HomeMy WebLinkAboutRes 2023-06-1451 Authorizing City Manager to Execute Tower Site License Agreement - Towerstream Corp.CITY OF ANNA, TEXAS
RESOLUTION NO. 20a 3 - 00 - 1461
A RESOLUTION OF THE CITY OF ANNA, TEXAS, AUTHORIZING THE CITY
MANAGER TO EXECUTE A TOWER SITE LICENSE AGREEMENT BY AND
BETWEEN THE CITY OF ANNA AND TOWERSTREAM CORPORATION IN A FORM
APPROVED BY THE CITY ATTORNEY; AND PROVIDING FOR AN EFFECTIVE
DATE.
WHEREAS, The City of Anna, Texas and Towerstream Corporation desire to enter into
a Tower Site License Agreement; and,
WHEREAS, the location to be licensed is 2609 Hackberry Dr. Anna, TX 75409 as shown
on Exhibit A; and,
WHEREAS, the City of Anna is seeking to enter into a new license agreement with
Towerstream Corporation for a period of up to ten years; and,
WHEREAS, Towerstream Corporation has agreed to the terms and conditions of the
license agreement as outlined in the Tower Site License Agreement attached; and,
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
ANNA, TEXAS THAT:
Section 1. Recitals Incorporated
The recitals above are incorporated herein as if set forth in full for all purposes.
Section 2. Authorization of Agreement.
That the City Council of the City of Anna hereby authorizes the City Manager to execute
a Tower Site License Agreement by and between the City of Anna, Texas and
Towerstream Corporation.
PASSED AND APPROVED by the City Council of the City of Anna,
day of fdlay 2023.
Tune * ..
ATTEST:
City Secretary, Carrie Land
Texas on this I Sk�7
APPROVED:`
Mayor, Nate Pike
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Tower Lease Agreement — City of Anna
TOWER SITE LICENSE AGREEMENT
THIS TOWER SITE LICENSE AGREEMENT (this "License") is entered into between the City of Anna (the "City'),
a Texas municipal corporation, and Towerstream Corporation, with its principal business at 55 Hammadund Way,
Tech II Middletown, RI 02842.
WHEREAS, Licensee and the City are sometimes collectively referenced in this Agreement as the "Parties",
or, each individually, as "Party"; and
WHEREAS, the City owns a Tower Structure, as hereinafter defined, suitable for the placement of Antenna
Facilities, as hereinafter defined; and,
WHEREAS, Licensee seeks to provide high-speed Internet services to citizens and businesses within and
near the City's corporate limits, and it is in the best interests of the City to facilitate the provision of such services
upon the terms set forth in this License.
NOW THEREFORE IT IS AGREED AS FOLLOWS:
1. Pro e .
(a) The City is the titleholder or otherwise controls that certain real property located at 2609
Hackbeny Dr. Anna, TX 75409 (hereinafter referenced as the "City's Property"), which is
described on the attached Exhibit A. incorporated herein by reference for all purposes. The
parties agree that the City's Property in Exhibit A is correctly described.
(b) The City hereby agrees to license to Licensee the limited use of a certain tower located at 2609
Hackbery Dr. Anna, TX 75409 (said tower hereinafter referenced as the "Tower Structure"),
subject to the terms of this License. The License allows the Licensee to place communications
devices and equipment (said devices and equipment herein referenced as "Communication
Equipment") at or within a close distance of the base of the Tower Structure and to mount
certain communication facilities (said communication facilities herein referenced as "Antenna
Facilities") onto the Tower Structure. The Communication Equipment must be stored within a
closed box (said box hereinafter referenced as "Equipment Enclosure"). The relative location
within the City's Property of the Equipment Enclosure and the Antenna Facilities as shall be as
depicted in the sketch attached as Exhibit B, incorporated herein by reference for all purposes.
During the Term, as defined hereinafter, the Licensee may run cables and wires under, over
and across the City's Property to connect Licensee's Antenna Facilities to its Communication
Equipment and shall have the right to access and maintain same in accordance with this
License; provided, however, that the running of such cables and wires shall not unreasonably
interfere with the City's use of the City's Property. Licensee is also granted a non-exclusive
license for reasonable access to the City's Property when installing, removing, replacing,
and/or servicing its Equipment Enclosure, Communication Equipment or Antenna Facilities.
2. Term. The term of this License shall be ten years (the "Term"), commencing on the Commencement
Date of this License, subject to earlier termination as provided for under this License. This License
shall terminate at the end of the Term unless before then the parties agree in writing ninety (90)
days before the end of the term to extend this License for an additional period of time.
3. Payments/Comnensation.
(a) Licensee shall make monthly payments to the City on the 5th day of each month beginning
during the month that the Commencement Date occurs, which shall be ninety (90) days after
TOWER SITE LICENSE AGREEMENT Page 1 of 10
Tower Lease Agreement — City of Anna
the Effective Date. Said payments shall be made to the City or to such other person, firm, or
place as the City may, from time to time, designate in writing at least 30 days in advance of
any payment date.
(b) Said monthly payments shall be In the amount of $2,000.00.
(c) As additional compensation for this License, Licensee shall during the Term of this License,
and at the City's option, furnish —at no cost to the City —wireless Internet services to up to 3
locations at the City's discretion (City buildings, facilities, and parks) at the widest bandwidth
and at the highest speed that Licensee offers or makes available to its commercial/business
customers, along with the highest capacity and highest performing hardware/equipment
(including but not limited to dishes/receivers, signal relay/boost equipment, modems, routers,
etc.).
(d) In the event of termination of this License for any reason(s) other than Licensee's nonpayment
of any amounts due in accordance with paragraphs (a) and (b), above, or Licensee's failure to
provide services to the City in accordance with paragraph (c), above, payments due shall be
calculated on a prorated basis as of the date the Communication Equipment, Equipment.
Enclosure, Antenna Facilities, associated cables/wires and any other property of Licensee are
fully removed from the City's Property and Licensee restores the City's Property to the condition
in which it existed as of the Commencement Date, excepting normal wear and tear and
restoration being required only to the extent that Licensee or Licensee's property or use thereof
caused any changes to the condition of the City's Property. In the event that payments are
calculated on a prorated basis as set forth in the preceding sentence, and the City is in receipt
of prepaid amounts that exceed the prorated amount due, such excess amount shall be
refunded to Licensee. However, any prorated payment that would otherwise be refunded to
Licensee under this or any other provision of this License shall be subject to deductions of all
costs Incurred by the City if Licensee fails to remove its equipment and restore the City's
Property as described above within 60 days of notice of termination. The City shall provide any
prorated refund thereafter due within 90 days after notice of termination.
4. Use.
(a) Unless under a prior written agreement signed by the City and only to the extent permitted
thereunder while such agreement shall remain in effect, Licensee has no right to enter, access
or use the City's Property until the Commencement Date. Notwithstanding any other provision
of this License, Licensee agrees that the following priorities of use, in descending order, shall
apply in the event of communication interference or other conflict during the Term, and
Licensee's use and rights under this License shall be subordinated accordingly.
(1) The City.
(ii) Public safety agencies, including law enforcement, fire, and ambulance services that are
not part of the City.
(III) Govemment-regulated entities providing services to the general public for a fee, in a
manner similar to a public utility, such as long distance and cellular telephone service.
(b) Licensee's use of the City's Property shall include and be limited to the installation, operation,
and maintenance of the Communication Equipment, Equipment Enclosure, Antenna Facilities
and associated cables/wires necessary for the transmission and reception of radio
communication signals and for the operation of related equipment in accordance with the
provisions of this License. Licensee shall at all times act and be in compliance with all federal,
state, and local laws and regulations. If for any reason Licensee's use fails to comply with any
federal, state or local law or regulation and Licensee falls to bring its use within compliance
TOWER SITE LICENSE AGREEMENT Page 2 of 10
Tower Lease Agreement — City of Anna
within 30 days of written notice of such noncompliance, this License shall be terminated as
provided herein, unless sooner authorized by such applicable law. The City agrees to
reasonably cooperate with Licensee in obtaining, at Licensee's sole expense, all additional
licenses and permits required for Licensee's use of the City's Property.
5. Installation of Improvements. Access. Utilities.
(a) Licensee's installation of any equipment or personal property and construction of any structures
or other improvements shall be done according to plans submitted by Licensee and approved
by the City, and no equipment or property shall be subsequently relocated without the Clty's
approval. During the term of this License, Licensee shall have the nonexclusive right to use the
City's Property for the purpose of transmitting and receiving radio communication signals. The
City specifically reserves the right to allow the City's Property to be used by other parties of the
type and for the purposes generally described in this License, and to make additions, deletions
or modifications to the Tower Structure on the City's Property.
(b) Subject to Paragraph 4(a), both parties each agree not to: (1) use, or permit their employees,
Invitees, licensees, or agents to use, any portion of the City's Property in a way that materially
Interferes with the operations of the other party; or (2) install or operate, or allow others to install
or operate, equipment on the City's Property that will cause interference with the other party's
equipment. Subject to Paragraph 4(a), if any such equipment on the City's Property causes
interference to Licensee's Equipment, Licensee shall notify the City and the City shall eliminate,
or cause to be eliminated, such interference as soon as practicable after Licensee's notification.
Licensee shall cooperate with the City to identify the source of such interference and aid In its
timely elimination. Subject to Paragraph 4(a), if the City is unable to eliminate any such
interference within three business days, such interference shall be considered a default under
this Agreement.
(c) Licensee may request to add, upgrade or replace Communication Equipment, Equipment
Enclosure and/or Antenna Facilities from time to time. For any equipment necessary for
replacement and/or upgrade that is similar to size and loading of the existing equipment the
City Manager will only require advance notice that is at least five (5) days prior to installation.
if additional equipment or changes are required, Licensee shall submit to the City a structural
study as may be reasonably requested for the City's evaluation of proposed additions or
upgrades. All costs for required structural studies will be paid by Licensee within 30 days of
receipt of a detailed invoice. The City reserves the right to: (1) require renegotiation as to the
amount of the required payments set forth in Paragraph 3(b) if in the City's judgment Licensee's
proposed additions and/or upgrades of the Antenna Facilities and/or Communication
Equipment justify an increase; and (2) deny such additions and/or upgrades if such
renegotiations do not result in a mutually agreeable amendment to this License.
(d) Licensee shall have the right, at its sole cost and expense, to install, operate and maintain on
the licensed portions of the City's Property the Communication Equipment, Equipment
Enclosure, Antenna Facilities, and any other of Licensee's improvements and personal
property as described in Exhibit B and approved by the City. All such improvements shall be
constructed in accordance with the City's specifications and according to a site plan approved
by the City. The Communication Equipment, Equipment Enclosure, Antenna Facilities, and any
other of Licensee's improvements and personal property, shall remain the exclusive property
of Licensee, subject to Paragraph 8(g) of this License. No equipment shall be stored on the
City's Property outside of the Equipment Enclosure, and all appropriate permits must be
obtained prior to construction and use of the Equipment Enclosure.
TOWER SITE LICENSE AGREEMENT Page 3 of 10
Tower Lease Agreement —City of Anna
(e) Licensee, at all times during this License, shall have access to the licensed portions of the
City's Property and the Equipment Enclosure in order to install, operate and maintain its
Antenna Facilities. Licensee shall have access to the Tower Structure only with the approval
of the City and in the presence of an employee of the City. Licensee shall request access to
the Tower Structure at least 24 hours In advance and the City's approval thereof shall not be
unreasonably withheld or delayed. If Licensee requests access to the City's Property or Tower
Structure outside normal City business hours, Licensee shall be responsible for payment of all
costs, including but not limited to salary/overtime costs, incurred by the City as a result of
providing the requested access to the Licensee. Full reimbursement shall be provided to the
City within thirty days of receipt of the City's written request for reimbursement.
(f) The City shall allow for access to electricity associated with Licensee's use of the City's
Property. All utilities will be buried unless otherwise approved by the City in writing.
(g) Licensee shall have sole responsibility for the maintenance, repair, and security of its
Communication Equipment, Equipment Enclosure, Antenna Facilities, and any other of
Licensee's improvements and personal property, and shall keep the same in good repair and
in safe condition at all times. Any unforeseen or additional costs for servicing or maintaining
the Tower Structure that are due to the presence of or the installation of the Communication
Equipment, Equipment Enclosure, Antenna Facilities, and any other of Licensee's
improvements and personal property, will be the responsibility of Licensee.
(h) Licensee will adhere to all applicable OSHA safety requirements.
(i) Licensee shall place no advertising on the site or on any structure on the site.
(j) All of Licensee's equipment and operations will comply with any applicable noise and nuisance
ordinances of the City.
6. Reasonable Approval. Both parties shall not unreasonably withhold or delay approvals required
under this License.
7. Licensee Defaults.
(a) Not by way of limitation, the parties hereto understand and agree that the occurrence of any
one or more of the following events shall constitute an "Event of Default" hereunder by
Licensee:
(i) The failure by Licensee to make any payment of rent or any other payment required to
be made by Licensee hereunder, as and when due, where such failure shall continue
for a period of 20 days after written notice thereof is received by the Licensee from the
City.
(ii) The failure by Licensee to observe or perform any of the covenants or provisions of
this License to be observed or performed by the Licensee, where such failure shall
continue for a period of 20 days after written notice thereof is received by the Licensee
from the City.
(b) If there occurs an Event of Default by Licensee, in addition to any other remedies available to
the City at law or in equity, the City shall have the option to terminate this License and all rights
of Licensee hereunder. No waiver of any rights under this License shall occur unless the waiver
is set forth in a duly authorized written document properly adopted and signed by the party
TOWER SITE LICENSE AGREEMENT Page 4 of 10
Tower Lease Agreement —City of Anna
granting the waiver and delivered to the other party. Any waiver of any right under this License
shall not be deemed a waiver of any other rights under this License.
8. Termination and Suspension.
(a) This License may be terminated as follows:
(i) By either party, upon a default of any covenant or term hereof by the other party, which
default is not cured within 30 days of receipt of written notice of default to the other
party;
(ii) By Licensee, if it is unable through no fault of its own to obtain or maintain any license,
permit, or other governmental approval necessary for the construction and/or operation
of the Antenna Facilities or Licensee business, after pursuing such license, permit, or
other approval with due diligence;
By the City, if it determines in its sole discretion and for any reason, that the Tower
Structure is structurally unsound for its intended use, Including but not limited to
consideration of age of the structure, damage or destruction of all or part of the Tower
Structure or the City's Property from any source, or factors relating to condition of the
City's Property;
(iv) By the City, if it determines that the Antenna Facilities unreasonably interfere with
another user with a higher priority as set forth in Paragraph 4(a) or Paragraph 5(b) if
Licensee cannot correct the interference within 30 days;
(v) By Licensee, if it determines that the City is unreasonably interfering with Licensee's
Antenna Facilities as set forth in Paragraph 5(b) if the City cannot correct the
interference within 30 days;
(vi) By the City, if Licensee's use of the City's Property is or becomes illegal under any
federal, state or local law, rule or regulation; or
(vii) By Licensee, by providing written notice of such termination to the City and paying a
termination fee equal to three (3) monthly payments in addition to all other sums then
due to the City under this Agreement.
(b) This License shall be considered suspended temporarily if: (1) the City determines that
maintenance or repairs must be performed to the City's Property or to the Tower Structure; (2)
such maintenance or repairs require removal of all or a part of the Communication Equipment,
Equipment Enclosure, Antenna Facilities, any other associated cables/wires, or any other
property of Licensee (collectively, "Licensee's Property"); and (3) such removal results in
Licensee's inability, through no fault on its part, to broadcast Its transmissions as intended.
Whenever practicable, the City shall provide Licensee with written notice specifying the part or
parts of the Licensee's Property that must be removed and an estimated duration of time before
reinstallation will be permitted. Licensee shall complete such removal promptly, but in no event
later than the 30t' day after such written notice. If Licensee does not timely remove the parts
of Licensee's Property specified for removal, then the City may facilitate the removal of same
by any means and Licensee must in that event reimburse the City for any removal expenses.
The City shall have no obligation to replace or reinstall any of Licensee's Property that has
been removed. Licensee's removal and any subsequent reinstallation of any of Licensee's
Property shall be at Licensee's own expense. Further, the City shall at no time be responsible
TOWER SITE LICENSE AGREEMENT Page 5 of 10
Tower Lease Agreement — City of Anna
for any damage to Licensee's Property related, directly or indirectly, to any removal or
reinstallation of Licensee's Property or any part thereof.
(c) In the event of an emergency concerning public health and safety, the City may facilitate
removal of Licensee's Property at any time and by any means the City determines to be
necessary to avoid or defend against potential death, injury, or damage to property. This may
include without limitation requiring Licensee to remove same without notice or with very short
notice, depending on the circumstances. For the time period that Licensee is, through no fault
on its part, unable to broadcast its transmissions as intended due to such removal, the License
shall be considered to be suspended.
(d) As it relates to removal of Licensee's Property during any period of suspension under this
License, the City shall as soon as practicable provide to Licensee in writing a reinstallation date
upon which the Licensee shall be allowed to reinstall any of Licensee's Property. Any
suspension described in this License shall be considered to be concluded on the tenth day
after the designated reinstallation date whether or not the Licensee's Property has been
reinstalled and whether or not the Licensee has resumed transmissions from the Tower
Structure. After a suspension period is concluded, the City, upon request by the Licensee, shall
refund a prorated amount of any fees already paid to the City. Such repayment amount shall
represent and be in the sum of the fees that Licensee would otherwise have been obligated to
pay during the suspension period were it not for the suspension. A suspension of this License
shall not toll or otherwise alter the Term of this License.
(e) Should it at any time be determined by the City that the Tower Structure must be removed or
modified —or that the City's Property must be configured or otherwise used —in a way that
precludes Licensee's use thereof, then this License may be terminated by the City by providing
90-days written notice. This termination remedy is in addition to and cumulative of any other
termination provision in this License. In the event that the City provides such notice, then
Licensee must remove —no later than the 90th day after such written notice —Licensee's
Property from the Tower Structure and from the City's Property. If Licensee fails to timely
remove any part of Licensee's Property, then the City may facilitate the removal of same by
any means and Licensee must in that event reimburse the City for any removal expenses.
Further, the City shall at no time be responsible for any damage to Licensee's Property.
(f) The City shall not in any manner be liable for any expense or damages whatsoever, Including
without limitation consequential damages, loss of use, loss of profits, or any other costs, claims
or expenses arising out of, related (directly or indirectly) to or in connection with: (1) the
removal of any of Licensee's Property in accordance with this License; or (2) the City
suspension or termination of this License in accordance with the provisions of this License,
which shall not be considered a breach of this License.
(g) Upon termination of this License for any reason, Licensee shall remove any remaining part of
Licensee's Property from the Tower Structure and the City's Property within 60 days after the
date of termination, and shall restore the City's Property to the condition it was in on the
Commencement Date of the term of this License ordinary wear and tear excepted, all at
Licensee's sole cost and expense. Any such property which is not removed by end of said 60-
day period shall become the property of the City.
9. Insurance.
(a) Licensee shall provide Comprehensive General Liability Insurance coverage, including
premises/operations coverage, independent contractor's liability, completed operations
coverage, contractual liability coverage, and the City will be held harmless for acts of outside
TOWER SITE LICENSE AGREEMENT Page 6 of 10
Tower Lease Agreement — City of Anna
vendors in a combined single limit of not less than $1,000,000 per occurrence, and $4,000,000
aggregate, and name the City as an additional insured on such policy or policies. Licensee may
satisfy this requirement by an endorsement to its underlying insurance or umbrella liability
policy.
(b) Neither party shall be liable to the other (or to the other's successors or assigns) for any loss
or damage caused by fire or any of the risks enumerated in a standard "All Risk" insurance
policy, and, in the event of such insured loss, neither party's insurance company shall have a
subrogated claim against the other.
(c) Licensee shall provide to the City, prior to the Commencement Date of this License, evidence
of the required insurance in the form of a certificate of insurance issued by an insurance
company licensed to do business in the State of Texas, which includes all coverage required
above. Said certificate shall also provide that the coverage may not be cancelled, expired, or
materially changed without 30 days prior written notice to the City.
10._ Adverse Medical Effect. In the event that it is established that Licensee's operation of the wireless
facility is determined to be medically related to a health problem, the City must notify Licensee of
the related issues. In the event that Licensee causes, permits or allows such activities determined
to be medically related to a health problem to continue, the City shall have the right to immediately
terminate this License if Licensee fails to discontinue or remedy the operation within 30 days of
written notice of any such relationship
11. Damage or Destruction of Property. If the City's Property, Tower Structure, or Antenna Facilities
are destroyed or damaged so as, in Licensee's judgment to render the site unusable as Antenna
Facilities, Licensee may elect to terminate this License upon 30 days written notice to the City. In
the event Licensee elects to terminate the License, Licensee shall be entitled to reimbursement of
any prepaid rent prorated prior to the date of termination.
12. INDEMNIFICATION. EXCEPT FOR THE NEGLIGENT ACTS OR WILLFUL MISCONDUCT OF
THE CITY'S AGENTS OR EMPLOYEES, LICENSEE AGREES TO INDEMNIFY, DEFEND, AND
HOLD HARMLESS THE CITY AND ITS ELECTED OFFICIALS, OFFICERS, EMPLOYEES,
AGENTS, AND REPRESENTATIVES, FROM AND AGAINST ANY AND ALL CLAIMS, COSTS,
LOSSES, EXPENSES, DEMANDS, ACTIONS, OR CAUSES OF ACTION, INCLUDING
WITHOUT LIMITATION REASONABLE ATTORNEY FEES AND OTHER RELATED COSTS
AND EXPENSES OF LITIGATION INCLUDING WITHOUT LIMITATION EXPERT WITNESS
FEES AND RELATED EXPENSES, WHICH MAY BE ASSERTED AGAINST OR INCURRED BY
THE CITY OR FOR WHICH THE CITY MAY BE HELD LIABLE, WHICH ARISE FROM THE
NEGLIGENCE, WILLFUL MISCONDUCT, OR OTHER FAULT OF LICENSEE OR ITS
EMPLOYEES, AGENTS, OR SUBCONTRACTORS IN THE PERFORMANCE OF THIS LICENSE
OR FROM THE INSTALLATION, OPERATION, USE, MAINTENANCE, REPAIR, REMOVAL, OR
PRESENCE OF LICENSEE'S ANTENNA FACILITIES, INCLUDING BUT NOT LIMITED TO
ELECTRICAL INTERFERENCE OR HEALTH PROBLEMS CAUSED BY LICENSEE'S
TRANSMISSION OPERATIONS, AND SPECIFICALLY INCLUDING THE REPRESENTATIONS
AND WARRANTIES OF PARAGRAPH 14(B) OF THIS LICENSE, AND SHALL FURTHER
INDEMNIFY, DEFEND, AND HOLD HARMLESS THE CITY FOR ITS COSTS AND EXPENSES,
INCLUDING BUT NOT LIMITED TO ATTORNEYS FEES, INCURRED IN ANY ATTEMPT TO
ENFORCE THIS INDEMNITY PROVISION. LICENSEE'S OBLIGATIONS TO SO INDEMNIFY,
DEFEND AND HOLD HARMLESS SHALL SURVIVE THE TERM OF THIS AGREEMENT.
TOWER SITE LICENSE AGREEMENT Page 7 of 10
Tower Lease Agreement — City of Anna
13. Notices. All notices, requests, demands, and other communications hereunder shall be in writing
and shall be deemed given if personally delivered or mailed, postage prepaid, certified mail, return
receipt requested to the following addresses:
If to the City, to:
City Manager
City of Anna
P.O. Box 776
Anna, TX 75409
If the Licensee, to:
Towerstream Corporation
55 Hammarlund Way, Tech II
Middletown, RI 02842.
14. Representations and Warranties.
a) The City warrants that (1) it has full right, power, and authority to execute this License; and (2)
to the best of its knowledge, it has good and unencumbered title to the City's Property free and
clear of any liens or mortgages, except as may be disclosed by review of title, or has a right of
control over same for the full duration of the Term.
b) Licensee represents and warrants that its storage and use of any substance or material on the
City's Property will comply with applicable federal, state or local law or regulation and that it will
store and use said substance or material on the City's Property only if necessary for its
transmission operations. LICENSEE AGREES TO INDEMNIFY, DEFEND, AND HOLD
HARMLESS THE CITY FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, COST,
DAMAGE, AND EXPENSE, INCLUDING WITHOUT LIMITATION REASONABLE
ATTORNEY FEES AND RELATED COST AND EXPENSES OF LITIGATION INCLUDING
WITHOUT LIMITATION EXPERT WITNESS FEES AND RELATED EXPENSES, RELATING
TO, ARISING FROM OR DUE TO THE STORAGE OR DISCOVERY OF ANY OF THE
ABOVE REFERENCED MATERIALS THAT ARE PART OF LICENSEE'S
COMMUNICATION EQUIPMENT, EQUIPMENT ENCLOSURE, ANTENNA FACILITIES,
AND ANY OTHER OF LICENSEE'S IMPROVEMENTS AND PERSONAL PROPERTY, OR
ANY COMPONENT PARTS OR BY-PRODUCTS THEREOF IN VIOLATION OF
APPLICABLE LAW. LICENSEE'S OBLIGATIONS TO SO INDEMNIFY, DEFEND, AND
HOLD HARMLESS SHALL SURVIVE THE TERM OF THIS AGREEMENT.
15. Assignment. This License may not be sold, assigned, or transferred by Licensee without the written
consent of the City, such consent not to be unreasonably withheld.
16. Third Parties. This License is granted strictly to the Licensee and its provisions are not intended in
any manner to benefit any third party.
17. Miscellaneous.
POWER SITE LICENSE AGREEMENT Page 8 of 10
Tower Lease Agreement — City of Anna
(a) This License constitutes the entire agreement and understanding of the parties relating to
the subject matter of this License, and supersedes all offers, negotiations, and other
agreements of any kind. There are no representations or understandings of any kind not
set forth herein. Any modification of or amendment to this License must be in writing and
executed by both parties.
(b) The parties understand and agree that this is a License for use of the City's Property and
Tower Structure and is not a contract for goods or services as defined under Texas Local
Government Code § 271.151.
(c) This License shall be construed In accordance with the laws of the State of Texas.
Exclusive jurisdiction over and venue for any cognizable claim related directly or indirectly
to this License shall lie in Collin County, Texas.
(d) If any term of this License is found to be void or invalid, such invalidity shall not affect the
remaining terms of this License, which shall continue in full force and effect.
(e) Licensee waives all rights and remedies under law and equity to bring a claim or cause of
action against the City that arises out of, relates (directly or indirectly) to, or is in connection
with this License, including but not limited to any claim or cause of action available under
the Uniform Declaratory Judgment Act ("UDJK) , except that Licensee reserves the right
to seek specific performance of the City's duties under this License other than by a claim
brought under the UDJA.
(f) This License is subject to all zoning approvals and building permits.
(g) This License represents the entire and integrated agreement and all understandings
between the parties and supersedes and renders void all prior negotiations,
representations and/or agreements between the parties, either written or oral.
(h) The Effective Date of this Agreement is the date that the last of the Parties' signatures to
this Agreement is fully and properly affixed to this Agreement and acknowledged by a
public notary.
TOWER SITE LICENSE AGREEMENT Page 9 of 10
Tower Lease Agreement —City of Anna
DULY AUTHORIZED SIGNATURES:
CITY F N T A EXAS
R
C ty anager, City of Anna, Texas
STATE OF TEXAS }
COUNTY OF COLLIN }
This instrument was acknowledged before me on the I eday of jUill t✓ 20 23, by
City Manager, City of Anna, Texas.
JEOVANNA RUBIO
/�j��l
I
otary Public. State of Texas ;=r' Notary Public, scare or texas
.-,Oz Comm. Expires 10-03-2026
Notary ID 133995676
TOW STREAM CO ORATION
By:
` ("LI en a Name")
STATE OF If 1
COUNTY OF v W )
Thi jnstrument was acknowledged before me on the day of /4�'�' 20 2� , by
l r' C, �R'-e in his/her capacity as VIC'e �,er,2on� of
("License Name") and on behalf of said entity and, upon oath, _Erro ect Lyres swore that he is
legally authorized to sign for and bind said entity.
` Uan E ; G��1s.
Notary Public, Sta ... o
so
Christian E Raposo a •'• N 0TARY
Notary Public y ■ a,rpireaoa/o&rA26p�BLIC
State of Rhode Island
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TOWER SITE LICENSE AGREEMENT Page 10 of 10
EXHIBIT B
1 Summary of work
2. Antenna equipment specs- Tarana G1
3. Cabinet specs
4. Cabinet HVAC specs
5. Power, cabling and surge protections specs
45towerstreamw
City of Anna, Hackberry Water Tower
This project is projected to start the installation of all the hardware components
on 5/22/23 and complete by 5/31/23. This time frame does not include the fiber
being brought in by the fiber provider, Zayo Communications, which may take
longer.
Phase 1: Towerstream will install 1 run of 2" Schedule 40 conduit up the conduit
raceway to the catwalk overhead. All conduits will be mounted to the wall and
existing conduit paths. We will install conduit to existing paths on the catwalk
overhead, then run up the shaft the opening to the hatch at the top. Towerstream
will cut and weld in 1-2" pipe approximately 1' in length for rooftop penetration.
We will seal with waterproof boots and secure with large hose clamps.
Phase 2: We will assemble and place the cabinet that is approximately 42.25"H x
26.134"W x 25.00"D. This is a climate -controlled cabinet with A/C and heating
elements. This cabinet will be placed approximately 10' to the right of the entry
door. It will be on a raised footing as there is evidence that water pools on the
floor. We will run conduit from the cabinet to the raceway (approximately 40"
horizontally) on the wall.
Phase 3: Our contracted electricians (LP Electric), will install a 30-amp breaker into
the master electrical panel. They will attach conduit to the wall and route over the
entry door to our equipment cabinet. LP Electric will install a breaker box on the
wall approximately 5' off the ground and run flex conduit to the cabinet for a 2-
gang receptacle.
Phase 4: Towerstream will mount Unistrut atop of the tank to the side rails for
added support for the 4 Tarana PTP (Point to Point) base stations. Base stations
will face NE, SE, NW, SW. We will have 360 degrees of coverage. We will run
approximately 300' of combo cable which includes Single Mode fiber and 10 gage
power wire for the DC powerplant. Towerstream will mount a distribution box on
the railing at the top. We will conduit and run wire from this distribution box to
each of the 4 PTP panels for power and signal.
4>towerstream®
City of Anna, Hackberry Water Tower
Phase 5: We will install all necessary equipment into the cabinet and dress wiring
before configuration. Towerstream will add battery backup with approximately 12
hours of run time in case of a power outage in the area. We will configure and
test all equipment for signal quality and sustainability. System wide turn -up to
follow soon thereafter. The turn up date is contingent on the delivery date of the
fiber.
Large portions of both developed and especially developing
economies remain underserved in an ongoing pandemic
that makes real broadband more essential than ever.
Copper -based fixed access networks are increasingly
exhausted. Efforts to improve supply with fiber have
been throttled by prohibitively high costs and installation
complications. Wireless alternatives continue to fail in the
face of the significant technical challenges in fiber -class
fixed access, including pervasive obstructions, spectrum
scarcity, interference, changing conditions, and unworkable
deployment models.
Tarana innovation has solved all these problems. Our
Gigabit 1 platform (Gl) is powered by the results of more
than ten years of focused R&D, and crafted from its custom
silicon up to its cloud -based service automation with a
completely fresh approach to fixed wireless. Extensively
validated by tier-1 operators and well proven in mass -
scale networks, our fundamental advances in multi -radio
performance completely transform the economics of
delivering gigabit -class access.
Fast broadband
is more essential than ever.
Getting it to the home is hard.
We've made it easy.
Fiber quality
In free, unlicensed spectrum
At massive scale
TAR9
BROADBAND REINVENTED
Residential
..-
Sacramento, California Metro Area Example
G1 Range
3 GHz ,
G1 Rar
5 GHz
SG mm-wave
28 GHz
(for reference)
0
Cell -Edge Mbps
� 800
500
— 200
Households
Passed
61,100
.21.700
10,100
Ed
2Sm tower,1000 HH/kmz
Erceg B propagation
Sacramento, CA example
i 1 km
Up to 800 Mbps aggregate throughput per link
Up to 9.6 Gbps capacity / site / 80 MHz channel
(using free, unlicensed spectrum)
) 1024 users / site (256 / sector)
Industry -first cancellation of unlicensed -band
interference
) 3 or S GHz
) Simple cellular deployment model
) —2x cellular range in NLoS or LoS conditions
) Compact, integrated base node and low-cost remote
node
Enhanced TR101 Broadband Forum network
architecture (no complex packet core required)
Comprehensive cloud suite for planning, zero -touch
config, monitoring, SDN management, and support
automation
) Software -defined radios, enabling automated, cloud -
managed performance upgrades
'A simple IP-based network architecture, supported by the Tarana Cloud Suite, enables multiple
subscriber access models for highly cost-efficient residential and enterprise service.
RNs
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Tarana Cloud Suite
Enterprise/MDU OOOr0
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Subscribers Tarana Aggregation Management Internet
-- — Network Domains -----
The Tarana Cloud Suite powers efficient network planning, zero -touch provisioning,
SDN management, and support automation —featuring...
Subscriber Service API support for zero -touch deployment configuration, with minimal to no changes on directly connected infrastructure
Activation Infrastructure authentication
QoS management
Speed test tools
Management and 24 x 7 x 365 KPI monitoring and management, including long-term historic data
Maintenance Fault logging, correction, and reporting
Firmware and configuration management automation with pre -provisioning support
End -user login and management with role -based access
Radio and Spectrum management— CBRS SAS domain proxy
Network Planning Coverage footprint prediction (heatmap in Google Earth) and capacity of each cell or sector
Integration Cell densification analysis
(US only, requires
HH data) Household -level service -level estimation to help sales and business teams identify and target customers
Fault Alarms and historic events with e-mail alerts
Managementand User -defined threshold -based alerts
NetworkAnalytics Alarm correlation, capacity expansion, anomaly detection
REST API for Device inventory, and network topology
Carrier System Subscriber provisioning and billing integration
Integration Geo-ma PP 9 In information
Tarana G1 SVstem Specifications
Radio Network Elements
BN: Base Node
---
W. Residential Node
-----..-_.----- Scheduled,concentratedmulti-pant_._.
Maximum
Maximumko_fllsers
PerBN -_-_ 256-___---
-- . -- _
-_--- --
Per Site
Channel Bandwidth
__-- -----_1024P4BN5 _._ _
BN80MHz(2x4OMHz)__________
_
RN
AggreqateTFlrguqhDut(ULiDL)
BOO Mb(2x40MHz-- - - _- -
PerUn-k_ -_ ps
Per BN 274_UP
---------
_ - ------_----
Ste---- 9.6Gbps(4BNs-------
-Per
D_uPle>vng--- -- - --- -
--- - __ - - -
--------- TOD_-_
Dodulition nkRaio ___________
- --
-____ Configurable21a4.5:1(netw«k=wide)_
Mgdulation.________-._--_____.
__ _
_MIMOSYreamsPerLlnPr__------- _
_ --- _QPSK1%2to256QAM735I8ULIDL _
-. lx_l,2x2
MU-MIMOStreamsatAggreqation Point
_ __
6MU-MIMOstreams Der ON,
SpectralEffidency _
24MU-MIMOstreams per site _
30bpsjHzper%QS 9Obp_s/hli_perbanr
Range (full rate, frequency dependent)
_ _ _ ___
NLoS up toll km(Note.This dependsonvertira
__--- ----
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-----
—
Recommended Frequency Reuse Factor
Universal frequency reuse (k -1)
Enabled byadvancedself-interference cancellation
Form Facitor
Outdoor micro enclosure (fully -integrated antenna, RF, and baseband)
_ _____
48Nsfor360°coverage _
RN
Outdoor sngleend_osure(fully-integratgdantenna.RF,aap sebartd)___-___
Beamforminq
Auto-conv_ergent,retro-direct_i_v_e
Interference Management
Self -interference cancellation,
Advanced Burst Interference Cancellation (ABIC)
Scheduler
Advanced4Dframe-basedschedulinq..
FrequencvSupDort
3.SSO-3700GHz.(U
5 CBRS)
5.150-S.250GF (FCC(5ED)..
S.72S-5.85OGHz(FCC(ISED)-
<5msec -----.
Model Numbers BNSGHz
Gt-BNSA51002
8N CBRS (Cat B)
RN 5GHZ
_ - -- --
Compliance--
S-afety_ -- - -- --- —.
Tarana Cloud Suite
42
Zero -touch provisioning and control of radios with streaming telemetry
Firmware and configuration management -
24WISS1(PlmonRoringand management -
Fault management and historical events
NetworkAnalytics -
SAS -Domain Proxy - - - _ --- - - --
NorthboundRest-APIfor Customer and operator portal (B(OSS) -
Interfaces
BN
Dual 10-Gbps 5FP• and one 1-Gbps data interfaces
Additional l Gbpsmgmt Ethernet interface.
—_- _-- -
- ------49VDCPower
_ ---
1GbpsEthernet interface,withPoE—support
HxWxD Inches)
BN
16A x212 x4.6 in. -
_-
RN
1107-5x3in.-------_ -
Weight (lb.)
BN
42lbs
RN
---
Power Consumption (Tvpial)
BN---------_----�
_. 275W
--
-- RN
--35W
Mounting
ON
- _ .Saddle damp. band damosfor Dole mount (2-318'-5°0D)
t�) 2022 Tarana Wireless, Inc. All rights reserved.
THE PERFECT ENCLOSURE. AND NOTHING ELSE.
MODEL: ORIGINAL EGGPLANT
THE PERFECT ENCLOSURE. AND NOTHING ELSE.
MODEL: ORIGINAL EGGPLANT
THE PERFECT ENCLOSURE. AND NOTHING ELSE.
MODEL: ORIGINAL EGGPLANT
Industrial grade latch
and lock with three
points of locking contact,
padlock shackle,
and optional cam lock
keys.
Removable dividing shelf
with five over
sized cable passthroughs.
10
ium Nylon Cable
nds in multiple
, or the optional
toxtex Cable
ess, shown here.
112" Grounding Rod
Inside & Out
Multiple options for
temperature control,
Heat -Only, Standard
Vented, PoweVent,
30OW AC -Heater, or
60OW AC -Heater.
THE PERFECT ENCLOSURE. AND NOTHING ELSE.
MODEL: ORIGINAL EGGPLANT
Overall Dimensions
42.25"H x 26.134"W x 25.00"D
Material
Powerder Coated 0.09" Aluminur
Cable Ingress Opening
1.457" H x 10.039"W
Removable Shelf Dimensions
20.695"W x 22.438" D
Shelf Cable Through Openings
(2.22"Dx7.00"W)x3gty
(2.22"D x 2.22"W) x 2gty
Standard Upper Rackable Height
12U / 22.626"
Available Upper Rackable Height
24U / 45.252"
Lower Compartment Dimensions
22.549"W x 23.00"D x 15.407" H
Wailable Lower Racakable Height
14U / 13.358"
Aaximum Rackable Device Depth
22"
Overall Door Openings
20.604"W x 36.125"H
Feet Dimensions
4"H x 4"W x 22.813"L
Foot/Caster Mounting
0.5" holes set in 2"from each side
Grounding Rod
.5"Diameter
Weight
57lbs w/o Feet
AS
4:
THE PERFECT ENCLOSURE. AND NOTHING ELSE.
MODEL: ORIGINAL EGGPLANT
IOIOBox :: Original - Side A
(with optional UniHangers)
�j
-22.813
24.096
4
IOIOBox :: Original - Removable Shelf:
_ .75J
-
ii'i F'I � IiYP]
'1
2.YW
ITYPI
1
2.2 W
1 685
44 (IYP)
VPI
M
IOIOBox :: Original - Side B
(with optional UniHangers)
5
IOIOBox :: Original - Top
THE PERFECT ENCLOSURE. AND NOTHING ELSE.
2.000 i--
MODEL: ORIGINAL EGGPLANT
IOIOBox :: Optional Original - Feet Mounting
9.406
9.406
2.000
p
19.0
O O O -
`-3X 0 500 THRU
THE PERFECT ENCLOSURE. AND NOTHING ELSE.
IOIOBOX ACCESSORY:: HVAC600 KIT
THE PERFECT ENCLOSURE. AND NOTHING ELSE.
IOIOBOX ACCESSORY:: HVAC600 KIT
Dimensions (Excluding Door)
21.654"H x 12.559"W x 6.8�
Input Voltage
42-60v DC
Power Consumption @ Cooling Capacity
160W @ 2048 BTU/H @ 95°F Internal / 95° Aml
Power Consumption @ Cooling Capacity
210W @ 1024 BTU/H @ 95°F Internal / 131 ° Arc
Running Current
7-9A
Initial Startup Current
16-17A
Cooling Capacity
2048 BTU/H
Maximum Noise Level
60dB
Refrigerant
R134a
Net Weight (Excluding Door)
44lbs
Finish
Industrial Powder Coating
)0"D
Aent
ibient
THE PERFECT ENCLOSURE. AND NOTHING ELSE.
IOIOBOX ACCESSORY:: HVAC600 KIT
1 9A.
INSIDE
EXTERIOR DIMENSIONS
OUTSIDE
175w
45w
PROFILE
THE PERFECT ENCLOSURE. AND NOTHING ELSE.
IOIOBOX ACCESSORY:: HVAC600 KIT
CONTROL PANEL INSTRUCTIONS
COM-OUj
COM-�
Ir�
SYMBOL
DESCRIPTION
+4BV
DC POWER POSITIVE POLE
-48V
DC POWER NEGATIVE POLE
GRND
DC POWER GROUND WIRE
NC COM
DRY CONTACT ALARM - NORMALLY CLOSED PORT
COM-IN
RS485 COMMUNICATION PORT
COM-OUT
RS485 COMMUNICATION PORT
FLASHING INDICATES SELF DIAGNOSES OR TEMP. SETTING MODE
LIT WHEN COOLING
LIT WHEN EXTERNAL FAN IS RUNNING
QQa oDD
FLASHING INDICATES ALARM
THE PERFECT ENCLOSURE. AND NOTHING ELSE.
IOIOBOX ACCESSORY:: HVAC600 KIT
I�
LiJ lC] V
CUTTING DIMENSIONS
352.4mm
338.4m
320m
195mi
AREA
ILConnectivity Solutions
Tower Mount
Overvoltage Protection Box
viaPhoton is constantly innovating to anticipate and meet all of your
connectivity needs. The patented Overvoltage Protection Box Is no
exception. The engineered flip -tray mechanism offers dedicated fiber
access, optical path testing becomes easier, and maintenance becomes
faster. The spring -loaded clip ensures smooth fiber travel and saves
time when routing cable. The universal brackets allow the enclosure to
be mounted to any horizontal or vertical structure.
Our Custom Engineered OVID Features
• Easy -access design for fast, on -site fiber and power installation
• Gland Interfaces can be customized per application
• NEMA 4X rating for harsh environment protection
• IEC Class 1 Surge Protection Device (SPD) for DC -powered RRH applications
• Uptime preserved in rare instance of SPD failure; RRH units remain powered
• Optional remote SPD alarming with local fault indication to SPD plug
• Gland sizes for range of cable diameters (5 mm -44 mm)
• See specifications for cable gland seal information
Rack Mount OVP Panel
viaPhoton supports your connectivity needs at the
base of the tower with our Rack Mount OVP Panel.
This high density solution supports both power
distribution and surge protection from your rectifier
plant to a range of trunk cables.
• Class 1 Surge Protection
• Compact 2RU rack height
• 19" panel supports up to 9 remote radio units
• 23" panel supports up to 12 remote radio units
• Temperature hardened for outside plant cabinet
• Optional alarm capability
See Spec Sheet for more details
Surge protectors are easily accessible on the front
panel of the unit providing for easy installation and
replacement. Connectivity is provided on the rear of
the panel via rapid -connect screw down terminals.
\7/ viaPhoton C-7 via Photon.com J331.240.4040 93557Butterfield Rd, Suite 105•Aurora,IL60502
'1L
Connectivity Solutions
Tower Mount Overvoltage Protection Box
Dimensions
No. of Radios Supported
Fibers
DC conductors
Surge Protection, Class 1
Surge Protection Alarming
1+1Redundancy
Cable Gland Seal Information
STANDARD FEATURES
Fiber Type
DC Termination
Security
Outdoor Temperature Range
Environmental, Sealing
Cable Entry
Tower Mount
Protection Class
Voltage Protection Rating
Nominal Operating Voltage
Max Continuous
Operating Voltage
Max Surge Current
Max Input Current
Response Time
i;
OHE-14
16in H x 14in W x gin D
3-9
OHE-16
18inHx16inWx10inD
OHE-18
20in H x 18in W x 12in D
6-12
36 max (18 duplex) 48 max (24 duplex) 60 max (30 duplex)
18 max (6-14 AWG) 24 max (4-14 AWG) 24 max (4-14 AWG)
Up to 9 circuits 12 circuits 12 circuits
optional optional optional
redundancy optional on all configurations
custom configuration for cable diameters 5 mm-44 mm
6-12
multi mode or single mode
screw activated with metal plate clamping
stainless steel latch with padlock clasp
-400C to +55°C
NEMA 4X
gland seal
galvanized universal mount for horizontal or
vertical pipe, 50 -114 mm (2 - 4.5 in) OD
Class I (IEC 616431)
400 V (UL1449)
48 VDC
75 VDC
60KA, 8/20 microseconds
12.5KA 10/350 microseconds
(Inanosecond
vertical horizontal
mount mount
r
custom gland locking latch
sealing
N71viaPhoton �PviaPhoton.com ,i331.240.4040 93557Butterfield Rd, Suite 105•Aurora,IL60502
ILConnectivity Solutions
Rack Mount Overvoltage Protection (OVP)
Panel Specifications
2U high x 23" Rack Mount Enclosure
Designed for outside plant cabinet
Plug-in surge protect modules
1114-17111i9ca*y
Dimensions
Capacity
Operating Temperature Range
Surge Protector Alarming
Surge Protector Redundancy
Surge Protector Access
Connection Interface
PERFORMANCE SPECIFICATIONS
Protection Class
Voltage Protection Rating
Nominal Operating Voltage
Max Continuous Operating Voltage
Max Surge Current
Max Input Current
Response Time
2RU H x 23 inch W x 12 inch D
Ring lug terminal blocks
Supports 8, 6, 4 AWG
supports up to 12 remote radio units
-400C to +65°C (OSP cabinet compatible)
available option
available option
convenient front panel mount and servicing
easy access rear panel screw terminals
Class I (IEC 616431)
400 V (UL1449)
48VDC
75 VDC
60KA, 8/20 microseconds
12.5KA 101350 microseconds
O nanosecond
viaPhoton C-2viaPhoton.com J 331.240.4040 9 3557 Butterfield Rd, Suite 105 • Aurora, IL60502
00
12 or 24 fiber with
12110awg Hybrid
trunk
Fiber and Power
Jumper - From OH-
OVP box to Tarana
Fiber Tray Down
6RRU OHE-OVP
Fiber trav up