HomeMy WebLinkAbout2006-03-13 06-101 ORDERCOUNCIL ACTION
Item Na OR 107
Date: Febroary13, 2006
Item/Subjecr. Order, Authorizing the City Manager and or Airport Director to Enter into a
Lease with Portland Cellular Partnership d/b/a Verizon Wireless.
Responsible Department: Airport
Commentary:
This Council Order will authorize a lease Agreement with Verizon Wireless to allow
Verizon to install various telecommunications equipment on a 240 square foot area of the
terminal buidling roof and to install up to 38 antennas (the size of smoke detectors)
throughout the terminal building. This will improve cellular reception within the
building. The initial term of the lease is for five years. Verizon will have the option to
renew the lease for up to four additional five year terms. The lease requires an annual
initial rent of $18,000 per year. Rents will increase 3% each year during during both the
initial and optional terms.
This lease has been reviewed and approved by the City Solicitor, and we would
recommend your approval. It should improve cellular service within the Airport Terminal
and provide the Airport with an annual revenue scream.
Rebecca L. Hupp
Department Head
Ms_nager_s,.Cpomments: TIC AzL&,.,ry�
. ^ City Manager
Associated Information:
Rudget Approval:
Finance Direcmr
Legal Approval:
ity Solicitor
Introduced for
X Passage
_First Reading
Rehrral
Page _of_
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Assignd to Councilor D'8[ilto asxeh 13. 2006
f.'
CITY OF BANGOR
(TITLE.: Order, Authorizing the City Manager and/or the Airport Director to
Enter into a lease with Portland Cellular partnership O/b/a Verizon Wireless.
WHEREAS, Verizon Wireless desires to expand its coverage In the Bangor area and at
the airport;
WHEREAS, Verizon has requested to lease 240 SQFF on the terminal roof to house
equipment and to Install up to 38 antennas, the size of smoke deteCtors,
within the Airport terminal building; and
WHEREAS, Verizon will be investing over EI million in this project; and
WHEREAS, These additions will improve wireless cpmmunicatlon capabilities within the
terminal building while providing lease revenue to the Airport; and
WHEREAS, Verizon and the Airport desire to enter into a lease agreement,
NOW, THEREFORE, BE IT ORDERED BY THE CRY COUNCIL OF THE QTY OF
BANGOR that the City Manager and/or Airport Director is authorized to a Ima a lease
agreement, as attached, with Verizon.
IN: CITY COUNCIL -
March 17. 2006
# n_n
0RDHB
Y CI.H
IiIII,W Aathorisiog the City Manager and/or
the Airport Director to enter Into a Lea"
eith Yottlaod Cellular Partnership d/b/a
verizon Wireless
S, 1raw
BUILDING AND ROOFTOP LEASE AGREEMENT
This Agreement, made Nis day of 2005, between THE CITY OF
BANGOR, a municipal corporation, wish its principal offices located at 73 Harlow Street, Bangor,
Maine 04401, Tax ID R hereiraRer designated LESSOR (sometimes referred to as
"City') and PORTLAND CELLULAR PARTNERSHIP, a Maine general partnership d/b/a
Verizon Wireless with its principal offices at Igo Washington Valley Road, Bedminster, New
Jersey 09921, hereinafter designated LESSEE. The LESSOR and LESSEE are at times collectively
referred to hereinafter as the "Parties" or individually as me "Party".
WITNESSETH
WHEREAS, the LESSOR owns and operates the Bangor International Airport located at
287 Godfrey Boulevard, Burger, Maine 04401 (hereinafter the "Airport'); and
WHEREAS, LESSEE wishes to install a communications facility in the Airport's main
Terminal Building (hereinafter the "Terminal");
WHEREAS, LESSOR is willing to permit such installation, subject, however, to the
terms and conditions hereinafter set font;
NOW THEREFORE, in consideration of the mutual covenants contained herein and
intending to be legally bound hereby, me Parties herein agree as follows
LEASE AGREEMENT
1. PREMISES. LESSOR hereby, leases to LESSEE approximately two hundred forty
(240) square feet of space on the roof of the Terminal situated on the Airport for the placement of
LESSEE's 12 foot by 20 four equipment shelter in the location shown on Exhibit A attached hereto,
and suffieien space within me Termind for up to thirty-eight (38) interior ceiling mounted antennas
m be shown on LESSEE's detailed plans to be submitted to LESSOR as hereinafter provided,
together with she non-exclusive right for ingress and egress, seven ('i) days a week, twenty-four (24)
hours a day for me purpose of installation and maintenance of the leased premises, which roof
space, ceiling space and access are collectively referred to hereinafter as the "Premises". In
addition, LESSEE shall have the right N connect its equipment m the electrical system (including
backup power) serving the Terminal. In addition, if LESSEE defermines necessary, LESSEE may
install a microwave dish on the roof of the Terminal, in the approximate location shown on Exhibit
Aartachedbereto. Anysuch additional rooftopspace shall be considered apartofthe Premises.
LESSOR also giants to the LESSEE the right and sufficient space for the installation and
aintenence of wires, cables, cmddts and pipes as shown in Exhibit "A" rorming from the leased
roof space to the leased ceiling space, and between areas of the Premises to suitable utility
connection points.
Prior to installation of its facility and equipment hereunder, LESSEE slap consult with the
Airport Manager, or his designee, and provide a detailed play location and schedule for such
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installation which shall be subject to the approval of the Airport Manager, which approval shnll not
be unreasonably withheld or delayed. LESSEE shall use its diligent efforts net ro interfere with, and
to minimise any adverse impact upon, the day to day operations of the Airport and its use by Airport
and more personnel, Airport tenants and the public.
Nothing herein is intended nor shall it be construed to limit the Who rity of the LESSOR to
grant similar amargements on its property, including but not limited to the Terminal Building at the
Airport, to other providers of the same or similar services.
2. TERM ELECTRICAL. This Agreement shall be effective as of the date of
execution by both parties (the "Effective Date"), provided, however, the initial tern shall be for five
(5) years and shall commence on the Commencement Date (as hereinafter defined) at which pare
rental payments will be due at an mount mural of Eighteen Thousand Dollars ($18,00000) he be
paid in erlual monthly instalments on the first day of the month, in advance, to LESSOR or to such
other person, her or place as the LESSOR may, from time to time, designate in writing at least
thirty (30) days in advance of any rental payment date. The Commencement Date is defined as the
first(Ist)dayofthemonth followingthedmtethis Agreementisexecutedbythe Partiesortheftrst
(1st) day ofthe month followingthe date LESSEE is granted a building permit by the grvemmatud
agency charged with issuing such permits, whichever event occurs lest.
If permitted by the local utility company servicing the Premises, LESSEE shall fiarrab and
install an electrical submeter at the Premises for the measurement of electrical power used by
LESSEE's installation. LESSEE shall pay for its own power consumption used lorry (30) days
after receipt of an invoice firm LESSOR indicating the usage amount If there is not sufficient
utility or telephone service at the Terminal for LESSEE's use, then LESSOR shall allow such utility
or telephone companies b install any necessary upgrades to such service, provided the same shall
be solely at LESSEE's cost and at no cost to LESSOR.
3. EXTENSIONS. This Agreement shall automatically be extended for few (4)
additional five (5) year terms unless the LESSEE terminates it at the end of the then current term by
giving the LESSOR mitten notice of the intent to terminate at ]east six (6) months prior to the end
of the then current term.
4. ANNUAL RENTAL NCREASES. Rent will increase annually by three percent
(30/6) during the initial term and each renewal term effecfive on each anniversary date of the
Commencement Date.
S. ADDITIONAL EXTENSIONS. If at the end of the fourth (4') five (5) yew
extension term this Agreement has tot been terminated by either Parry by giving to the other written
notice of an intention to terminate it at least three (3) months prior to the ertd of such lower, this
Agreement shall continue in face upon the same covenants, terns and conditions for a father term
of five (5) yews and for five (5) year terms distemper until terminated by either Party by giving to
the other written notice of its intention to en roommate at least thrive (3) month; prior m the end of
such term. Rental during each such additional five (5) year term shall Increase annually by lgee
percent (3%) as set forth in Paragraph 4.
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b. USE GOVERNMENTAL APPROVALS. LESSEE shall use the Premises for the
puryose of constructing, maintaining and operating a communications facility and uses incidental
thimi LESSEE will maintain the leased portion of the roof in a weather right condition. All
improvements shall be az LESSEE'S expense and the installation of all improvements shall bei the
discretion and option of the LESSEE. LESSEE shall have the right to replace, repair, add or
otherwise modify its equipment or any portion thereof, whether the equipment is specified or not on
any exhibit attached hereto, during the Corm of this Agreement; provided, however, any such
replacement, addition or modification shall not adversely impact the Airport or the Terminal.
LESSEE will maintain the Premises in good condition, reasonable wear and tear excepted.
LESSOR will maintain the Terminal, excluding the Premises, in goad condition, reasonable went
and tear excepted. It is understood and speed that LESSEE's ability to use the Premises is
contingent upon its obtaining after the execution date of this Agreement all of the certificates,
permits and other approvals (collectively the "Governmental Approvals') that may be required by
any federal, state or local authorities as well as a satisfactory building structural analysis which will
permit LESSEES use ofthe Premises m set forth above. LESSOR shall cooperate with LESSEE in
its effort to obtain such approvals met shall take no action which would adversely afford the scams of
the Terminal with respect to the proposed use thereof by LESSEE In the event that any of such
applications for such Governmental Approvals should be finally rejected or LESSEE determines
that such Governmental Approvals may not be obtained in a timely manner or any Govermndid
Approval issued to LESSEE is canceled, expires, lapses, or is otherwise withdrawn or terminated by
governmental authority or that the LESSEE determines that the site is no longer technically
compatible for its use or that LESSEE, in its sole discretion, will be unable in use the Premises for
its intended purposes, LESSEE shall have the right to terminate this Agreement. Nonce of the
LESSEE's exercise of its right to terminate shall be given to LESSOR in writing by terrified mail,
rerun receipt voltmeter, and shall be effective upon the mailing of such nofics by the LESSEE All
words paid to said rumination date shall be retained by the LESSOR Upon snob rerrnination, this
Agreement shall become null and void and the Parties shall have no further obligations including
the payment of money, to each other.
7. INDEMNIFICATION. Each Party shall indemnify and hold the other harmless
against my claim of liability or loss from personal injury or property damage resulting from or
arising out of dee use and occupancy of the Premises or the Airport by the Party, its servants or
agents, excepting however, such clams or damages as may be due to or caused by the acts or
omissions of the other Party, or its servants or agents, subject to LESSOR's immunities under the
Maine Tort Claims Act, Title 14 § 8101, im seq..
For purposes of the foregoing indemnity, LESSOR and LESSEE each hereby expressly
waives any and all immunity it may have under Maine's Workers Compensation Ad in regard to
such claims made or asserted by the other party's agents, servants or employees.
Any mechmite lien filed against the Premises or Airport property by reason of my work
done by or on behalf of LESSEE, or my liens resulting from LESSEE's activities at the Armen,
shall be promptly discharged by LESSEE, at its own expense, by banding or otherwise. If LESSEE
should fail to discharge my such lien, LESSOR may do so at LESSEE's exp rmay and LESSEE
shall promptly reimburse LESSOR its reasonable costs and expenses in so doing.
06 101
8, INSURANCE. LESSOR and LESSEE each agree that at its own cost and expense,
each will natural comprehensive general liability and property liability insurance with liability
limits of not less than $1,000,000 for injury to or death of one or mora persons in any one
occurrence and $500,000 for damage or destruction to property in any one oecumence. LESSOR
agrees that LESSEE may self insure against any loss or damage which could be covered by a
comprehensive general public liability insurance policy.
9. ANNUAL TERMMATION. Notwithstanding anything to the contrary contained
herein, provided LESSEE is not in default hereunder and shall have paid all rents and surras due and
payable to the LESSOR by LESSEE, LESSEE shall have the right W terminate this Agreement
upon the annual mmiversary ofihis Agreement provided that three (3) months prior notice is given
the LESSOR. Upon such notice LESSEE shall pay to LESSOR a cancellation f of six (6) times
the that current monthly rent.
10. MTERFERENCE. LESSEE noose W have installed radio equipment of the type
and fiegoeney which will not cause measurable interference to the equipment existing as of the
Effective Date of the LESSOR or other lessees of the Airport, and will not cause measaable
intMaenee to equipment which may be installed in the future by the LESSOR which is required for
the aeronautical operations of the Airport or mandated by the federal government. In the event
LESSEE's equipment causes such interference, and after LESSOR has notified LESSEE of such
interference. LESSEE will take all saps rearessary, to correct and eliminate the interference.
LESSOR agrees that LESSOR and/or any other tenants of the Airport who currently have or in the
future take possession of the Airport will be permitted W install only such radio equipment that is of
the type and frequency which will not cause measurable mourfemce the existing equipment of the
LESSEE, except that LESSOR shall always have the right to install radio equipment required for
the aeronautical operedons of the Airport or mandated by the federal government. The Parties
acknowledge that there will not be an adequate remedy at law for non-compliance with the
provisions of this Paragraph and therefore, either Party shall have the right to specifically enforce
the provisions ofthis paregraph in a court ofwmpetempaisdiction.
11. REMOVAL UPON TERMINATION. LESSEE, open termination of the
Agreement, shall, within ninny (90) days, remove its equipment, fixtures and all personal properly
and restore the Premises to its original condition, reasonable wear and rear excepted. LESSOR
agrees and acknowledges that all of the egwpmenS fixtures and personal property of the LESSEE
shall remain the personal property of the LESSEE and the LESSEE shall have the right to remove
the same, whether or not said items we considered fixtures and attachments to real property tender
applicable law. If such time for removal causes LESSEE W remain on the Premises after
termination of this Agreement, LESSEE shall pay rent at the then existing monthly rate or on the
existing monthly pro-rau basis if base] upon a longer payment term, until such time as the removal
of the building, ardeenna structure, fixtures and all pointed! property are completed.
12. TAXES. The LESSEE agrees to pay, when due, any and all taxes author
assessments, fees or charges of any kind whmsoever, as may be imposed during the torr hereof,
or any extension of the term of this Agreement, by any govemmental authority upon the
Premises, including LESSEE's leasehold interest therein, any structures, or improvements
thereon, or any personal property located therein. It is expressly agreed that such taxes and
assessments shall include all amounts properly levied as real estate taxes upon the Premises by
The LESSOR notwidistanding its governmental privileges of exemption from natation on the
Premises, or structures, or improvements thereon, or on any personal property located therein
arising due to public ownership of the Premises by the City of Bangor, or otherwise; provided,
however, nothing herein shall in any way prohibit the LESSEE from exercising its rights under
the law to contest the amounts of such taxes, assessments, charges or ftts. LESSEE also waives
all rights under 36 M.H.S.A. § 556 to retain taxes paid by it out of rentals established under this
lease.
13. RIGHTS UPON SALE. Should the LESSOR, at any time during the tens of this
Agreement, decide in sell all or any pan of the Airport to apurchaser other than LESSEE, such sale
shall be under and subject to this Agreement and LESSEE's rights bereunder.
16. QUIET ENJOYMENT. LESSOR covenants that LESSEE, on paying the rent and
performing covenants shell peaceably and quietly have, hold and enjoy the Premises
15. TITLE. LESSOR covenants That LESSOR is seized of good and sufficient the and
interest to the Airport mid has full authority in enter into and execute this Agreement. LESSOR
Rather covenants that there are no other liens, judgments or impediments of title on the Airport, or
affecting LESSOR'S title to the same and that there are no cov rmnts, easements or restrictions
which prevent the use of the Premises by the LESSEE as act forth above, subject to compliance with
all applicable permittingrequiremenns, and to compliance with all applicable &Hemi, since and local
laws and regulations governing LESSEE's installation of its equipment and use and occupancy of
Oe Premises.
It is understood and agreed that title to the Premises is in Ne City of Bangor, provided,
however, that the Premises are a part of Bangor International Airport and this Agreement is
specifically made subject to any rights the United States of America or any agency thereof may
have under any regulation, law, deed, or other existing agreement in or To the leased premises
and the exercise of any sack right or rigbts in or to said premises, and should the United States of
America or any agency Hereof exeroise any such right or rights in or on said Premises, the
exercise of such right or rights shall not be considered to result in a breach by the City of any
covernarat or agreement hereunder. If in LESSEE's judgment the exercise of any such rights
under any regulation, law, deed, or other existing agreement would materially adversely impact
the use of the Premises by LESSEE, LESSEE shall have the right to terminate Ibis Agreement by
written notice to LESSOR, whereupon neither party shall have any fuller obligations hereunder,
except for those designated to survive the expiration or termination bereof.
16. HJTEGRATION. It is agreed and understood that this Agreement contains all
agreements, promises and understandings between the LESSOR and LESSEE and that no verbal or
oral agreements, promises or understandings shall be binding upon either the LESSOR or LESSEE
in any dispute, conrovasy or processing at law, and any addition, variation or modification to this
Agreement shall be void and implicative unless made in writing signed by the Paries. In the event
any provision of the Agreement is found to be invalid or unenforceable, such firiing shall not effect
the validity and enforceability of the remaining Provisions ofthis Agreement. Thefailureofeither
Party m insist upon strict performs ce of any of the terns or conditions of this Agreement or ro
06 i0i
access to the Premises as long its LESSEE is not in default of this Agreement beyond Ne applicable
cure period. LESSEE shall execute whatever instruments may reasonably be required to evidence
this adumbration clause. In the event the Airport is encumbered by a mortgage or other security
interest, the LESSOR immediately after this Agreement is executed, will obtain and famish to
LESSEE, anon -disturbance agreement for each such mortgage or other security interest in
recordable team. In the event the LESSOR defaults in the payment and/or other performance of any
mortgage or other security interest encumbering the Airport, LESSEE, may, at its sole option and
without obligation, cure or comet LESSOR's default and upon doing an, LESSEE shall be
subrogated to any and all rights, titles, liens and equities of the holders of such mortgage of security
interest and the LESSEE shall be entitled to deduct and setoff against all rens that may otherwise
become due under this Agreement the sums paid by LESSEE to cure or comet such defaults.
22. RECORDWG. LESSOR agrees to execute a Memorandum of this Lease
Agreement which LESSEE may twund calm the appropriate Registry of Deeds. The date set forth
n the Memorandum of Lease is for recording purposes only and bears no reference W
commencement ofaNer terra or retrtpeymedars
23. DEFAULT. Itlscovenantedaudagreed Nae
(1) If the LESSEE shall neglect or fail to pay the rent or other charges payable
hereunder and such default shall continue for a period of ten (10) days after written notice
thereof by LESSOR; or
(2) If LESSEE shall neglect or fall to perform or observe any of the whet
covenants, terms, provisions, or conditions on its part to be Rumored, or observed, and such
neglect or failure shall continue for a period of thirty (30) days after written notice thereof by
LESSOR, or if such covenants, terms, provisions or conditions cannot he performed! or observed
within said thirty (30) day period, if LESSEE fails W diligently prosecute the curing of such
neglect or failure; or
(3) If the estate hereby created shall be taken on execution or by other process of
law; or
(4) If any assignment shall be made of the property of the LESSEE for the benefit
of creditor s; or
(5) If a receiver, guardian, conservator, or trustee in bankruptcy, or other similar
officer shall be appointed to take charge of all or any substantial pmt of the LESSEE'S property
by a Court of competent jurisdiction, and such appointment shall not be dismissed within sixty
(60)days;
THEN, IN ANY OF SAID CASES OUTLINED ABOVE (notwithstanding my license of
any former breach of covenant or waiver of the benefit hereof or consent in a former insurance),
the LESSEE may be considered in default hereunder, and the LESSOR lawfully may,
immediately or at any time thereafter, and without demand or notice, enter into and upon Ne said
premises or any pan thereof in the name of the whole, and repossess the same as of the
Os 101
taxonomy of it rights under the Agreement shall not waive such rights and such Party shall have
the right to enforce such rights at any time and take such action as may be lawful and authorized
under this Agreement either in law or in equity.
17. GOVERNING LAW, This Agreement and the performance thereof shall be
granted, interpreted, construed and regulated by the laws of the State in which the Airport is
located.
18. ASSIGNMENT. This Agreement may be sold, assigned or trarefrmad by the
LESSEE without any approval or consent of the LESSOR to the LESSEE'S principal, affiliates,
subsidiaries of its principal or many entity which acquires all or substantially all of LESSEE'S
assets in the market defined by the Federal Communications Commission in which the Airport is
located by reason of a merger, acquisition or other b siness reorganization. As to other parties, this
Agreement may not be sold, assigned or transferred without the written consent of the LESSOR,
which such consent will not be unreasonably withheld or delayed
19. NOTICES. All notices hereunder must be in writing and shall be deemed validly
given if sent by confined mail, return receipt requested or by commercial comfier, provided the
courier's regular business is delivery service and provided Eder that it guaranies delivery to the
addressee by the end of the nest business day following the courier's receipt from the sender,
addressed as follows (or any other address that the Party to be notified may have designated to the
sender by like notice): .
LESSOR: Bangor Intentional Airport
287 Godfrey Boulevard
Bangor, Maine 04401
Arm: Airport Director
LESSEE: Portland Cellular Partnership
dWa Venom Wireless
180 Washington Valley Road
Bedminsta,New Jersey 07921
Attention: Network Real Estate
Notice shall be effective upon mailing or delivering the same to a commercial courier, as
permitted above.
20. SUCCESSORS. This Agreement shall extend to and bind the heirs, personal
representative, successors and assigns of the Parties hereto.
21. SUBORDINATION AND NON -DISTURBANCE. At LESSOR'S option, this
Agreement shall be subordinate to any mortgage or other security interest by LESSOR which from
time to time may encumber all or part of the Airport or right-of-way; provided, however, every such
mortgage or other security informat shall weri the validity of ills Agreement in the event of a
foreclosure of LESSOR'S interest and also LESSEE'S right to remain in occupancy of had have
LESSOR§ farmer estate, and expel the LESSEE and those claiming through or under it and
remove its or their effects (forcibly if necessary) without being deemed guilty of any manner of
trespass, and without prejudice f any remedies which might otherwise be used for arrears of rent
or preceding breach of covenant. Upon such entry, this Agreement shall terminate, and the
LESSEE shall be liable on pay as rrm, amounts equal to the several installments of rems and
other charges reserved as would have became due under this Agreement if this Agreement had
not been terminated or if the LESSOR had not entered or reemered as aforesaid.
Notwithstanding the foregoing, LESSEE 's liability shall not exceed the difference, if any,
between the rental which would have been due had there been no such termination, and the
Dunt being received by LESSOR as rent from any new tenant or occupant of said Premises. In
order to mitigate LESSEE'S damage hereunder, LESSOR agrees in make every reasonable effort
to secure subsequent tenants, a a rental equal to the then prevailing local rate for the Premises.
24. ENVIRONMENTAL.
a. LESSOR will be responsible for all obligations of compliance with any and all
omental and industrial hygime laws, including any regulations, guidelines, srardards, or
policies of any govermnermad authorities regulating or imposing standards of liability or standards of
conduct with regard to any enviroammtal or industrial hygiene conditions or contents as may now
or at any time hereafter be in effect, that are or were In my way related to activity now conducted
or, on, or in any way related to the Airport, unless such conditions or concerns are caused by the
activities of the LESSEE. LESSOR shall indemnify LESSEE from any and all costs, expense or
liability, of wbmever kind or nature, incurred by the LESSEE regarding any violation of
emormuncrial or industrial hygime laws, or associated conditions or concerns related to any
activities at the Airport that arc not or were not related to LESSEE's activities at the Airport. Such
costs shall be dinned in include, without limitation, LESSEE's costs of defending any suit filed by
any person, entity, agency, m governmental authority; paying any fines imposed in connection with
such suit; paying any judgments or otherwise sealing any damage claims; complying with my order
by a court of competent jurisdiction directing the LESSEE to take remedial action with respect to
such waste; and of all associated attorney's fees and costs.
d LESSEE hereby covenants and agrees that it shall not, during the term of this
Agreement, including any extorsion or renewal hereof, permanently place, cause to be placed,
deposit or discharge any hazardous waste upon the Premises, or upon any other portion of the
City's Bangor International Airport, and further expressly agrees that it shall indemnify the City
from my and all costs, expense or liability, of whatever kind or nature, incurred by the City in
detecting, evaluating, removing, treating, disposing of or otherwise responding to my hazardous
waste placed or deposited in violation of this paragraph by LESSEE.
LESSEE hereby covenants and agrees that it shall not, during the term of this Agreement,
including any extension or renewal hereof, violate any local, state or Federal regulation,
ordinance or statute pertaining to hazardous waste or hazardous material and further expressly
agrees that it shall indemnify the City from any and all costs, expense or liability, of whatever
kind or nature, mourned by the City for my such violation by LESSEE.
Such costs shall be deemed to include, without limitation, City's costs of defending any suit filed
Gs 101
by any person, entity, agency, or governmental authority; paying any fines imposed i
connection with such suit; paying any judgments or otherwise settling any damage claims;
complying with any order by a court ofeompetentjurisdarion directing the City to take remedial
action with respect to such waste; and of all associated attorney's fees and costs.
For the purposes of this parmingd, the term "hazardous waste" shall be deemed to include every
substance now or hereafter designated as a havardous waste under any provision of State o
Federal law. Such term shall not include properly stored, reasonable quantities of materials
commonly used in telecommunications operations, including back-up power sources such as
batteries and generator. LESSEE shall handle, store and dispose of any such materials it brings onto
the Premises in accordance with all federal, state and local laws and regulations. LESSEE's
obligations under this paragraph shall be deemed to survive the expiration or termination of this
Lease.
c. The LESSEE specifically agrees to make no claims in any form for damages or
reimbursements to the LESSOR or to the United States Government for any reason or cause
resulting from noise generated from airport uses.
25. CASUALTY. In the event of damage by fire or other casualty to the Premises that
cannot reasonably be expected to be ropaired within men -five (45) days following same or, if the
Airport is damaged by fire or other casualty so that such damage may reasonably be expected he
disrupt LESSEE's operations A the Premises for more than forty-five (45) days, then LESSEE may
at any time fallowing such fire or other casualty, provided LESSOR has not completed me
restoration required to permit LESSEE to resume its operation at the Premises, terminate this
Agreement upon ffieen(15) days written notice to LESSOR. Any such notice of Irradiation shall
cause this Agreement to expire with the same force and effect as though the date set forth in such
nonce were the date originally set as the expiration date of this Agreement and the parties shall
make an appropriate adjustment, as of such termination date, with respect m payments due to the
other under this Agreement Notwithnanding the foregoing, all rental shall abate during the period
of such fire or other casualty.
26. CONDEMNATION. 1n the event of any condemcotion of the Airport, LESSEE
may moderate this Agreement upon fifteen (15) days written notice to LESSOR if such
condemnation may reasonably be expected to disrupt LESSEE's mentations at the Premises fir
more than fogy -five (45) days. LESSEE may on its own behalf make a claim in any condemnation
proceeding involving the Premises for losses related to the moment, equipment, its relocation costs
and its damages and losses (but not for the loss of its leasehold interest). Any such notice of
termination shall cause this Agreement to expire with the same force and effect as though the dare
set but in such nonce were me date originally set as the expiration dare of the Agreement and the
parties shall make an appropriate adjustment as of such termination date with respect to payments
due to the order under this Agreement.
27. SUEMISSION OF AGREEMENT. The submission of this Agreement for
examination does not constitute am offer to lease the Premises and this Agreement becomes
effective only upon the Poll execution of this Agreement by me Peroes. If any provision herein is
invalid, it shall be considered deleted fiord this Agreement and shall not invalidate me remaining
101
provisions of this Agreement Each of the Parties hereto warrants w the other Man the person or
persons executing this Agreement on behalf of such Party has the full right, power and authority m
enter into and execute this Agreement on such Party's behalf and that no consent from any other
person or entity is necessary as a condition precedent to Ne legal effect ofthis Agreement.
28. APPLICABLE LAWS. LESSEE shall use the Premises as may be required or as
pmnined by applicable laws, rules and regulations. LESSOR agrees to keep the Airport in
conformance with all applicable, laws, rates and regulations and agrees to reasonably cooperate
with the LESSEE regarding any compliance required by the LESSEE in respect m its use of the
Premises.
LESSEE for itself, its personal representatives, successors in interest and assigns, and as
pan of Ore considerations hereof, does hereby covenant and agree that (1) no person or group of
persons shall be unlawfully excluded from the Premises or ftom employment on the grounds of
religion, color, gender, age, familial status, national origin, physical or mental disability, or
sexual orientation or in any other manner prohibited by law, or unlawfully excluded fiom
participation in, or denied the benefits of, or be otherwise subjected to unlawful discrimination in
the use or occupancy of said Premises; and (2) In the construction by LESSEE of all
improvements, buildings, structures, on, over or under such Premises and the furnishing of
services Hereon, no person or group of persons shall be unlawfully excluded on the grounds of
raw,religion, color, gender, age, familial owns, national origin, physical or mental disability, or
fa
sexual orientation from participation in, denied the benefits of, or be otherwise subjected in
unlawful discrimination. In the event of breach of any of the above nondiscrimination covenants,
the City shall have the right after failure of LESSEE 0 rectify such breach within thirty (30)
days after receipt of notice from the City, to terminate this Agreement and Lease. Provided,
however, that the City shall not have the right or terminate the Agreement and Lease under this
Article with respect to any complaint of discrimination which is pending final resolution or
adjudication before any agency or court ofthe Smte of Maine or the United States.
29. SURVIVAL The previsions of the Agreement relating miruemnification from one
Party to the other Perry shall survive any termination or expiration of this Agreement. Additionally,
any provisions of this Agreement which require perfonnarce subsequent to the termination or
explosion of "a Agreement shall also survive such unnum bon or expiration.
30. CAPTIONS. The captions contained in this Agreement are inserted for convenience
only and are not intended to be pan of the Agreement. They shall not affect or be utilized in the
concoction or interpretation of the Agreement.
IN WITNESS WHEREOF, the Parties hereto have so their hands and affixeJ their
respective seals the day and year first above written.
LESSOR:
CITY OF BANGOR
06 101
By:
WITNESS Print Name:
Its:
LESSEE:
PORTLAND CELLULAR PARTNERSHIP
d/b/a VERIZON WIRELESS
By: Cellco Partnership
Its Genual Partner
By:
WITNESS David R. Neverling
Vice Pmsidetrt, Netvrork -Northeast Area
og 101 .
ExhlbhA
(Plan slowing Premises)