 Upon the Commencement Date of any site license for either an underground
Conduit System route or installed fiber footage, the annual fee is Two Dollars and Fifteen
Cents ($2.15) per linear foot of trench, which shall be adjusted annually as provided in
Section 23.2.2.1.1 below.
23.2.2.1.1 Commencing on July 1, 2017 and on each July 1 through the fifth year
of the term, the linear foot fee shall be escalated annually by the United States
Department of Labor, Bureau of Labor Statistics, Consumer Price Index-All Urban
Consumers, West Region for All Items (CPI) average percentage as calculated at
the end of the prior calendar year. If there is no increase in the CPI, the fee shall
remain what it was for the prior year.
23.2.2.2 Upon the Commencement Date of any site license for placement of a Small Cell
or DAS antenna on a third-party owned Utility Pole in the ROW, the fee will be as set forth
on Appendix A of the Engineering Fees as authorized by Section 29-19 of the Tempe City
Code and adjusted annually as provided by Section 23.2.2.1.1 above with the new amount
to be effective on each anniversary date of the Commencement Date of the particular site
license for the duration of the site license term. The specific amounts owed will be set
forth in the site license.
23.2.2.3Acs oc iated ground and other equipment installed in the ROW will be s ibjeet to the
applicable fees in effect at the time of the Small Cell or DAS installation on the Utility Pole
in the ROW as set forth in the applicable Wireless Services Facilities (WCF) category
found in Appendix A of the Engineering Fees as authorized by Section 29-19 of the Tempe
City Code and any amounts owed will be set forth in the applicable site license.
23.2.2.4 The Parties may agree in writing to an in-kind payment of fiber(s) and/or
conduit(s) or other consideration in lieu of monetary compensation for use of the ROW.
Any such alternative compensation or consideration shall be set forth in the applicable site
license.
23.2.3 Compensation for Use of a City-owned Pole
23.2.3.1Upon the Commencement Date of any Attachment Site License for placement of
a Small Cell or DAS antenna on a City-owned Pole, Crown Castle shall pay City a fee
according to the applicable Wireless Services Facilities (WCF) category as set forth in
Appendix A of the Engineering Fees as authorized by Section 29-19 of the Tempe City
Code and such amount will be set forth in the Attachment Site License.
23.2.3.2Fees for ground equipment associated with the Small Cell or DAS above that are
placed in the ROW are set forth in the WCF categories and any amounts owed will be set
forth in the Attachment Site License.
23.3 All fees due pursuant to a site license are non-refundable and are due within thirty (30) days of the
initial Commencement Date. The annual fee will be due thereafter upon the anniversary of the
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Crown Castle ROW Use Agreement 2016
Commencement Date for each site license and shall be made within five (5) business days of that date. In
the event of multiple site licenses with different anniversary dates for fees, if Crown Castle w ants to
consolidate billing and have one due date, it can coordinate with the Land Services Division to make such
an adjustment.
23.4 Permit Fees — Associated ground and other equipment installed will be subject to the applicable
permit fees in effect at the time of the installation on the Pole in the ROW. Crown Castle shall pay all
applicable construction permit fees to place Facilities in the ROW, which includes charges for
encroachment permit applications, issuance, inspection, testing, plan review and any other fees adopted by
City and applicable to persons doing work and/or encroaching in the City's ROW pursuant to Tempe City
Code 29-19. If, at the request of Crown Castle, the needs of Crown Castle's work requires after hours or
nighttime work outside of normal business hours, Crown Castle shall reimburse the City according to the
Section 29-19 fee schedule in place.
23.5 Damage Fees — Crown Castle shall pay any reasonable costs associated with any damage caused to
the ROW or public property under Tempe City Code Sections 29-18 and 29-19.
23.6 Any checks should reference the site license number and be sent to:
City of Tempe
Attn: City Engineer
31 E. 5th St.
Garden Level
Tempe, AZ 85281
23.7 If payment is not made by the next to the last business day of the month when payment is due, the
City may impose interest at a rate of one and one-half percent (1.5%) percent per month commencing from
the date payment should have been made and continuing until the payment is made. Fractions of a month
shall be considered to constitute a full month for the purpose of computing interest. If the cause of failure
to pay the fee or any portion thereof is determined by the City to be due to civil fraud or the evasion of the
fee, Crown Castle shall pay a penalty of fifty percent (50%) of the amount of deficiency. City's receipt of
a late fee shall not result in a waiver of City's rights pursuant to this Agreement. Failure to pay the annual
fee within sixty (60) days of the anniversary date of the particular site license shall be considered to be a
material breach of this Agreement and will be grounds for the City to terminate the site license for that
location upon ten (10) days' written notice to Crow n Castk.
23.8 Taxes. Crown Castle shall pay all applicable city, county and state taxes levied, assessed, or
imposed by reason of this Agreement or those related to the Crown Castle's services provided by Small
Cell or DAS. Such taxes are in addition to any non-tax amounts owed by Crown Castle to City pursuant to
this Agreement. Crown Castle consents to the disclosure of any and all information reported on Crown
Castle's transaction privilege tax returns submitted to the City by authorizing and allowing the City's tax
collector to release such information to the City Manager or designees.
SECTION 24. Insurance
Insurance Required: Prior to any access to Poles or ROW, Crown Castle shall procure and
maintain for the duration of the Agreement insurance against claims for i) bodily injury,
sickness or disease, or death of any or more persons other than Crown Castle's employees;
damages insured by usual personal and advertising injury liability coverage;
damages because of injury to or destruction of tangible property, including loss of use
resulting from; iv) products/completed operations; v) and damages involving contractual
liability insurance applicable to Crown Castle's indemnity obligations under this
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Crown Castle ROW Use Agreement 2016
Agreement. Such insurance shall cover claims as may be occasioned by the operations,
act, omission or negligence of Crown Castle or its officers, agents, representatives,
employees or Contractors during all times that this Agreement and any site licenses are in
effect. Insurance limits are inclusive of umbrella coverage.
13. Minimum Limits of Coverage: Without limiting any obligations or liabilities, the Crown
Castle, at its sole expense, shall purchase and maintain the minimum insurance specified
below with companies duly licensed or otherwise approved by the State of Arizona,
Department of Insurance and with forms reasonably satisfactory to the City. Each insurer
shall have a current AM. Best Crown Castle, Inc., rating of not less than A-VII. Use of
alternative insurers requires prior approval from the City.
Minimum Limits of Insurance. Crown Castle shall maintain limits no less than:
a. Commercial General Liability
Commercial general liability insurance limit of not less than $5,000,000 for each
occurrence, with a $5,000,000 general aggregate limit. The general aggregate limit
shall apply separately to the services under this Agreement or the general aggregate
shall be twice the required per occurrence limit. The policy shall be primary and
include coverage for bodily injury, property damage, personal injury, products,
completed operations, and blanket contractual coverage, meeting the liability
assumed under the indemnification provisions of this Agreement which coverage
will be at least as broad as Insurance Services Office Inc. policy form CG 00 01,
including but not limited to severability of interests and waiver of subrogation
clauses. Crown Castle shall also obtain Endorsement CG 20 10 10 01 and CG 20
37 07 04 or equivalent thereof, naming the City as an additional insured.
In the event the general liability policy is written on a "claims made" basis,
coverage shall extend for two (2) years past completion and acceptance of the
services as evidenced by annual certificates of insurance
b. Worker 's Compensation
Crown Castle shall carry worker's compensation insurance to cover obligations
imposed by federal and state statutes having jurisdiction of Crown Castle
employees engaged in the performance of services; and employer's liability
insurance of not less than $1,000,000 for each accident, $1,000,000 disease for
each employee and $1,000,000 disease policy limit.
In case services are subcontracted, Crown Castle will require the subcontractor to
provide worker's compensation and employer's liability to at least the same extent
as provided by Crown Castle.
C. Automobile Liability
Commercial business automobile liability insurance with a combined single limit
for bodily injury and property damages of not less than $2,000,000 per each
occurrence with respect to any owned, hired, and non-owned vehicles assigned to
or used in performance of the Crown Castle's work. Coverage shall be at least as
broad as coverage Symbol 1 "any auto" (Insurance Service Office policy form CA
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Crown Castle ROW Use Agreement 2016
0001 or any replacements thereof). Such coverage shall include coverage for
pollution for upset/overturn/collision of the automobile(s) and loading and
unloading hazards.
d. Special Risk Property Insurance
Unless waived by the City's Risk Management Division in writing, Crown Castle
shall carry all risk property insurance covering damage to or destruction of all of
its real and personal improvements to the Right-of-Way, including without
limitation, all improvements existing upon the Right-of-Way prior to this
Agreement or hereafter constructed in an amount equal to full replacement costs
of all such improvements. Such insurance shall be special causes of loss policy
form (minimally including perils of fire, lightning, explosion, windstorm, hail,
smoke, aircraft, vehicles, riot, civil commotion, theft, vandalism, malicious
mischief, collapse and flood). Coverage shall include pollutant clean up and
removal with minimum limits coverage of a Fifty-Thousand Dollar ($50,000.00)
annual aggregate. Such pollutant clean up and removal coverage may be by
separate policy or self-insurance.
C. Additional Insured. The insurance coverage, except for workers compensation, employer's
liability and special risk property insurance, required by this Agreement, shall name the
City, its agents, representatives, directors, officials, employees and officers, as additional
insureds, and shall specify that insurance afforded the Crown Castle shall be primary
insurance, and that any self-insured retention and/or insurance coverage carried by city or
its employees shall not contribute to the coverages provided by Crown Castle. This
provision and the naming of the City as an additional insured shall in no way be constnied
as giving rise to responsibility or liability of the City for applicable deductible amounts
under such policy(s).
D. Coverage Term. All insurance required herein shall be maintained in full force and effect
while any site license is effective and until Licensee has completed all removal and
restoration obligations hereunder. Failure to do so shall constitute a material breach of this
Agreement and can be a cause for termination of this Agreement.
E. Primary Coverage. Crown Castle's insurance shall be primary insurance to the City, and
any insurance or self-insurance maintained by the City shall not contribute to it.
F. Claim Reporting. Any failure to comply with the claim reporting provisions of the policies
or any breach of a policy warranty shall not affect coverage afforded under the policy to
protect the City. Crown Castle shall promptly furnish City's Risk Management Division
with copies of any accident or incident report(s) sent to Crown Castle's insurance carrirs
covering accidents/incident occurring in connection with and/or as a result of this
Agreement.
G. Waiver. The policies, including workers' compensation, shall contain a waiver of transfer
rights of recovery (subrogation) against the City, its agents, representatives, directors,
officers, and employees for any claims arising out of Crown Castle's acts, mistakes,
omissions, work or services.
H. Deductible/Retention. The policies may provide coverage which contains deductibles or
self-insured retentions. Such deductible and/or self-insured retentions shall be disclosed
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Crown Castle ROW Use Agreement 2016
by Crown Castle and shall be assumed by and be for the account of, and at the sole risk of
Crown Castle who shall be solely responsible for deductible and/or self-insurance
retention. The amounts of any self-insured retentions shall be noted on the Certificate of
Insurance. Notwithstanding the foregoing, the preceding two (2) sentences shall not apply
to Crown Castle so long as Crown Castle has a net worth in excess of $50,000,000.00.
Certificates of Insurance. Prior to the commencement of any work pursuant to this
Agreement, Crown Castle shall furnish to the City certificates of insurance with formal
endorsements as required by the Agreement, issued by Crown Castle's insurer(s) as
evidence that policies providing the required coverages, conditions, and limits required by
this Agreement are in full force and effect and obtain approval of such certificates from the
City's Risk Manager, which reasonable approval may not be withheld. Notwithstanding
the foregoing, no site licenses may be executed and Crown Castle may not perform any
work pursuant to this Agreement until such time as a certificate of insurance is provided to
the City. Such certificates shall identify the Agreement or site license number or name and
will include the endorsement(s) listing the City as an additional insured. Such c ertific ates
and all subsequent renewals that are required shall be sent directly to:
Risk Management
City of Tempe
20 E. 6th St., 2 nd Floor
Tempe, AZ 85281
with a copy to:
City of Tempe
City Engineer
31 E. 5 11'
Garden Level
Tempe, AZ 85281
J. Copies of Policies. The City reserves the right to request and to receive, within ten (10)
working days, copies of any or all of the above policies and/or endorsements. The City
shall not be obligated, however, to review same or to advise Crown Castle of any
deficiencies in such policies and endorsements, and such receipt shall not relieve Crown
Castle from, or be deemed a waiver of, the City's right to insist on strict fulfillment of
Crown Castle's obligations under this Agreement. In lieu of providing copies of actual
insurance policies, Crown Castle may elect instead to allow City to inspect copies of the
insurance policies at Crown Castle's most proximate place of business within Arizona. If
City inspects the insurance policies, City shall not reveal the policy limits, coverages or
other terms of the insurance policies except in the course of administering or enforcing this
Agreement or as required by a court or other applicable legal authority.
K. Policy Limit Escalation. By written notice to Crown Castle, City may elect to increase the
amount or type of any insurance to account for inflation, changes in risk, or any other factor
that City reasonably determines to affect the reasonable amount of insurance to be provided.
L. Nothing containing in these insurance requirements is to be construed as limited the extent
of either Party's responsibility for payment of damages resulting from either Party's use of
the Pole or limiting, diminishing or waiving either Party's obligation to indemnify, defend
and hold armless the other as set forth in the Indemnification Section 25 of this Agreement.
M. All policies shall contain an endorsement providing that the coverage afforded under such
policies shall provide thirty (30) days' prior written notice of cancellation, except for non-
payment of premium will be given to City.
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Crown Castle ROW Use Agreement 2016
N. Crown Castle shall be responsible for ensuring that the City is notified within thirty (30) days
of the occurrence of any reduction in the insurance coverage amounts, cancellation or
expiration of any of the polices as required by this Agreement that are not replaced.
0. If a policy does expire during the term of this Agreement, a renewal certificate(s) must be
sent directly to the City's Risk Management prior to the expiration date.
P. Crown Castle shall furnish separate certificates of insurance and endorsements for each
Contractor. All coverages for Contractors shall be subject to similar requirements stated
herein for Crown Castle.
SECTION 25. Indemnity
25.1 In addition to all other indemnities and other obligations hereunder, to the fullest extent permitted
by law, throughout the term of this Agreement and until all obligations and performances under or related
to this Agreement are satisfied and all matters described in this paragraph are completely resolved, Crown
Castle shall pay, indemnify, defend and hold harmless City and all other Additional Insureds for, from and
against any and all Claims related to Crown Castle's use of the Right-of-Way or the rights granted to Crown
Castle with respect to the Right-of-way or Crown Castle's exercise of its rights under this Agreement
(including, without limitation, the negligence or intentional misconduct of Crown Castle and its employees,
Contractors and agents in connection therewith) (collectively, the "Indemnity").
25.2 Without limitation, the Indemnity shall include and apply to any and all Claims that may arise in
any matter out of any use by Crown Castle or its Contractor of the Right-of-Way or other property related
to this Agreement or any actions, acts, errors, mistakes or omissions relating to work or services in the
performance of or related to this Agreement by Crown Castle or its Contractor, including without limitation
any injury or damages or cause of action claimed or caused by any employees, contractors, subcontractors,
tenants, subtenants, agents or other persons upon or using the Right-of-Way or surrounding areas related to
this Agreement, and including without limitation, Claims, liability, harm or damage caused in part by City
or any other Additional Insured or anyone for whose mistakes, errors, omissions or negligence Crown
Castle or City may be liable.
25.3 As a condition to City's executing this Agreement, Crown Castle specifically agrees that to the
extent any provision of this paragraph is not fully enforceable against Crown Castle for any reason
whatsoever, this paragraph shall be deemed automatically reformed to the minimal extent necessary to
cause it to be enforceable to the fullest extent permitted by law.
25.4 The Indemnity shall also include and apply to any environmental injury, personal injury or other
liability relating to Crown Castle's use of Right-of-Way or public real property under this Agreement or
from Crown Castle's non-compliance with the Site Plan.
25.5 Notwithstanding the foregoing, the Indemnity does not apply to:
25.5.1 Claims arising from the active negligence or intentionally wrongful acts of City or its
employees, agents or contractors.
25.5.2 Claims that the law prohibits from being imposed upon the indemnitor.
25.6 Subject to any legal protections for privilege and/or confidentiality, the Parties shall promptly
notify each other in writing of any claims, demands, or lawsuits which may involve the City in relation to
this Agreement and provide copies of all relevant accident reports, incident reports, statements or other
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Crown Castle ROW Use Agreement 2016
documents that are relevant to the claims, demands, or lawsuits or which may lead to the discovery of
relevant materials or information, in the possession of the other party, its employees, agents, contractors,
and/or others.
25.7 Subject to any legal protections for privilege and/or confidentiality, both parties agree to make their
employees, agents, and Contractors available to the other party to gather any relevant information relating
to an incident, which results in a claim, demand, or lawsuit.
25.8 It is the purpose of this section to provide maximum indemnification to the City under the terms and
conditions expressed and, in the event of a dispute, this section shall be construed (to the greatest extent
permitted by law) to provide for the indemnification of the City by Crown Castle against any and all claims,
demands or lawsuits. The sole exception shall be an express determination by a court of competent
jurisdiction upon full adjudication of the case that the damages either arose only from the City's active
negligence or intentional acts or that the City was comparatively at fault for the damages. Only in this event
may Crown Castle then commence an action against the City for damages related to that portion judicially
determined to be the City's fault.
25.9 The amount and type of insurance coverage requirements set forth in this Agreement will in no way
be construed as limiting the scope of the Indemnity in this Section.
25.10 The obligations set forth in this section shall survive completion of the work, termination or
expiration of this Agreement.
SECTION 26. Limitation of Liability
26.1 Neither Party shall be liable to the other, or any of their respective agents, representatives,
employees, or customers for any lost revenue, lost profits, loss of technology, rights or services, incidental,
punitive, indirect, special or consequential damages, loss of data, or interruption or loss of use of service,
even if advised of the possibility of such damages, whether under theory of contract, tort (including
negligence, strict liability or otherwise).
26.2 In addition, Crown Castle expressly acknowledges that Crown Castle's Facilities are exposed to
many risks beyond the reasonable control of City, including acts of God or the public enemy, such as but
not limited to, wind, rain, sleet, ice, floods, fire, riots, sabotage, expropriation or confiscation of facilities.
Except as expressly provided in this Agreement, Crown Castle shall assume all risk of loss to Facilities that
may arise in connection with these hazards.
26.3 CITY HEREBY DISCLAIMS ANY REPRESENTATIONS AND/OR WARRANTIES,
EXPRESS OR IMPLIED, CONCERNING THE PRESENT OR FUTURE SUITABILITY OF THE
POLE(S) FOR CROWN CASTLE' S INTENDED PURPOSE.
26.4 Crown Castle acknowledges and agrees that Crown Castle bears all risk of loss or damage to the
Small Cells or DAS antennas installed on the Poles pursuant to this Agreement from any cause, except for
the cost of repairs to damaged Facilities to the extent caused by the negligence or willful misconduct of the
City and not covered by Crown Castle's insurance. IN NO EVENT, HOWEVER, SHALL CITY BE
LIABLE TO CROWN CASTLE FOR INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR
EXEMPLARY DAMAGES RESULTING FROM ANY LOSS OR DAMAGE TO CROWN CASTLE'S
FACILITIES, REGARDLESS OF WHETHER THE CITY WAS ADVISED OF, OR OTHERWISE
SHOULD HAVE BEEN AWARE OF, THE POSSIBILITY OF SUCH DAMAGES, REGARDLESS OF
THE LEGAL THEORY OR BASIS FOR SUCH CLAIM.
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Crown Castle ROW Use Agreement 2016
SECTION 27. Limitation of Liability
27.1 The City and its officers, agents, elected or appointed officials, employees, departments, boards
and commissions, shall not be liable to Crown Castle or to its affiliates or customers for any interference
with or disruption in the operations of Crown Castle's Facilities or the provision of services, or for any
damages arising out of or materially related to Crown Castle's use of the ROW, except to the extent of
intentional misconduct or gross negligence on the part of the City its officers, agents, elected or appointed
officials, employees, departments, boards and commissions.
27.2 Crown Castle also agrees that it shall have no recourse whatsoever against the City or its officials,
boards, commissions, agents or employees for any loss, costs, expense or damages arising out of or
materially related to any provision or requirement of the City because of the enforcement of this Agreement
or because of defects in this Agreement or Tempe City Code.
SECTION 28. Term and Renewal
28.1 This Agreement shall be effective as of the date of approval of the Agreement by the City Council
(the "Effective Date") and unless sooner terminated in accordance with the provisions of Sections 29 and
30, shall continue in effect for a period of ten (10) years ("Initial Term").
28.2 The term of this Agreement shall automatically be extended for two (2) additional five (5) year
terms (each a "Renewal Term"), unless Crown Castle gives written notice of its intent to terminate the
Agreement no later than six (6) months prior to the end of the Initial Term or Renewal Term (as applicable).
The word "Term" will refer to both the Initial Term and any Renewal Term(s).
28.3 The initial term for each particular site license shall be the first day of the month following the full
execution of each site license (the "Commencement Date") and shall be for an initial term of ten (10) years
("Site License Initial Term"). Each site license shall automatically be extended for two (2) successive five
(5) year renewal terms (each, a "Site License Renewal Term") unless Crown Castle notifies the City in
writing of Crown Castle's intent not to renew the site license at least thirty (30) days prior to the expiration
of the then current term. The Site License Initial Term and all Site License Renewal Terms shall be
collectively referred to herein as the "Site License Term." Notwithstanding anything herein, after the
expiration of this Agreement, its terms and conditions shall survive and govern with respect to any
remaining site license in effect until their expiration or termination.
28.4 Crown Castle may terminate any site license at any time during any Site License Term upon ninety
(90) days prior written notice. However, Crown Castle does not have the right to terminate any time after
an event of default by Crown Castle has occurred (or an event has occurred that would become a default
after passage of time or giving of notice). Termination of any site license shall not affect Crown Castle's
liabilities and obligations incurred under such site license prior to the effective date of such termination.
SECTION 29. Termination by Crown Castle
29.1 Crown Castle may terminate this Agreement prior to its date of expiration by providing the City
with ninety (90) days written notice and only upon making arrangements satisfactory with the City Engineer
to remove all Crown Castle's Facilities from public property and the ROW, unless the City Engineer agires
in writing to allow Crown Castle to abandon part or all of its Facilities in place. If the City Engineer agrees
to allow Crown Castle to abandon its Facilities in place, the ownership of such Facilities, including
everything permitted by City to be abandoned in place, shall transfer to City and Crown Castle shall
cooperate to execute any documents necessary to accomplish such transfer within thirty (30) days of such
allowance of abandonment.
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Crown Castle ROW Use Agreement 2016
29.2 Unless the City has consented to allow Crown Castle to abandon part or all of its Facilities in place,
upon termination of this Agreement, Crown Castle shall remove all of its Facilities within ninety (90) days
or forfeit its Deposit.
SECTION 30. Termination by City
30.1 City may, in addition to seeking any other remedy available to it, terminate this Agreement to
occupy space in the ROW or the permission to attach to a particular Pole under a site license if Crown
Castle neglects or refuses to comply with any of the provisions of this Agreement beyond all applicable
cure periods and fails within thirty (30) days after written notice from City to correct such neglect, refusal
or default provided Crown Castle shall have such extended period as may be required beyond the thirty
(30) days if the nature of the cure is such that it reasonably requires more than thirty (30) days and Crown
Castle commences the cure within the thirty (30) day period and thereafter continuously and diligently
pursues the cure to completion. In the event any default is limited solely to one or more site licenses, but
not the Agreement as a whole, the City's termination right shall be limited to those site licenses under which
Crown Castle is in default beyond any applicable cure period.
30.2 Crown Castle's failure to maintain or procure the insurance policy(ies) as required by Section 24
shall be cause for the City to terminate this Agreement and the applicable site licenses pursuant to Sectin
30.1.
30.3 Crown Castle's failure to pay any amounts owed to the City after notice of such deficiency and the
opportunity to cure as provided by this Agreement shall be cause for the City to terminate the applicable
site licenses pursuant to Section 30.1.
30.4 Crown Castle's failure to operate its Facilities (except during specific periods expressly excused
by this Agreement) once installed under any site license for a period of six (6) months within any twelve
(12) month period-will be grounds for the termination of the site license at that location upon sixty (60)
days' notice to Crown Castle, unless within such sixty (60) day period Crown Castle commences the use
of such Facilities.
30.5 This Agreement shall terminate, without notice, (i) upon the institution by or against either Party
of insolvency, receivership or bankruptcy proceeding or any other proceedings for the settlement of either
Party's debts, (ii) upon either Party making an assignment for the benefit of creditors or (iii) upon either
Party's dissolution or ceasing to do business.
30.6 Upon termination of the right to attach to Poles, neither Party will owe any further obligations to
the other under this Agreement, except for the responsibility of the Crown Castle to remove the Small Cells,
DAS antennas and any other Facilities from the Poles within ninety (90) days of such termination and to
pay any fees associated with Crown Castle's usage of the Poles for the time period during which Facilities
were attached, the indemnities and hold harmless provisions contained throughout this Agreement, and
Crown Castle's obligation to reimburse City for all costs, expenses and losses properly incurred by City
pursuant to this Agreement.
30.7 In the event of the termination of this Agreement, Crown Castle shall have ninety (90) days to
remove the Facilities; provided however, that Crown Castle shall be liable for and pay all fees pursuant to
the terms of this Agreement to City until Crown Castle's Facilities are moved. Crown Castle shall defend,
indemnify and hold City harmless from and against all loss, liability or expense resulting from such
removal, including but not limited to claims of third parties.
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Crown Castle ROW Use Agreement 2016
30.8 In the event that Crown Castle fails to vacate the Pole(s) or fails to remove all of its Facilities in
accordance with this Agreement, City shall have the right, after giving at least ten (10) days prior written
notice to Crown Castle, to remove the remaining Facilities, in which event such Facilities may be retained
by City without accounting to Crown Castle therefore, and the expense of such removal and repairs shall
be charged to and paid by Crown Castle without credit for the value, if any, of such Facilities. If the Small
Cell or DAS antenna is attached to a third-party owned pole, the City will only remove the non-pole-
attached portions of the Small Cell or DAS. If Crown Castle does not take possession of the Small Cell or
DAS and/or the non-pole-attached portions of the Small Cell or DAS within sixty (60) days from removal
from the Pole(s), ownership of all portions of the Small Cell or DAS will transfer to the City, who will have
the right to keep, sell or dispose of such Facilities.
30.9 Crown Castle's failure to pay the charges imposed under Section 30.8 within fourteen (14) days of
the City's invoice billing for the amount will entitle the City to immediately draw upon the Deposit for the
amount owed.
30.10 Termination of either this Agreement and/or the permission to attach to City Poles pursuant to any
provision herein shall be commenced by delivery of written notice to Crown Castle by the City.
SECTION 31. Assignment/Pledge of Small Cells or DAS
31.1 This Agreement and the permission to attach a Small Cell or DAS antenna to a City Pole are
personal to Crown Castle and Pole space is for Crown Castle's use only. Crown Castle shall not lease,
sublicense, share with, convey or resell to another any such space or rights granted hereunder. Violation
of this subsection will be grounds for termination under Section 30.
31.2 Crown Castle shall not transfer or assign this Agreement without City's prior written consent;
provided, however, this Agreement may be sold, assigned, delegated or transferred in whole or in part by
Crown Castle without any approval or consent of the City to Crown Castle's principal, affiliates,
subsidiaries of its principal or to any entity which acquires all of Crown Castle's assets in the market defined
by the FCC in which the ROW is located by reason of a merger, acquisition or other business reorganization.
Violation of this subsection will be grounds for termination under Section 30.
31.3 Any non-permitted transfer or assignment of the right to attach the Small Cell or DAS antennas to
City Poles shall be void and not merely voidable. City, may, in its sole discretion and in addition to all other
lawful remedies available to City under this Agreement and in any combination terminate this Agreement,
collect any fees owed from Crown Castle all without prejudicing any other right or remedy of City under
this Agreement. No cure or grace periods shall apply to transfers or assignment prohibited by this
Agreement or to the enforcement of any provision of this Agreement against a transferee or assignee who
did not receive City's consent.
31.4 Any assignment of this Agreement will not be effective or considered approved by the City until
the person or entity to whom Crown Castle is assigning this Agreement signs and delivers to City a
document in which said assignee shall assume responsibility for all of Crown Castle's obligations under
this Agreement.
31.5 In connection with any assignment/transfer requiring City's consent, Crown Castle shall pay to
City in advance the sum of Two Thousand Dollars ($2,000.00) as a nonrefundable fee for legal,
administrative and other expenses related to every assignment/transfer.
31.6 This Section 31.6 shall not apply to any transfer and/or assignment pursuant to Section 31.2. Crown
Castle must give immediate notice to the City of any sale of the Small Cell or DAS or sale/leaseback
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Crown Castle ROW Use Agreement 2016
transaction or transaction in which a third party gains a security interest in or any other type of ownership
interest or financial claim to the Small Cell or DAS. Such transaction automatically revokes the permission
the City has given to Crown Castle to attach the Small Cell or DAS antenna to City Poles and will be
grounds for termination under Section 30. If the new owner or the entity with the security interest in the
Small Cell or DAS does not enter into an acceptable agreement with the City for permission to have the
Small Cell or DAS attached to the City Pole within sixty (60) days of the sale or transfer of ownership or
transaction that results in a security interest in the Small Cell or DAS, permits will need to be acquired to
remove the Small Cell or DAS and removal of the Small Cell or DAS needs to be completed within thirty
(30) days or within ninety (90) days of the transfer of ownership (whichever is earlier).
31.7 Payment of any outstanding fees and/or any applicable attachment fee will need to be paid either
by Crown Castle or the subsequent new owner before any permits will be issued. City reserves the right to
draw upon the entire Deposit if s uc h payment is not made by the end of the thirty (30) day period referenced
in Section 31.6 above.
SECTION 32. Protection against Liens on Property
32.1 Crown Castle shall not do or allow or cause anything to be done whereby City's Poles may be
encumbered by a construction lien or any other type of lien. Within forty-five (45) days after any lien is
filed against City's Poles purporting to be for labor or materials furnished to Crown Castle, Crown Castb
shall discharge or bond against such lien of record. Notice is hereby given that City will not be liable for
any labor or materials furnished to Crown Castle on credit and that no construction or other lien for any
such labor or materials shall attach to or affect City's interest in and to City's Poles.
32.2 Crown Castle shall indemnify, defend and hold harmless City from all claims, demands, costs and
liabilities, including reasonable attorney's fees and costs, in connection with or arising out of any such lien
or claim of lien.
32.3 Failure to remove any lien recorded against the Pole within forty-five (45) days of receipt of notie
of recordation shall be considered a material breach of the applicable site license and grounds for
termination by the City, unless there has been a good faith attempt to remove the lien.
SECTION 33. Performance Bond
33.1 Prior to receiving any permit to construct, install, maintain or perform any work on public property
that requires a permit from the City pursuant to applicable City codes, Crown Castle shall cause to be filed
and maintain until either completion of the construction or termination of this Agreement as determined by
Crown Castle, a faithful performance bond in favor of City in the sum of One Hundred Thousand Dollars
($100,000.00) or the amount of the construction costs (whichever is greater) to guarantee that Crown Castle
shall observe, fulfill and perform each and every term of this Agreement. In case of any breach of any
condition of this Agreement, any amount of the sum in the bond, up to the whole thereof, may be forfeited
to compensate City for any damages it may suffer by reason of such breach. Said bond shall be
acknowledged by Crown Castle, as principal, and shall be issued by a surety with an AM Best rating of A-
VII or better for the last four quarters. City and Crown Castle agree that the process and procedure for
drawing upon, curing, and replenishing the performance bond shall be the same as set forth below for the
Deposit required in Section 34.
33.2 If Crown Castle has completed the above construction and wants the bond released, the City will need
to inspect and approve the construction prior to such release. However, a performance bond will be required
for each subsequent or additional construction project and/or work on public property.
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Crown Castle ROW Use Agreement 2016
SECTION 34, Deposit
34.1 Within thirty (30) days of the full execution of this Agreement, Crown Castle shall provide either
a cash deposit, irrevocable letter of credit or on-demand bond to the City in the initial—amount of Thirty
Thousand Dollars ($30,000.00) as a security fund (the "Depos it"). Once the number of site licenses exc eeds
fifteen (15), the Deposit will need to be increased/decreased annually upon notice from City to Crown
Castle to reflect an amount equal to Two Thousand Dollars ($2,000.00) per site license during the initial
Term and Two Thousand Five Hundred Dollars ($2,500.00) per site license during each Renewal Term,
provided however, in no event shall the Deposit be less than Thirty Thousand Dollars ($30,000.00). Sail
Deposit shall be maintained with the City for the term of this Agreement as security for the faithful
performance by Crown Castle of all of the provisions of this Agreement, and compliance with all law ful
orders, permits and directions of any department or office of the City having jurisdiction over its acts or
defaults under this Agreement and any site license issued pursuant thereto, and the payment by Crown
Castle of any fees, claims, liens and taxes due the City which arise by reason of the installation, operation
or maintenance of the Small Cell or DAS, including the removal of Crown Castle's Small Cells or DAS
upon termination of any site license and/or this Agreement. The Deposit shall remain with the City until
all Facilities have been removed and all sums due to the City have been fully paid.
34.2 Any letter of credit or on-demand bond shall be approved by the City Attorney's Office. City shall
have the full power of withdrawal of funds from the Deposit. No withdrawals shall be made from the
Deposit without the prior written approval of the City Manager and no less than ten (10) business days prior
written notice of intent to draw upon the Deposit to Crown Castle.
34.3 Within twenty (20) days after notice to Crown Castle that any amount has been withdrawn by City
from the Deposit, Crown Castle shall deposit with the City an additional amount so that the total amount of
funds available to the City is the greater of Thirty Thousand Dollars ($30,000.00) or Two Thousand
($2,000.00) per site license during the Initial Term and Two Thousand Five Hundred ($2,500.00) during
either the first or second Renewal Term.
34.4 If Crown Castle fails, within ten (10) business days of a notice of intent to draw on the Deposit, to
either dispute the notice in writing; or pay City any taxes or fees due and unpaid; or fails to repay to City,
within such ten (10) business days of such notice, any damages, costs or expenses which City shall be
compelled to pay by reason of any act or default of Crown Castle in connection with this Agreement; or
fails, within thirty (30) days of such notice of failure by City to dispute the notice in writing, or comply
with any provision of this Agreement which City reasonably determines can be remedied by an expenditure
of funds from the Deposit, City may immediately withdraw the amount thereof. Upon such withdrawal,
City shall notify Crown Castle within ten (10) days thereafter of the amounts and date thereof.
34.5 Any funds that City erroneously or wrongfully withdraws shall be credited to the Deposit, with
interest of one percent (1.0%) per month, within thirty (30) business days of such a determination.
34.6 Upon termination of the last remaining site license, City will return the Deposit within sixty (60)
days but only after City reasonably determines that all obligations under this Agreement have been satisfied,
including, but not limited to, any obligations to remove Facilities and restore the ROW to its prior condition.
SECTION 35, Crown Castle's Records
35.1 During the entire term of this Agreement, Crown Castle shall keep records and provide information to
the City upon request relating to the status of the construction, repair, location or relocation of Crown
Castle's Facilities.
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Crown Castle ROW Use Agreement 2016
35.2 If necessary for the City to determine Crown Castle's compliance with the terms of this Agreement
or other applicable law, within ten (10) days of written notice by City of a request for disclosure, Crown
Castle shall provide relevant documentation as requested by City, respond to questions, and produce
relevant books and records for the City's inspection and copying. Such records shall be available to City at
Crown Castle's most proximate place of business within Arizona. Crown Castle shall also require its
employees, agents, and accountants to give their full cooperation and assistance in connection with City's
access to such records.
35.2.1 Such documentation can include information on the type of services Crown Castle is offering
its customers (but not necessarily information disclosing any particular service being provided to a
specific customer) and/or the financial information used in calculating any payments or taxes due to
the City under this Agreement. If Crown Castle determines that in order to respond to City's request
for documentation, it must reasonably provide Proprietary Information, Crown Castle shall so mark
such documentation as "Confidential."
35.2.2. Proprietary Information disclosed by Agreement shall mean any document or material clearly
identified as "Confidential." Such Proprietary Information shall include, but not be limited to any
customer names and lists, financial information, technical information, or other information clearly
identified as "Confidential" pertaining to services provided to its customers.
35.2.3 Proprietary Information disclosed by Crown Castle to the City or its constituent departments
shall be regarded as Proprietary as to third parties. If the City receives a request to disclose such
information, the City shall notify Crown Castle of such request and allow Crown Castle a reasonabb
opportunity to defend its information from disclosure.
35.2.4 Information that is already in the public domain shall not be considered Proprietary
Information. If public domain information is included with Proprietary Information on the same
document, the City shall only disclose those portions within the public domain.
35.2.5 Notwithstanding any provision in this Agreement, Crown Castle acknowledges and
understands that the City is subject to the disclosure requirements of Arizona's Public Records Law
(A.R.S. § 39-121 et seq).
35.3 Reports. Upon request and subject to any necessary confidentiality requirements, Crown Castle
shall provide to City copies of any communications and reports submitted by Crown Castle to the FCC or
any other federal or state regulatory commission or agency having jurisdiction in respect to any matters
directly affecting enforcement of this Agreement.
SECTION 36. Penalties for Violation of Terms
36.1 City may pursue any remedy at law, including but not limited to injunctive relief, civil trespass,
and withholding other City permits and authorizations until Crown Castle complies with the terms of the
Agreement or the applicable law.
36.2 Such remedies are cumulative and may be pursued in the alternative.
SECTION 37. Cancellation for Conflict of Interest.
Pursuant to A.R.S. § 38-511, City may cancel this Agreement within three (3) years after Agreement
execution without penalty or further obligation if any person significantly involved in initiating, negotiating,
securing, drafting or creating the Agreement on behalf of City is or becomes at any time while the
Agreement or an extension of the Agreement is in effect an employee of or a consultant to any other party
34
Crown Castle ROW Use Agreement 2016
to this Agreement with respect to the subject matter of the Agreement. The cancellation shall be effective
when Crown Castle receives written notice of the cancellation, unless the notice specifies a later time.
SECTION 38. NOTICE
38.1 All notices, which shall or may be given pursuant to this Agreement, shall be in writing and transmitted
through the U.S. c ertified or registered mail, postage prepaid, by means of prepaid private delivery systems,
or by facsimile or email transmission showing a valid delivery receipt if a hard copy of the same is followed
by delivery through the U.S. mail or by private delivery systems, addressed as follows:
CITY OF TEMPE:
City of Tempe - City Engineer
31 E. 5'h St.
Tempe, AZ 85281
Phone: (480) 350-8200
With copies to:
Tempe City Attorney's Office
21 E. 6th St., Suite#1201
Tempe, AZ 85281
Phone: (480) 350-8227
Crown Castle:
CROWN CASTLE NO WEST LLC
c/o Crown Castle
2000 Corporate Drive
Canonsburg, PA 15317-8564
Attn: Ken Simon, General Counsel
(724) 416-2000
with a copy which shall not constitute legal notice to:
CROWN CASTLE NO WEST LLC
c/o Crown Castle
2000 Corporate Drive
Canonsburg, PA 15317-8564
Attn: Small Cell Contracts Administration
(724) 416-2000
38.2 Unofficial notice may also be given by e-mail to a designated representative of a Party.
38.3 Either party may from time to time designate any other address for this purpose by written notice
to the other party in the manner set forth above.
38.4 Crown Castle shall notify the City within ten (10) business days of any change in mailing address.
SECTION 39. Penalties for Violation of Terms
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Crown Castle ROW Use Agreement 2016
39.1 City may pursue any remedy at law, including but not limited to injunctive relief, civil trespass,
and withholding other City permits and authorizations until Crown Castle complies with the terms of the
Agreement or the applicable law.
39.2 Such remedies are cumulative and may be pursued in the alternative.
SECTION 40. Governing Law
It is mutually understood and agreed that this Agreement shall be governed by the laws of the State of
Arizona, both as to interpretation and performance. Any action at law, suit in equity, or judicial proceeding
for the enforcement of this Agreement or any provision thereof shall be instituted only in the courts located
within Maricopa County, Arizona, including federal court.
SECTION 41. Partial Invalidity
If any section, paragraph, subdivision, clause, phrase or provision of this Agreement shall be adjudged
invalid or unenforceable, or is preempted by federal or state laws or regulations, the same shall not affect
the validity of this Agreement as a whole or any part of the provisions of this Agreement other than the part
adjudged to be invalid, unenforceable or preempted.
SECTION 42. Non-Waiver
Crown Castle shall not be excused from complying with any of the terms and conditions of this Agreement
by any failure of City upon any one or more occasions to insist upon or to seek compliance with any such
terms or conditions.
SECTION 43. Force Majeure
With respect to any provision of this Agreement, the violation or non-compliance of which could result in
the imposition of a financial penalty, forfeiture or other sanction upon Crown Castle, such violation or non-
compliance shall be excused where such violation or non-compliance is the result of acts of God, war, civil
disturbance, strike or other labor unrest, or other events, the occurrence of which was not reasonably
foreseeable by Crown Castle and is beyond its reasonable control.
SECTION 44. Dispute Resolution
44.1 If any dispute or claim arises out of the interpretation, performance or breach of this Agreement,
the Parties agree that upon the written demand of either Party, they will meet within two (2) weeks of such
demand to attempt in good faith to resolve the dispute. The meeting will be attended by representatives of
both Parties having the authority to resolve the dispute.
44.2 If the Parties fail to resolve the dispute, then the Parties agree that the dispute may be resolved
through mediation. If mediation is agreed to by the disputing Parties, the disputing Parties shall mutually
agree upon the services of one (1) mediator. The costs of mediation, including any mediator's fees and the
costs for the use of the facilities during the meetings (if any) shall be born equally by the Parties. Each
Party's costs and expenses will be borne by the Party incurring them.
44.3 If the dispute is not resolved within a reasonable time, the disputing Parties shall be free to use
other remedies such as nonbinding arbitration or litigation to resolve the dispute.
SECTION 45. Amendments, Modifications or Supplements
36
Crown Castle ROW Use Agreement 2016
2016.
Crown Castle NO West LLC
a Delaware limited liability company,
Name: Reel flaostki
Title: VP/Gellert& Mame,
Date:
This Agreement may not be amended, modified or supplemented except by an authorized representative of
each party in a written agreement signed by both Parties. The City Manager or designee shall be considered
to be an authorized representative for the City.
SECTION 46. Exhibits
All Exhibits referred to in this Agreement and any addenda, attachments, and schedules which may, from
time to time, be referred to in any duly executed amendment to this Agreement are by such reference
incorporated in this Agreement and shall be deemed a part of this Agreement.
SECTION 47. Survival
Upon termination of this Agreement, no new site licenses will be issued and permission for the Small Cells
or DAS to occupy space on the Poles or be in the ROW will terminate at the end of individual site license
Term as applicable. However, all other terms and conditions of this Agreement shall survive and govern
with respect to any remaining site license in effect until their expiration or termination, including any
Section of this Agreement that must survive termination to fulfill its essential purpose. Notwithstanding
anything herein, after the expiration of this Agreement, its terms and conditions shall survive and govern
with respect to any remaining site license in effect until their expiration or termination.
This Agreement executed this day of
City of Tempe,
An Arizona municipal corporation
Mark W. Mitchell, Mayor
ATTEST:
Brigitta M. Kuiper, City Clerk
APPROVED AS TO FORM:
Judith R. Baumann, City Attorney
37
Crown Castle ROW Use Agreement 2016
Exhibit Al— DAS Pole Attachment Site License Template
Exhibit A2 — DAS Site License Template
Exhibit A3— Small Cell Pole Attachment Site License Template
Exhibit A4 — Small Cell Site License Template
Exhibit B — Conduit and Fiber Optic Cable Site License Template
38
Crown Castle ROW Use Agreement 2016
ExhThitAl
DAS Pole Attachment Site License Template
(City-Owned Pole/Replacement Pole)
Company Name:
Crown Castle NG West LLC
Site Identification Name or Number:
Distributed Antenna System (DAS)
Pole Attachment Site License for Special Use
C201 -
This Distributed Antenna System (DAS) Pole Attachment Site License for Special Use
("Attachment Site License") is effective this 1st day of , 201 , by and between City
of Tempe, an Arizona municipal corporation ("City") and Crown Castle NG West LLC, a Delaware
limited liability company ("Crown Castle").
RECITALS
A. City and Crown Castle have entered into a master Right-of-Way Use Agreement C2016-
dated , 2016 ("ROW Use Agreement"), which sets out certain defined
terms and conditions for use of the ROW and attachment to Poles (as defined).
B. Crown Castle desires to install, own, operate and lease a Distributed Antenna System (DAS)
on a certain City-owned Pole(s) in the ROW identified below subject to the requirements of
this Attachment Site License and the ROW Use Agreement
C. In order to install the DAS antennas and related Communications Equipment, Crown Castle
desires to construct supporting improvements and perform all other work shown on the Site
Plan submitted to the City (collectively the "Project").
Therefore, the Parties agree as follows:
Pole Attachment Site License Terms
1. ROW Use Agreement Incorporated. To the extent applicable, the provisions of the ROW Use
Agreement between the City and the Crown Castle are all incorporated here by reference as ifs et
out in full. Capitalized terms used but not defined in this Attachment Site License shall have the
meanings assigned by the ROW Use Agreement. Crown Castle shall comply with the use
restrictions set out in the ROW Use Agreement.
2. Scope of Permission. This Attachment Site License allows Crown Castle to use certain limited
portions of the ROW and is issued pursuant to Section 29-19(b) of the Tempe City Code to the
extent of granting permission for use of the ROW but not to allow obstruction of traffic or
alteration of City's improvements. Before performing any work in, on, above or under the ROW,
Crown Castle shall obtain any other relevant permits and pay related fees, as applicable relating
to work in the ROW. Unless otherwise stated, this Attachment Site License is approved for only
one tenant of the DAS as identified below. No additional tenants can be added to the DAS
1
without getting express permission from the City to use the ROW and applying for all applicable
permits and paying all related fees.
3. Tenancy. The DAS tenant is
4. ROW Use Area. City holds an interest in land comprising street ROW located at
("ROW Use Area"). The ROW Use Area is
currently improved with an approximately foot tall street light Pole owned by City.
The portions of the ROW Use Area that this Attachment Site License allows Crown Castle to use
are defined in the package of maps and related materials (the "Site Plan") attached hereto as
Exhibit 1. Crown Castle shall have no rights in adjacent land or ROW. Crown Castle's rights in
the Use Areas are limited to the specific rights created by the ROW Use Agreement and this
Attachment Site License.
5. Site Plan. It is the Crown Castle's responsibility before signing this Attachment Site License to
ensure that the Site Plan correctly shows the work that Crown Castle intends to perform, that the
Site Plan correctly shows all improvements and equipment that Crown Castle intends to be
located on the ROW Use Areas, and that all areas of the ROW that will be occupied are
identified. The elevations and locations actually occupied by any antennas and their supporting
brackets must be identified, clearly defined and correctly labeled on the Site Plan. Any proposed
generators of any type (whether permanent or temporaly) must be identified, clearly defined as to
specific dimensions and plan for usage and correctly labeled on the Site Plan. Any fiber optic
cable within the Pole must be identified and the placement as such must be approved by the City.
5.1 Any work, improvements or equipment not conforming to all the foregoing is
prohibited, even if it is clearly shown on the Site Plan or discussed between the Parties.
5.2 Crown Castle does not have exclusive rights to any portion of the Use Areas,
unless the City has specifically agreed to give such exclusive rights as shown by an
exhibit to this Attachment Site License detailing the exclusive rights area(s).
5.3 Notwithstanding anything in this Attachment Site License to the contrary, the
DAS and related Communications Equipment excludes any item not shown on the Site
Plan.
5.4 Any refinement or other change to the Site Plan after the City executes this
Agreement is void, unless the Crown Castle obtains City's approval of the change
pursuant to the City's plan approval processes and pursuant to all applicable regulatory
requirements.
6. Generators. Any generators in the Use Areas must be specifically approved by the City.
Generators must be equipped with well-maintained mufflers and comply with all federal, state,
and local laws and regulations. Exercising a fixed generator must be confined to not more than a
single session of one (1) hour or less each calendar month between the hours of 9 a.m. and 6 p.m.
on a day that is not a weekend or holiday. No portable generators can be used except when power
to the Communications Equipment is down during an emergency. In such case, the portable
generator will need to be removed within four (4) hours after the power has been restored.
7. Enclosure. The volume of the Enclosure and the above ground portion of its pad as shown in the
Site Plan is cubic feet. The location, size, and appearance of the related ground -
2
based equipment (radios, batteries, etc.), enclosures, cabinets, and pedestals shall be as follows:
8. Completion Deadline. Crown Castle shall complete the Project and put the DAS and related
Communications Equipment in full operation no later than one year from the date of the
Development Plan Review completion.
9. Term of Agreement. The term of this Attachment Site License begins as of the date indicated
above, which will be the first day of the month following the full execution of this Attachment
Site License (the "Commencement Date") and shall be for an initial term of ten (10) years
("Initial Term"). This Attachment Site License shall automatically be extended for two (2)
successive five (5) year renewal terms (each, a "Renewal Term") unless Crown Castle notifies the
City in writing of Crown Castle's intent not to renew the Attachment Site License at least thirty
(30) days prior to the expiration of the then current term. The City will have the ability to
terminate this Attachment Site License as provided by Section 30 of the ROW Use Agreement.
10. Payments. Crown Castle shall pay to City the amount required by Section 23.2.3 of the ROW
Use Agreement, which annual amount is initially $ (the "Fee"), plus a City
transaction privilege tax ("TPT") of 1.8% (or the current applicable rate) pursuant to Section 23.8
of the ROW Use Agreement, which TPT amount is $ . Accordingly, the total initial
payment due for 201 is $
11. Insurance. Crown Castle will provide evidence of the insurance coverage required by Section 24
of the ROW Use Agreement and the Certificate(s) of Insurance required by Subsection I of
Section 24 will be attached as Exhibit 2 to this Attachment Site License.
12. City's Notice Information.
Unless and until City give notice otherwise, any notices relating to this Attachment Site License
shall be sent to:
City of Tempe
ATTN: City Engineer
31 E. 5th St., Garden Level
Tempe, AZ 85281
(480) 350-8200
13. Crown Castle's Notice Information.
13.1 Crown Castle's network operations c enter phone number shall be (888) 632-0931.
13.2 Unless and until Crown Castle gives notice otherwise, any notices relating to this
Attachment Site License shall be sent to:
Crown Castle NG West LLC
c/o Crown Castle USA Inc.
2000 Corporate Drive
Canonsburg, PA 15317-8564
Attn: E. Blake Hawk, General Counsel, Legal Department
With a copy which shall not constitute legal notice to:
3
Crown Castle NO West LLC
c/o Crown Castle USA Inc.
2000 Corporate Drive
Canonsburg, PA 15317-8564
Attn: SCN Contracts Management
13.3 Crown Castle's billing address for any billing invoices is:
Crown Castle NG West LLC
c/o Crown Castle USA Inc.
Attn:
Site Name:
14. Reservation of Rights. City desires to reserve rights to construct and use and allow others to
construct and use all manner of additional improvements upon the Use Areas and the ROW
subject to the requirements of this Attachment Site License and the ROW Use Agreement and the
rights granted to Crown Castle under those.
This Attachment Site License has been executed as of the date signed by the City below.
Crown Castle NG West LLC
a Delaware limited liability company,
13Y:
Name: Rod Hanson
Title: VP/General Manager, SCN, West Region
Dated:
City of Tempe,
An Arizona municipal corporation
Name:
Title:
Dated:
Exhibit 1 - Site Plan
Exhibit 2 — Certificate of Insurance
4
Exhibit A2
DAS Site License Template
(Third Party-Owned Pole)
Company Name:
Crown Castle NG West LLC
Site Identification Name or Number:
Distributed Antenna System (DAS)
Site License for Special Use
C201 -
This Distributed Antenna System (DAS) Site License for Special Use ("Site License") is effective
this 1st day of , 201 , by and between City of Tempe, an Arizona municipal
corporation ("City") and Crown Castle NG West LLC, a Delaware limited liability company ("Crown
Castle").
RECITALS
A. City and Crown Castle have entered into a master Right-of-Way Use Agreement C2016-
dated , 2016 ("ROW Use Agreement"), which sets out certain defined
terms and conditions for use of the ROW.
B. Crown Castle desires to install, own, operate and lease a Distributed Antenna System (DAS)
in the portion of the ROW identified below subject to the requirements of this Site License
and ROW Use Agreement.
C. In order to install the DAS antennas and related Communications Equipment, Crown Castle
desires to construct supporting improvements and perform all other work shown on the Site
Plan submitted to the City (collectively the "Project").
Therefore, the Parties agree as follows:
Site License Terms
1. ROW Use Agreement Incorporated. To the extent applicable, the provisions of the ROW Use
Agreement between the City and the Crown Castle are all incorporated here by reference as if set
out in full. Capitalized terms used but not defined in this Site License shall have the meanings
assigned by the ROW Use Agreement. Crown Castle shall comply with the use restrictions set
out in the ROW Use Agreement.
2. Scope of Permission. This Site License allows Crown Castle to use certain limited portions of the
ROW and is issued pursuant to Section 29-19(b) of the Tempe City Code to the extent of granting
permission to be in the ROW. Before performing any work in, on, above or under the ROW,
Crown Castle shall obtain any other relevant permits and pay related fees, as applicable relating
to work in the ROW. Unless otherwise stated, this Site License is approved for only one tenant of
the DAS as identified below. No additional tenants can be added to the DAS without getting
express permission from the City to use the ROW and applying for any applicable permits and
paying all related fees.
1
3. Tenancy. The DAS tenant is
4. The ROW is currently improved with an approximately foot tall [electrical] [light]
[antenna support] pole ("Pole").
5. The Pole is owned by ("Pole Owner") and is located on the ROW at
[address].
6. Crown Castle has entered into a pole attachment agreement with Pole Owner dated
, 20 whereby Crown Castle has obtained permission from Pole Owner to use
the Pole in the manner described in this Agreement.
7. The portion of the ROW containing the Pole is identified in the package of maps and related
materials (the "Site Plan") attached hereto as Exhibit 1. Crown Castle shall have no rights in
adjacent land or additional ROW. Crown Castle's rights are limited to the specific rights created
by the ROW Use Agreement and this Site License. In order to install the DAS, Crown Castle
desires to construct supporting improvements and perform all work shown on the Site Plan.
8. Site Plan. It is the Crown Castle's responsibility before signing this Site License to ensure that
the Site Plan correctly shows the work that Crown Castle intends to perform, that the Site Plan
correctly shows all improvements and equipment that Crown Castle intends to be located in the
ROW and that all areas of the ROW that will be occupied are identified. The elevations and
locations actually occupied by any antennas and their supporting brackets must be identified,
clearly defined and correctly labeled on the Site Plan. Any proposed generators of any type
(whether permanent or temporary) must be identified, clearly defined as to specific dimensions
and plan for usage and correctly labeled on the Site Plan. Any fiber optic cable within the Pole
must be identified and the placement as such must be approved by the City.
8.1 Any work, improvements or equipment not conforming to all the foregoing is
prohibited, even if it is clearly shown on the Site Plan or discussed between the Parties.
8.2 Crown Castle does not have exclusive rights to any portion of the ROW, unless
the City has specifically agreed to give such exclusive rights as shown by an exhibit to
this Site License detailing the exclusive rights area(s).
8.3 Notwithstanding anything in this Site License to the contrary, the DAS and
related Communications Equipment excludes any item not shown on the Site Plan.
8.4 Any refinement or other change to the Site Plan after the City executes this
Agreement is void, unless the Crown Castle obtains City's approval of the change
pursuant to the City's plan approval processes and pursuant to all applicable regulatory
requirements.
9. Generators. Any generators in the Use Areas must be specifically approved by the City.
Generators must be equipped with well-maintained mufflers and comply with all federal, state,
and local laws and regulations. Exercising a fixed generator must be confined to not more than a
single session of one (1) hour or less each calendar month between the hours of 9 a.m. and 6 p.m.
on a day that is not a weekend or holiday. No portable generators can be used except when power
to the Communications Equipment is down during an emergency. In such case, the portable
generator will need to be removed within four (4) hours after the power has been restored.
2
10. Enclosure. The volume of the Enclosure and the above ground portion of its pad as shown in the
Site Plan is cubic feet. The location, size, and appearance of the related ground-
based equipment (radios, batteries, etc.), enclosures, cabinets, and pedestals shall be as follows :
11. Term of Agreement. The term of this Site License begins as of the date indicated above, which
will be the first day of the month following the full execution of this Site License (the
"Commencement Date") and shall be for an initial term of ten (10) years ("Initial Term"). This
Site License shall automatically be extended for two (2) successive five (5) year renewal terms
(each, a "Renewal Term") unless Crown Castle notifies the City in writing of Crown Castle's
intent not to renew the Site License at least thirty (30) days prior to the expiration of the then
current term. The City will have the ability to terminate this Site License as provided by Section
30 of the ROW Use Agreement.
12. Payments. Crown Castle shall pay to the City the amount required by Section 23.2.2.2 of the
ROW Use Agreement, which shall be adjusted annually as provided by Section 23.2.2.1.1 of the
ROW Use Agreement. The adjusted new amount will be effective on each anniversary date of
the Commencement Date of this Site License. The initial amount of the fee is
12.1 Crown Castle is also responsible for payment of any applicable permit or WCF fees owed
for associated ground and other equipment installed in the ROW in the amount of
pursuant to Section 23.2.2.3 of the ROW Use Agreement.
13. Insurance. Crown Castle will provide evidence of the insurance coverage required by Section 24
of the ROW Use Agreement and the Certificate(s) of Insurance required by Subsection I of
Section 24 will be attached as Exhibit 2 to this Site License.
14. City's Notice Information.
Unless and until City give notice otherwise, any notices relating to this Site License shall be sent
to:
City of Tempe
ATTN: City Engineer
31 E. 5th St., Garden Level
Tempe, AZ 85281
(480) 350-8200
15. Crown Castle's Notice Information.
15.1 Crown Castle's network operations center phone number shall be (888) 632-0931.
15.2 Unless and until Crown Castle gives notice otherwise, any notices relating to this Site
License shall be sent to:
Crown Castle NG West LLC
c/o Crown Castle USA Inc.
2000 Corporate Drive
Canonsburg, PA 15317-8564
Attn: E. Blake Hawk, General Counsel, Legal Department
3
With a copy which shall not constitute legal notice to:
Crown Castle NG West LLC
c/o Crown Castle USA Inc.
2000 Corporate Drive
Canonsburg, PA 15317-8564
Attn: SCN Contracts Management
15.3 Crown Castle's billing address for any billing invoices is:
Crown Castle NO West LLC
c/o Crown Castle USA Inc.
Attn:
Site Name:
16. Reservation of Rights. City desires to reserve rights to construct and use and allow others to
construct and use all manner of additional improvements upon the Use Areas and the ROW
subject to the requirements of this Site License and the ROW Use Agreement and the rights
granted to Crown Castle under those.
This Site License has been executed as of the date signed by the City below.
Crown Castle NG West LLC
a Delaware limited liability company,
By:
Name: Rod Hanson
Title: VP/General Manager, SCN, West Region
Date:
City of Tempe,
An Arizona municipal corporation
Name:
Title: _
Dated:
Exhibit 1 - Site Plan
Exhibit 2 — Certificate of Insurance
4
Exhibit A3
Small Cell Pole Attachment Site License Template
(City-Owned Pole/Replacement Pole)
Company Name:
Crown Castle NG West LLC
Site Identification Name or Number:
Small Cell Pole Attachment
Site License for Special Use
C201 -
This Small Cell Pole Attachment Site License for Special Use ("Attachment Site License") is
effective this 1st day of , 201 , by and between City of Tempe, an Arizona
municipal corporation ("City") and Crown Castle NG West LLC, a Delaware limited liability company
("Crown Castle").
RECITALS
A. City and Crown Castle have entered into a master Right-of-Way Use Agreement C2016-
dated , 2016 ("ROW Use Agreement"), which sets out certain defined
terms and conditions for use of the ROW and attachment to Poles (as defined).
B. Crown Castle desires to install a Small Cell on certain City-owned Pole(s) in the ROW
identified below subject to the requirements of this Attachment Site License and the ROW
Use Agreement.
C. In order to install the Small Cell and related Communications Equipment, Crown Castle
desires to construct supporting improvements and perform all other work shown on the Site
Plan submitted to the City (collectively the "Project").
Therefore, the Parties agree as follows:
Pole Attachment Site License Terms
1. ROW Use Agreement Incorporated. To the extent applicable, the provisions of the ROW Use
Agreement between the City and the Crown Castle are all incorporated here by reference as if set
out in full. Capitalized terms used but not defined in this Attachment Site License shall have the
meanings assigned by the ROW Use Agreement. Crown Castle shall comply with the use
restrictions set out in the ROW Use Agreement.
2. Scope of Permission. This Attachment Site License allows Crown Castle to use certain limited
portions of the ROW Parcel and is issued pursuant to Section 29-19(b) of the Tempe City Code to
the extent of granting permission for use of the ROW but not to allow obstruction of traffic or
alteration of City's improvements. Before performing any work in, on, above or under the ROW,
Crown Castle shall obtain any other relevant permits and pay related fees, as applicable relating
to work in the ROW. Unless otherwise stated, this Attachment Site License is approved for only
one Small Cell to be used by a single wireless provider as identified below. No additional Small
1
Cells can be placed in the ROW Parcel without getting express permission from the City to use
the ROW and applying for all applicable permits and paying all related fees.
3. Tenancy. The Small Cell tenant is
4. ROW Parcel. City holds an interest in a parcel of land (the "ROW Parcel") comprising street
ROW located at . The ROW Parcel is
currently improved with an approximately foot tall street light Pole owned by City.
The portions of the ROW Parcel that this Attachment Site License allows Crown Castle to use
("Use Areas") are defined in the package of maps and related materials (the "Site Plan") attached
hereto as Exhibit 1. Crown Castle shall have no rights in adjacent land or ROW. Crown Castle's
rights in the Use Areas are limited to the specific rights created by the ROW Use Agreement and
this Attachment Site License.
5. Site Plan. It is the Crown Castle's responsibility before signing this Attachment Site License to
ensure that the Site Plan correctly shows the work that Crown Castle intends to perform, that the
Site Plan correctly shows all improvements and equipment that Crown Castle intends to be
located on the Use Areas, and that all areas of the ROW Parcel that will be occupied are
identified. The elevations and locations actually occupied by any antennas and their supporting
brackets must be identified, clearly defined and correctly labeled on the Site Plan. Any proposed
generators of any type (whether permanent or temporary) must be identified, clearly defined as to
specific dimensions and plan for usage and correctly labeled on the Site Plan. Any fiber optic
cable within the Pole must be identified and the placement as such must be approved by the City.
5.1 Any work, improvements or equipment not conforming to all the foregoing is prohibited,
even if it is clearly shown on the Site Plan or discussed between the Parties.
5.2 Crown Castle does not have exclusive rights to any portion of the Use Areas, unless the
City has specifically agreed to give such exclusive rights as shown by an exhibit to this Site
License detailing the exclusive rights area(s).
5.3 Notwithstanding anything in this Attachment Site License to the contrary, the Small Cell
and related Communications Equipment excludes any item not shown on the Site Plan.
5.4 Any refinement or other change to the Site Plan after the City executes this Agreement is
void, unless the Crown Castle obtains City's approval of the change pursuant to the City's plan
approval processes and pursuant to all applicable regulatory requirements.
6. Generators. Any generators in the Use Areas must be specifically approved by the City.
Generators must be equipped with well-maintained mufflers and comply with all federal, state,
and local laws and regulations. Exercising a fixed generator must be confined to not more than a
single session of one (1) hour or less each calendar month between the hours of 9 a.m. and 6 p.m.
on a day that is not a weekend or holiday. No portable generators can be used except when power
to the Communications Equipment is down during an emergency. In such case, the portable
generator will need to be removed within four (4) hours after the power has been restored.
7. Enclosure. The volume of the Enclosure and the above ground portion of its pad as shown in the
Site Plan is cubic feet. The location, size, and appearance of the related ground-
based equipment (radios, batteries, etc.), enclosures, cabinets, and pedestals shall be as follows:
2
8. Completion Deadline. Crown Castle shall complete the Project and put the Small Cell and related
Communications Equipment in full operation no later than one year from the date of the
Development Plan Review completion.
9. Term of Agreement. The term of this Attachment Site License begins as of the date indicated
above, which will be the first day of the month following the full execution of this Attachment
Site License (the "Commencement Date") and shall be for an initial term of ten (10) years
("Initial Term"). This Attachment Site License shall automatically be extended for two (2)
successive five (5) year renewal terms (each, a "Renewal Term") unless Crown Castle notifies the
City in writing of Crown Castle's intent not to renew the Attachment Site License at least thirty
(30) days prior to the expiration of the then current term. The City will have the ability to
terminate this Attachment Site License as provided by Section 30 of the ROW Use Agreement.
10. Payments. Crown Castle shall pay to City the amount required by Section 23.2.3 of the ROW
Use Agreement, which annual amount is initially $ (the "Fee"), plus a City
transaction privilege tax ("TPT") of 1.8% (or the current applicable rate) pursuant to Section 23.8
of the ROW Use Agreement, which TPT amount is $ . Accordingly, the total initial
payment due for 201 is $
11. Insurance. Crown Castle will provide evidence of the insurance coverage required by Section 24
of the ROW Use Agreement and the Certificate(s) of Insurance required by Subsection 1 of
Section 24 will be attached as Exhibit 2 to this Attachment Site License.
12. City's Notice Information.
Unless and until City give notice otherwise, any notices relating to this Attachment Site License
shall be sent to:
City of Tempe
ATTN: City Engineer
31 E. 5th St., Garden Level
Tempe, AZ 85281
(480) 350-8200
13. Crown Castle's Notice Information.
13.1 Crown Castle's network operations center phone number shall be (888) 632-0931.
13.2 Unless and until Crown Castle gives notice otherwise, any notices relating to this
Attachment Site License shall be sent to:
Crown Castle NG West LLC
c/o Crown Castle USA Inc.
2000 Corporate Drive
Canonsburg, PA 15317-8564
Attn: E. Blake Hawk, General Counsel, Legal Department
With a copy which shall not constitute legal notice to:
Crown Castle NG West LLC
do Crown Castle USA Inc.
3
2000 Corporate Drive
Canonsburg, PA 15317-8564
Attn: SCN Contracts Management
13.3 Crown Castle's billing address for any billing invoices is:
Crown Castle NG West LLC
c/o Crown Castle USA Inc.
Attn:
Site Name:
14. Reservation of Rights. City desires to reserve rights to construct and use and allow others to
construct and use all manner of additional improvements upon the Use Areas and the ROW
Parcel subject to the requirements of this Attachment Site License and the ROW Use Agreement
and the rights granted to Crown Castle under those.
This Attachment Site License has been executed as of the date signed by the City below.
Crown Castle NG West LLC
a Delaware limited liability company,
BY:
Name: Rod Hanson
Title: VP/General Manager, SCN, West Region
Date:
City of Tempe,
An Arizona municipal corporation
Name:
Title: _
Dated:
Exhibit 1 - Site Plan
Exhibit 2 — Copy of Certificate of Insurance
4
Exhibit A4
Small Cell Site License Template
(Third Party-Owned Pole)
Company Name:
Crown Castle NG West LLC
Site Identification Name or Number:
Small Cell
Site License for Special Use
C201 -
This Small Cell Site License for Special Use ("Site License") is effective this 1st day of
, 201 , by and between City of Tempe, an Arizona municipal corporation ("City")
and Crown Castle NG West LLC, a Delaware limited liability company ("Crown Castle").
RECITALS
A. City and Crown Castle have entered into a master Right-of-Way Use Agreement C2016-
dated , 2016 ("ROW Use Agreement"), which sets out certain defined terms
and conditions for use of the ROW.
B. Crown Castle desires to install a Small Cell in the portion of the ROW identified below
subject to the requirements of this Site License and ROW Use Agreement.
C. in order to install the Small Cell and related Communications Equipment, Crown Castle
desires to construct supporting improvements and perform all other work shown on the Site
Plan submitted to the City (collectively the "Project").
Therefore, the Parties agree as follows:
Site License Terms
1. ROW Use Agreement Incorporated. To the extent applicable, the provisions of the ROW Use
Agreement between the City and the Crown Castle are all incorporated here by reference as if set
out in full. Capitalized terms used but not defined in this Site License shall have the meanings
assigned by the ROW Use Agreement. Crown Castle shall comply with the use restrictions set
out in the ROW Use Agreement.
2. Scope of Permission. This Site License allows Crown Castle to use certain limited portions of the
ROW and is issued pursuant to Section 29-19(b) of the Tempe City Code to the extent of granting
permission to be in the ROW. Before performing any work in, on, above or under the ROW,
Crown Castle shall obtain any other relevant permits and pay related fees, as applicable relating
to work in the ROW. Unless otherwise stated, this Site License is approved for only one Small
Cell to be used by a single wireless provider as identified below. No additional Small Cells can
be placed in the ROW Parcel without getting express permission from the City to use the ROW
and applying for all applicable permits and paying all related fees.
3. Tenancy. The Small Cell tenant is
1
4. The ROW is currently improved with an approximately foot tall [electrical] [light]
[antenna support] pole ("Pole").
5. The Pole is owned by
[address.
("Pole Owner") and is located on the ROW at
6. Crown Castle has entered into a pole attachment agreement with Pole Owner dated
,20 _ whereby Crown Castle has obtained permission from Pole Owner to use
the Pole in the manner described in this Agreement.
7. The portion of the ROW containing the Pole is identified in the package of maps and related
materials (the "Site Plan") attached hereto as Exhibit 1. Crown Castle shall have no rights in
adjacent land or additional ROW. Crown Castle's rights are limited to the specific rights created
by the ROW Use Agreement and this Site License. In order to install the Small Cell, Crown
Castle desires to construct supporting improvements and perform all work shown on the Site
Plan.
8. Site Plan. It is the Crown Castle's responsibility before signing this Site License to ensure that
the Site Plan correctly shows the work that Crown Castle intends to perform, that the Site Plan
correctly shows all improvements and equipment that Crown Castle intends to be located in the
ROW and that all areas of the ROW that will be occupied are identified. The elevations and
locations actually occupied by any antennas and their supporting brackets must be identified,
clearly defined and correctly labeled on the Site Plan. Any proposed generators of any type
(whether permanent or temporary) must be identified, clearly defined as to specific dimensions
and plan for usage and correctly labeled on the Site Plan. Any fiber optic cable within the Pole
must be identified and the placement as such must be approved by the City.
8.1 Any work, improvements or equipment not conforming to all the foregoing is
prohibited, even if it is clearly shown on the Site Plan or discussed between the
Parties.
8.2 Crown Castle does not have exclusive rights to any portion of the ROW, unless the
City has specifically agreed to give such exclusive rights as shown by an exhibit to
this Site License detailing the exclusive rights area(s).
8.3 Notwithstanding anything in this Site License to the contrary, the Small Cell and
related Communications Equipment excludes any item not shown on the Site Plan.
8.4 Any refinement or other change to the Site Plan after the City executes this
Agreement is void, unless the Crown Castle obtains City's approval of the change
pursuant to the City's plan approval processes and pursuant to all applicable
regulatory requirements.
9. Generators. Any generators in the Use Areas must be specifically approved by the City.
Generators must be equipped with well-maintained mufflers and comply with all federal, state,
and local laws and regulations. Exercising a fixed generator must be confined to not more than a
single session of one (1) hour or less each calendar month between the hours of 9 a.m. and 6 p.m.
on a day that is not a weekend or holiday. No portable generators can be used except when power
to the Communications Equipment is down during an emergency. In such case, the portable
generator will need to be removed within four (4) hours after the power has been restored.
2
10. Enclosure. The volume of the Enclosure and the above ground portion of its pad as shown in the
Site Plan is cubic feet. The location, size, and appearance of the related ground-
based equipment (radios, batteries, etc.), enclosures, cabinets, and pedestals shall be as follows:
11. Term of Agreement. The term of this Site License begins as of the date indicated above, which
will be the first day of the month following the full execution of this Site License (the
"Commencement Date") and shall be for an initial term of ten (10) years ("Initial Term"). This
Site License shall automatically be extended for two (2) successive five (5) year renewal terms
(each, a "Renewal Term") unless Crown Castle notifies the City in writing of Crown Castle's
intent not to renew the Site License at least thirty (30) days prior to the expiration of the then
current term. The City will have the ability to terminate this Site License as provided by Section
30 of the ROW Use Agreement.
12. Payments. Crown Castle shall pay to the City the amount required by Section 23.2.2.2 of the
ROW Use Agreement, which shall be adjusted annually as provided by Section 23.2.2.1.1 of the
ROW Use Agreement. The adjusted new amount will be effective on each anniversary date of
the Commencement Date of this Site License. The initial amount of the fee is
$
12.1 Crown Castle is also responsible for payment of any applicable permit or WCF fees owed
for associated ground and other equipment installed in the ROW in the amount of
$ pursuant to Section 23.2.2.3 of the ROW Use Agreement.
13. Insurance. Crown Castle will provide evidence of the insurance coverage required by Section 24
of the ROW Use Agreement and the Certificate(s) of Insurance required by Subsection I of
Section 24 will be attached as Exhibit 2 to this Site License.
14. City's Notice Information.
Unless and until City give notice otherwise, any notices relating to this Site License shall be sent
to:
City of Tempe
ATTN: City Engineer
31 E. 5th St., Garden Level
Tempe, AZ 85281
(480) 350-8200
15. Crown Castle's Notice Information.
15.1 Crown Castle's network operations center phone number shall be (888) 632-0931.
15.2 Unless and until Crown Castle gives notice otherwise, any notices relating to this Site
License shall be sent to:
Crown Castle NG West LLC
c/o Crown Castle USA Inc.
2000 Corporate Drive
Canonsburg, PA 15317-8564
Attn: E. Blake Hawk, General Counsel, Legal Department
3
With a copy which shall not constitute legal notice to:
Crown Castle NG West LLC
c/o Crown Castle USA Inc.
2000 Corporate Drive
Canonsburg, PA 15317-8564
Attn: SUN Contracts Management
15.3 Crown Castle's billing address for any billing invoices is:
Crown Castle NO West LLC
c/o Crown Castle USA Inc.
Attn:
Site Name:
16. Reservation of Rights. City desires to reserve rights to construct and use and allow others to
construct and use all manner of additional improvements upon the Use Areas and the ROW
subject to the requirements of this Site License and the ROW Use Agreement and the rights
granted to Crown Castle under those.
This Site License has been executed as of the date signed by the City below.
Crown Castle NG West LLC
a Delaware limited liability company,
By:
Name: Rod Hanson
Title: VP/General Manager, SUN, West Region
Date:
City of Tempe,
An Arizona municipal corporation
Name:
Title: _
Dated:
Exhibit 1 - Site Plan
Exhibit 2— Certificate of Insurance
4
Exhibit B
Conduit and Fiber Optic Cable Site Licensefor Special Use Template
Company Name:
Crown Castle NG West LLC
Site Identification Name or Number:
Site License for Special Use of Public Right-Of-Way for
Conduit and Fiber Optic Cable Installation
C201 -
This Site License for Special Use of Public Right-of-Way for Conduit and Fiber Optic Cable
Installation ("Site License") is by and between City of Tempe, an Arizona municipal corporation ("City")
and Crown Castle NG West LLC, a Delaware limited liability company ("Crown Castle").
RECITALS
A City and Crown Castle have entered into a master Right-of-Way Use Agreement C2016-
dated , 2016 ("ROW Use Agreement"), which sets out certain defined
terms and conditions for occupation of the ROW with an underground Conduit System (as
defined).
B. Crown Castle desires to install, operate, maintain and repair a Conduit System to provide
backhaul to a DAS or Small Cell in the ROW subject to the requirements of this Site License
and the ROW Use Agreement.
C. City desires to grant to Crown Castle a license for special use to install such a Conduit
System in a portion of the ROW identified in this Site License subject to the requirements of
this Site License and the ROW Use Agreement.
Therefore, the Parties agree as follows:
Site License Terms
1. ROW Use Agreement Incorporated. To the extent applicable, the provisions of the ROW Use
Agreement between the City and the Crown Castle are all incorporated here by reference as if set
out in full. Capitalized terms used but not defined in this Site License shall have the meanings
assigned by the ROW Use Agreement. Crown Castle shall comply with the use restrictions set
out in the ROW Use Agreement.
2. Scope of Permission. This Site License allows Crown Castle to use a limited portion of the ROW
for its Conduit System and is issued pursuant to Section 29-19(b) of the Tempe City Code to the
extent of granting permission to occupy the ROW, but not to allow obstruction of traffic or
alteration of City's improvements. Before performing any work in, on, above or under the ROW,
Crown Castle shall obtain any other relevant permits and pay related fees, as applicable relating
to work in the ROW.
1
3. Conduit System Route. Crown Castle's Conduit System route is shown on Exhibit 1, which shall
be kept Confidential to the extent required by law. Total linear footage for this route is
I. f..
4. Ownership of Conduit. Crown Castle acknowledges ownership of the Conduit being installed or
has identified below the actual ow ner(s) of any existing Conduit being used for the route and the
length of such Conduit along the route:
A.
13.
[Identity of Conduit owner(s)]
If. [Identify' the length of the leased Conduit]
5. Ownership of Fiber. Should any portion of the Conduit System route be comprised of fiber leased
by Crown Castle, Crown Castle shall identify such portions of the route to the City along with
verification of the identity of the dark fiber provider through the provision of an agreement
between the parties or some other documentation sufficient to establish the dark fiber lease. Total
Crown Castle owned fiber linear footage for the Conduit System route is I. f.
6. Ownership of Electronics Lighting the Fiber. is the entity who will be
lighting the A and Z ends of the circuit to connect a Node to the central hub site.
7. Dark Fiber Lessee(s). Crown Castle will be leasing its dark fiber within the Conduit System
route to [Identity of lessee customer]
8. Route Expansion. If Crown Castle desires to expand the Conduit System route through additional
extensions on either end of the current route or through lateral connections to the existing route,
this Site License can be amended to include such additional footage and be signed by the City
Manager or designee.
9. Term of Agreement. The term of this Site License begins as of the date signed by the City below
(the "Commencement Date") and shall be for an initial term of ten (10) years ("Initial Term").
This Site License shall automatically be extended for two (2) successive five (5) year renewal
terms (each, a "Renewal Term"), unless Crown Castle notifies the City in writing of Crown
Castle's intent not to renew the Site License at least thirty (30) days prior to the expiration of the
then current term. The City will have the ability to terminate this Site License as provided by
Section 30 of the ROW Use Agreement.
10. Payments. Crown Castle shall pay to City compensation for use of the ROW calculated as the
rate required by Section 23.2.2.1 of the ROW Use Agreement multiplied by the total linear
footage of ROW occupied by either Crown Castle owned Conduit as identified in Section 4 above
or Crown Castle owned fiber identified in Section 5 above, which annual amount is initially
$ (the "Fee"). Such Fee will be adjusted annually as provided in Section
23.2.2.1.1 upon the fiscal year rate adjustment. If part of Crown Castle's Conduit System route
involves leased Conduit containing Crown Castle owned dark fiber, the total annual fee will be
calculated based on the current rate multiplied by the total linear footage of Crown Castle owned
dark fiber.
11. Insurance. Crown Castle will provide evidence of the insurance coverage required by Section 24
of the ROW Use Agreement and the Certificate(s) of Insurance required by Subsection I of
Section 24 will be attached as Exhibit 2 to this Site License.
12. City's Notice Information.
2
Unless and until City give notice otherwise, any notices relating to this Site License shall be sent
to:
City of Tempe
ATTN: City Engineer
31 E. 5' St., Garden Level
Tempe, AZ 85281
(480) 350-8200
13. Crown Castle's Notice Information.
13.1 Crown Castle's network operations center phone number shall be (888) 632-0931.
13.2 Unless and until Crown Castle gives notice otherwise, any notices relating to this Site
License shall be sent to:
Crown Castle NO West LLC
c/o Crown Castle USA Inc.
2000 Corporate Drive
Canonsburg, PA 15317-8564
Attn: E. Blake Hawk, General Counsel, Legal Department
With a copy which shall not constitute legal notice to:
Crown Castle NO West LLC
c/o Crown Castle USA Inc.
2000 Corporate Drive
Canonsburg, PA 15317-8564
Attn: SCN Contracts Management
13.3 Crown Castle's billing address for any billing invoices is:
Crown Castle NG West LLC
c/o Crown Castle USA Inc.
Attn:
Site Name:
This Site License has been executed as of the date signed by the City below.
Crown Castle NG West LLC
a Delaware limited liability company,
By:
Name: Rod Hanson
Title: VP/General Manager, SCN, West Region
Date:
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City of Tempe,
An Arizona municipal corporation
Name:
Title: _
Dated:
Exhibit 1 — Confidential — Map of Conduit System Route
Exhibit 2 — Certificate of Insurance
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