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2016-29491 Reso RESOLUTION NO., 2016-29491 A RESOLUTION ACCEPTING THE WRITTEN RECOMMENDATION OF THE CITY MANAGER (AS SET FORTH IN THE CITY COMMISSION MEMORANDUM ACCOMPANYING THIS RESOLUTION) AND WAIVING, BY 5/7TH VOTE, THE COMPETITIVE BIDDING REQUIREMENT, FINDING SUCH WAIVER TO BE IN THE BEST INTEREST OF THE CITY; AND APPROVING AND AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A USE AGREEMENT, SUBSTANTIALLY IN THE FORM ATTACHED TO THIS RESOLUTION, WITH CROWN CASTLE SOLUTIONS LLC (LICENSEE), HAVING A TERM OF NINE (9) YEARS AND 364 DAYS (WITHOUT ANY RENEWAL OPTIONS); SAID AGREEMENT PERMITTING LICENSEE TO INSTALL AND MAINTAIN, AT ITS SOLE COST AND EXPENSE, A SMALL CELL NETWORK SYSTEM AT THE MIAMI BEACH CONVENTION CENTER, INCLUDING A DISTRIBUTED ANTENNAE SYSTEM (DAS), EQUIPMENT AT A RADIO SPACE, AND ALL ASSOCIATED TELECOMMUNICATIONS CABLES AND CONNECTIONS, HAVING A VALUE OF APPROXIMATELY $1 MILLION; PERMITTING LICENSEE TO GRANT LICENSES TO THIRD PARTY TELECOMMUNICATIONS CARRIERS, AT LICENSEE'S SOLE OPTION, FOR THE USE OF THE RADIO SPACE AND DAS SYSTEM; AND FURTHER PROVIDING THE CITY WITH AN UP FRONT FEE OF $25,000, PLUS MONTHLY PAYMENTS EQUAL TO TWENTY-FIVE PERCENT (25%) OF THE NET RECEIPTS COLLECTED BY LICENSEE, AND A LUMP SUM OF $25,000 EACH TIME LICENSEE EXECUTES A LICENSE AGREEMENT WITH A TELECOMMUNICATIONS CARRIER. WHEREAS, Invitation to Negotiate (ITN) No. 2015-060-LR was issued on January 27, 2015, with an opening date of April 9, 2015; and WHEREAS, on April 9, 2015, the City received one proposal from Crown Castle; and WHEREAS, on May 6, 2015, the Mayor and the City Commission approved Resolution No. 2015-29023 accepting the recommendation of the City Manager, pursuant to Invitation to Negotiate (ITN) No. 2015-060-LR, for the Lease of City-Owned Buildings and Rooftops for the Placement of Telecommunications Equipment; and WHEREAS, on July 8, 2015, the City Redevelopment Agency (RDA) adopted a Resolution approving a lease with Crown Castle to operate and maintain a telecommunications hub on the roof of the RDA's parking garage location at 1550 Collins Avenue; and WHEREAS, pursuant to ITN No. 2015-060-LR, the Administration also began negotiating a lease with Crown Castle for other rooftops citywide and identified the need for cellular telecommunications distributed antenna system at the Miami Beach Convention Center; and WHEREAS, due to the speed with which construction at the Convention Center is progressing, Crown Castle simultaneously began working with Clark Construction to develop the scope of services for the Convention Center, which includes a small cell network system, a distributed antennae system (DAS), equipment at a radio space, and all associated telecommunications cables and connections throughout the facility (collectively, the System); and WHEREAS, the Finance and Citywide Projects Committee considered this item at their July 17, 2016 meeting and unanimously recommended that the City Commission approve the Resolution; and WHEREAS, Crown Castle is willing to install and maintain the System at its sole cost and expense, with the initial equipment installation cost valued at approximately $1 million, in exchange for the exclusive right to license the System to third party wireless communications companies, at Crown Castle's sole discretion; and WHEREAS, in exchange for the privileges that Crown Castle will receive under the agreement, the City will receive the benefit and use of the System, an up-front fee of $25,000, plus monthly payments (Recurring Fee) equal to twenty-five percent (25%) of the gross revenues earned (net of revenue share reimbursements), and a lump sum of $25,000 each time Licensee executes a License Agreement with a telecommunications carrier; and WHEREAS, the Administration recommends that the City execute a use agreement with Crown Castle, substantially in the form attached hereto as Exhibit A. NOW, THEREFORE, BE IT DULY RESOLVED BY THE CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA that the Mayor and City Commission hereby accept the written recommendation of the City Manager (as set forth in the City Commission memorandum accompanying this Resolution) and waive, by 517th vote, the competitive bidding requirement, finding such waiver to be in the best interest of the City; and approve and authorize the Mayor and City Clerk to execute a use agreement, substantially in the form attached to this Resolution, with Crown Castle Solutions LLC (Licensee), having a term of nine (9) years and 364 days (without any renewal options); said agreement permitting licensee to install and maintain, at its sole cost and expense, a small cell network system at the Miami Beach Convention Center, including a Distributed Antennae System (DAS), equipment at a radio space, and all associated telecommunications cables and connections, having a value of approximately $1 million; permitting Licensee to grant licenses to third party telecommunications carriers, at Licensee's sole option, for the use of the radio space and DAS system; and further providing the City with an up-front fee of $25,000, plus monthly payments equal to twenty-five percent (25%) of the net receipts collected by Licensee, and a lump sum of $25,000 each time Licensee executes a License Agreement with a telecommunications carrier. PASSED AND ADOPTED this 1.3 day of ciH/ , 2016 �%" _W" ,' �����.• W111�i p ATT �_• �\ B L,i 444 • FOR / 4/"?.- ''. (;' •-• /5,', CITY CLERK ? , ORA�E� APPROVED AS TO KGB/MAS o�2� r� 'j -FORM & LANGUAGE ��� T:\AGENDA\2016\July\TCED\Crown Cast e\[)h11�P'LOT LEAS.e.Resb oc/ F' E CUTION City Attorney i9 Dote , COMMISSION ITEM SUMMARY Condensed Title: A Resolution Accepting The Written Recommendation Of The City Manager(As Set Forth In The City Commission Memorandum Accompanying This Resolution) And waiving, by 517th vote, the competitive bidding requirement, finding such waiver to be in the best interest of the City;and approving and authorizing the Mayor and City Clerk to execute a use agreement, substantially in the form attached to this resolution, with Crown Castle Solutions LLC (Licensee),having a term of nine(9)years and 364 days(without any renewal options);said agreement permitting licensee to install and maintain, at its sole cost and expense, a small cell network system at the Miami Beach Convention Center,including a Distributed Antennae System(DAS),equipment at a radio space,and all associated telecommunications cables and connections,having a value of approximately$1 million;permitting licensee to grant licenses to third party telecommunications carriers,at licensee's sole option,for the use of the radio space and DAS system;and further providing the City with an up-front fee of$25,000, plus monthly payments equal to twenty-five percent(25%)of the net receipts collected by licensee,and a lump sum of$25,000 each time Licensee executes a license agreement with a telecommunications carrier. Key Intended Outcome Supported: Maximize Miami Beach as a Destination Brand Supporting Data (Surveys, Environmental Scan, etc.):N/A - Item Summary/Recommendation: The Administration issued ITN 2015-060-LR to seek the proposals from qualified parties interested in submitting proposals to the City to lease City-owned buildings and rooftops for the installation and operation of telecommunications antennas and related equipment. The purpose of the ITN was to provide the opportunity for communication services providers to lease authorized City-owned properties,as well as provide a means of potential revenue to the City for the use of said properties. On May 6, 2015,the Mayor and the City Commission approved Resolution No.2015-29023 accepting the recommendation of the City Manager,pursuant to Invitation to Negotiate (ITN) No. 2015-060-LR, for the Lease of City-Owned Buildings •and Rooftops for the Placement of Telecommunications Equipment. On July 8,2015,the City Redevelopment Agency(RDA)adopted a Resolution approving a lease with Crown Castle to operate and maintain a telecommunications hub on the roof of 1550 Collins Avenue. The Administration also began negotiating a lease with Crown Castle for other rooftops citywide. Staff identified the need for cellular telecommunications at the Miami Beach Convention Center. Crown Castle simultaneously began working with Clark Construction to develop the scope of services for the Convention Center, which includes a small cell network system, a distributed antennae system(DAS),equipment at a radio space,and all associated telecommunications cables and connections throughout the facility. Crown Castle will have rights to install,own,and operate a small cell network system,a distributed antennae system (DAS)during the term of the contract at no cost to the City. The agreement will be for a term of nine(9)years and 365 days. Crown Castle will pay the City$25,000 Initial Fee;25%of the gross monthly recurring rental revenue;pay the City$25,000 when each new Carrier Agreement is executed; purchasing and installing all network equipment; maintaining and 24/7 monitoring of all DAS equipment. The Administration recommends waiving, by 5/7th vote,the competitive bidding requirement,finding such waiver to be in the best interest of the City; and approving and authorizing the Mayor and City Clerk to execute a Use Agreement,with Crown Castle Solutions LLC, having a term of nine(9)years and 364 days (without any renewal options);said Agreement permitting Crown Castle to install and maintain,at its sole cost and expense,a small cell network system at the Miami Beach Convention Center, including a Distributed Antennae System(DAS),equipment at a radio space,and all associated telecommunications cables and connections,having a value of approximately$1 million; permitting Crown Castle to sublease the radio space and DAS system to third party telecommunications companies,at their sole option;and further providing the city with an up-front fee of$25,000,plus monthly payments equal to twenty-five percent(25%)of the monthly recurring gross receipts collected by lessee. Advisory Board Recommendation: The Finance and Citywide Projects Committee considered this item at their July 17,2016 meeting and unanimously recommended the City Commission approve the Resolution. Financial Information: Source of Amount Account Approved Funds: OBPI Total Financial Impact Summary: City Clerk's Office Legislative Tracking: Max Sklar, TCED Director Sign-Offs: Dep:rtmen 1 Director Assistan Ci Manager I ' Manager 'W T:\AGENDA\20'1;Ju y\TCEDD\ Gas = •wn astle DAS Agree.:nt SUM.do• MIAMIBEACH n�� J NDA ITEM I� H� DATE 1-I5',10 ® MIAMI BEACH City of Miami Beach, 1700 Convention Center Drive, Miami Beach, Florido 33139,www.miamibeachfl.gov COM" ISSION MEMORANDUM TO: Honorable Mayor Philip Levine ands embers ;,,f the City Commission FROM: Jimmy L. Morales, City Manager kb. DATE: July 13, 2016 SUBJECT: A RESOLUTION ACCEPTIN e, THE WRITTEN RECOMMENDATION OF THE CITY MANAGER (AS SET FORTH IN THE CITY COMMISSION MEMORANDUM ACCOMPANYING THIS RESOLUTION) AND WAIVING, BY 5/7TH VOTE, THE COMPETITIVE BIDDING REQUIREMENT, FINDING SUCH WAIVER TO BE IN THE BEST INTEREST OF THE CITY; AND APPROVING AND AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A USE AGREEMENT, SUBSTANTIALLY IN THE FORM ATTACHED TO THIS RESOLUTION, WITH CROWN CASTLE SOLUTIONS LLC (LICENSEE), HAVING A TERM OF NINE (9) YEARS AND 364 DAYS (WITHOUT ANY RENEWAL OPTIONS); SAID AGREEMENT PERMITTING LICENSEE TO INSTALL AND MAINTAIN, AT ITS SOLE COST AND EXPENSE, A SMALL CELL NETWORK SYSTEM AT THE MIAMI BEACH CONVENTION CENTER, INCLUDING A DISTRIBUTED ANTENNAE SYSTEM (DAS), EQUIPMENT AT A RADIO SPACE, AND ALL ASSOCIATED TELECOMMUNICATIONS CABLES AND CONNECTIONS, HAVING A VALUE OF APPROXIMATELY $1 MILLION; PERMITTING LICENSEE TO GRANT LICENSES TO THIRD PARTY TELECOMMUNICATIONS CARRIERS, AT LICENSEE'S SOLE OPTION, FOR THE USE OF THE RADIO SPACE AND DAS SYSTEM; AND FURTHER PROVIDING THE CITY WITH AN UP FRONT FEE OF $25,000, PLUS MONTHLY PAYMENTS EQUAL TO TWENTY-FIVE PERCENT (25%) OF THE NET RECEIPTS COLLECTED BY LICENSEE, AND A LUMP SUM OF $25,000 EACH TIME LICENSEE EXECUTES A LICENSE AGREEMENT WITH A TELECOMMUNICATIONS CARRIER. BACKGROUND The Administration issued ITN 2015-060-LR to seek the proposals from qualified parties interested in submitting proposals to the City to lease City-owned buildings and rooftops for the installation and operation of telecommunications antennas and related equipment. The purpose of the ITN was to provide the opportunity for communication services providers to lease authorized City-owned properties, as well as provide a means of potential revenue to the City for the use of said properties. The ITN was approved for issuance by the City Commission on January 14, 2015. The ITN was released on January 27, 2015. A pre-proposal conference to provide information to the proposers submitting a response was held on February 5, 2015. On April 9, 2015, the City received one proposal from Crown Castle. On May 6, 2015, the Mayor and the City Commission approved Resolution No. 2015-29023 accepting the recommendation of the City Manager, pursuant to Invitation to Negotiate (ITN) No. 2015-060-LR, for the Lease of City-Owned Buildings and Rooftops for the Placement of Telecommunications Equipment. Commission Memorandum—Crown Castle DAS License Agreement July 13, 2016 Page 2 On July 8, 2015, the City Redevelopment Agency (RDA) adopted a Resolution approving a lease with Crown Castle to operate and maintain a telecommunications hub on the roof of the RDA's parking garage location at 1550 Collins Avenue. Pursuant to ITN No. 2015-060-LR, the Administration also began negotiating a license agreement with Crown Castle for other rooftops citywide. During those negotiations Staff also identified the need for cellular telecommunications at the Miami Beach Convention Center. Due to the speed with which construction at the Convention Center is progressing, Crown Castle simultaneously began working with Clark Construction to develop the scope of services for the Convention Center, which includes a small cell network system, a distributed antennae system (DAS), equipment at a radio space, and all associated telecommunications cables and connections throughout the facility. KEY DEAL TERMS Crown Castle will have exclusive rights to install, own, and operate a small cell network system, a distributed antennae system (DAS) during the term of the contract at no cost to the City. The License Agreement will be for a term of nine (9) years and 365 days. Crown Castle would be responsible for the following: • Pay City $25,000 Initial Fee. • Pay City 25% of the gross monthly recurring rental revenue, less certain expenses as described in the Agreement, Recurring Fee. • In addition to the Initial Fee and Recurring Fee, pay City $25,000 when each new Carrier Agreement is executed. • Purchasing and installing all network equipment. • Maintaining and 24/7 monitoring of all DAS equipment, as well as an inventory of critical spares. • Notifying of scheduled and/or unscheduled system outages. • Performing regular testing of the network to ensure that the WSP's coverage needs are met. The Finance and Citywide Projects Committee considered this item at their July 17, 2016 meeting and unanimously recommended the City Commission approve the Resolution. RECOMMENDATION The Administration recommends waiving, by 5/7th vote, the competitive bidding requirement, finding such waiver to be in the best interest of the City; and approving and authorizing the Mayor and City Clerk to execute a use agreement, substantially in the form attached to this resolution, with Crown Castle Solutions LLC (Licensee), having a term of nine (9) years and 364 days (without any renewal options); said agreement permitting licensee to install and maintain, at its sole cost and expense, a small cell network system at the Miami Beach Convention Center, including a Distributed Antennae System (DAS), equipment at a radio space, and all associated telecommunications cables and connections, having a value of approximately $1 million; permitting licensee to grant licenses to third party telecommunications carriers, at licensee's sole option, for the use of the radio space and DAS system; and further providing the City with an up-front fee of $25,000, plus monthly payments equal to twenty-five percent (25%) of the net receipts collected by licensee, and a lump sum of $25,000 r,h time Licensee executes a license agreement with a telecommunications carrier. JLM / KG r / MS / MM T:'AGENDA\2016\July\TCED\Crown Castle\Crown Castle DAS Agreement Memo.doc Project ID 47887095 City Draft 6-27-2016 • LrG?fi? -tr�i\. i hvfi r $4n �ryp5{?�,''cc-.Q � kvii.. DAS FACILITY-USE AGREEMENT "" 'a Y^s .s.. by and between ?K== -....w. ?(" Yf• City of-Miami Beach ,;�,;$ ; •n- µ• .. :,....:sity:.``�{._ and �}' ,: ?:t:: :: :.s y.6 'r -C7v-.'�+1r. x -.:-:,_ qpv . ,�aa^. ��C 'IS A?, Castle.Solutions LLC Yr.:.. b . `,' =[r Dated;• � 2016 .v Wi• _ •,:94...,..:-, ��.� -?:F)iJri. `iii is --tam.:. ._ .:+`._Q.:.'-•^ -W X02. EXHIBIT A .' , . . F:\ATTO\TORG\Agreements\Miami Beach Convention Center DAS Facility Agreement\Crown Castle Solutions LLC City Draft 6-27- 2016.docx DAS Facility Lease Agreement Contract ID# System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Project ID 47887095 City Drafl 6-27-2016 TABLE OF CONTENTS 1. Definitions 2. Grant of License 3. Term 4. Fees 5. Maintenance and Examination of Records; Reports 6. Taxes 7. Construction and Operation of the System 8. Removal and Relocation of Attachments 9. Insurance; Casualty 10. Indemnity 11. Eminent Domain 12. Default 13. Assignment ; ;-CV:,- - 14. Notice - 15. The City's Right to Terminate for Convenience - 16. Miscellaneous ,147 Va 10 Y-�SCHEDULES: '4::Z.:::, --0". `t t Schedule 1 Property '"`'t'Schedule 2 Existing Agreements and Temporary A reements : i okror: ,t EXHIBITS: -4•'"'," Exhibit A Sample DAS Order_.,-� sv�..Y� -tvr}gip •Exhibit 1 Network Description '":" ' Exhibit 2 Node EquipmentT ". `Ezh t 3 Hub Site ,;;�„ c:.� Exhibit 4 Fiber Network:;` `<,v � :{::l. Exhibit B Notification of:;Removal by Licensee ``}`' Exhibit C Fiber Network Standards Y ° rmio Exhibit D DAS_ Fiber Optics Test MOP `'-3- 'Wks dam;%7•. ` -::A:-. Fps; 1: tiW{ih4'z {. 4y . S:t <-v V. ?.• CO DAS Facility Lease Agreement Contract ID# System BUN Lessor: City of Miami Beach Lessee: Crown Castle Solutions LLC DAS FACILITY USE AGREEMENT THIS DAS FACILITY USE AGREEMENT (the "Agreement") is entered into as of the date fully executed below ("Effective Date"), by and between City of Miami Beach, a Florida Municipal Corporation ("the City"),and Crown Castle Solutions LLC,a Delaware limited liability company("Licensee"). RECITALS A. WHEREAS, the City is the owner identified in Schedule 1 hereto, including certain buildings and grounds (the "Property"), which Property includes buildings, utility infrastructure, signage, light standards, Fiber Network(if applicable)and other improvements(herein"Structures");and B. WHEREAS, the City desires (i)to enhance the wireless communications services available at the Property through a more comprehensive solution on the conditions agreed to herein; (ii)to rely on the resources and experience of Licensee to manage access to the Property and the Structures by the use of common facilities for all Wireless Carriers to minimize redundant use of the Structures and minimize the visual impact thereon; and (iii)to avoid unnecessary disruption and administrative burdens for the City's business and operations;and C. WHEREAS, Licensee proposes to use a portion of certain of the City's Structures and Property for the purposes of creating a wireless communications network available for hire from Licensee by Wireless Carriers;and D. WHEREAS, the City is authorized to grant one or more licenses to Licensee to make Attachments to the City's Structures and to occupy a certain portion of the Property in accordance with the terms of this Agreement. NOW, THEREFORE, in consideration of the mutual covenants, terms and conditions herein contained, the Parties hereto do hereby covenant and agree as follows: AGREEMENT 1. Definitions. For all purposes of this Agreement,the following terms shall be defined as follows: a. Additional Services shall have the meaning set forth in Section 2.e. b. Affiliate shall mean any entity which directly or indirectly controls, is controlled by or is under common control with the referenced entity. c. Agent shall mean any directors, trustees, officers, employees, affiliates, agents, assigns, successors, representatives,contractors or subcontractors of a Party. d. Agreement shall mean this Agreement and all DAS Orders executed hereunder,each as amended. e. Alternate Location shall have the meaning set forth in Section 8.b. f. Attach shall mean to install, connect or construct Attachments on, at or in a Structure pursuant to a DAS Order. g. Attachments as used herein shall include antenna, wire, fiber optic,telecommunications and/or coaxial cable, Nodes and other wireless communications equipment attached and maintained upon a Structure pursuant to a DAS Order. h. Carrier Agreement shall mean a binding contractual commitment between Licensee and a Wireless Carrier to utilize the System. i. Carrier Fee shall have the meaning set forth in Section 4.c. j. Cure Period shall have the meaning set forth in Section 12.a. DAS Facility Lease Agreement Contract ID ti System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page 1 of 14 k. DAS Order shall have the meaning set forth in Section 2. "DAS Order" shall also refer to amended DAS Orders. 1. Defaulting Party shall have the meaning set forth in Section 12.a. m. Effective Date shall mean the date set forth in the Preamble. n. Environmental Law shall mean any Law regulating the presence of Hazardous Materials on or relating to the Property, including the Solid Waste Disposal Act, 42 U.S.C. § 6901 et seq.; the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, 42 U.S.C. § 9601 et seq., as amended by the Superfund Amendments and Reauthorization Act of 1986; the Federal Water Pollution Control Act, 33 U.S.C. § 1251 et seq.; the Clean Air Act, 42 U.S.C. § 7401 et seq., the Toxic Substances Control Act, 15 U.S.C. § 2601 et seq.; the Safe Drinking Water Act, 42 U.S.C. § 300f et seq.;or state,commonwealth or local Law analogous thereto. o. Existing Agreements shall mean the agreements identified in Schedule 2 hereto, specifically excluding the Temporary Agreements, each between a Wireless Carrier and the City in full force and effect as of the Effective Date for the operation of Wireless Carrier facilities on the Property. p. Fiber Network shall mean dark fiber capacity on the City's fiber optic network or related or unrelated conduit installed throughout the Property and identified and dedicated for Licensee's use through a DAS Order. q. Fiber Network Standards are set forth in Exhibit C hereto. r. Force Majeure shall mean any event beyond the control of either Party and which is relied upon by either Party as justification for delay in, or as excuse from complying with, any obligation required of the Party under this Agreement, including, but not limited to: (i)an act of God, war, terrorism, landslide, lightning, earthquake, fire, explosion, storm, flood or similar occurrence; (ii)any act of any federal, state, county or local court, administrative agency or governmental office or body that stays, invalidates or otherwise affects this Agreement, the operation of, or any permits or licenses associated with or related to, the obligations hereunder; (iii)the adoption or change (including a change in interpretation or enforcement) of any federal, state, county or local law, rule, permit, regulation or ordinance after the date of execution of this Agreement, applicable to the obligations hereunder, including, without limitation, such changes that have a substantial or material adverse effect on the cost of performing the obligations herein; (iv)any work stoppages, strikes, picketing, labor dispute, or similar activities at the Property; (v)the institution of a legal or administrative action or similar proceeding by any person or entity that delays or prevents any aspect of the obligations to be performed by either Party hereunder. s. Government Authority shall mean the United States of America, the state, commonwealth, tribal unit, county, parish,town, or other municipality in which the Property is located and any governmental entity exercising executive, legislative,judicial, regulatory or administrative functions of, over or pertaining to the System or the Property. t. Government Permits shall mean all certificates, permits or other approvals which may be required from any Government Authority necessary for the construction and operation of the System. u. Hazardous Materials shall mean (i)any explosive or radioactive substances or waste, petroleum or petroleum distillates, asbestos or asbestos-containing materials, polychlorinated biphenyls; (ii)any `hazardous substances,' `extremely hazardous substance,' `hazardous chemical,' `toxic chemical,' `hazardous waste' or `pollutant,' each as defined under Environmental Law; and (iii)any substance or waste regulated under any Environmental Law. v. Hub Site shall mean the exterior or interior space licensed by the City to Licensee and identified in a DAS Order: (i)for the installation of Licensee's equipment for the operation and control of the System; DAS Facility Lease Agreement Contract ID# System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page 2 of 14 and (ii)to be licensed to Wireless Carriers for the placement and operation of their equipment required for use of the System. w. Initial Fee shall have the meaning set forth in Section 4.a. x. Laws shall mean any administrative,judicial, legislative or other statute, law, ordinance, Government Permit, regulation, rule, order, decree, written pronouncement, writ, award or decision of any Government Authority. y. Licensed Structure shall mean a Structure upon which an Attachment has been made and is maintained thereupon by Licensee pursuant to this Agreement. z. Licensee shall have the meaning set forth in the Preamble. aa. The City shall have the meaning set forth in the Preamble. bb. Node shall mean a radio access node of the System, generally consisting of an antenna, equipment box, cabling connecting the antenna and equipment box and related attachments. cc. Non-Defaulting Party shall have the meaning set forth in Section I2.a. dd. Parties or Party shall mean the City and Licensee. ee. Person shall mean any individual, corporation, partnership, joint venture, association, joint-stock company, trust, limited liability company, unincorporated organization or government or any agency or political subdivision thereof. ff. Primary Purpose shall have the meaning set forth on Schedule I hereto. gg. Property shall have the meaning set forth in the Recitals. hh. Radio Space shall be the locations on, in or at a Structure to be occupied by any Attachments for operation of the System, including the Hub Site space. ii. Recurring Fee shall have the meaning set forth in Section 4.b. jj. Report shall have the meaning set forth in Section 4.d. kk. RF shall mean radio frequency energy,whether or not associated with operation of the System. II. Structure Manager means the City's designated manager for managing and administering,on behalf of the City, the Attachments, System and administration of visual impact and aesthetics provisions of this Agreement. mm. Structures shall have the meaning set forth in the Recitals. nn. System shall mean collectively the small cell network, including distributed antenna system (DAS), constructed by Licensee under a DAS Order for the purpose of providing RF coverage in and about the Property, including Licensee's System equipment at the Radio Space and all Attachments, power lines, coaxial, fiber optic and telecommunications cables and other associated equipment, including equipment owned and operated by Wireless Carriers, located throughout the Property and at the Hub Site and operated by Licensee on a commercial, for-profit basis to provide services to Wireless Carriers. oo. Temporary Agreements shall mean each agreement identified in Schedule 2 to which the City has identified that it intends, at its discretion, to terminate or allow to expire and which shall not be construed to be an Existing Agreement hereunder. pp. Term shall have the meaning set forth in Section a.ss.3. DAS Facility Lease Agreement Contract ID# System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page 3 of 14 qq. Term Commencement Date shall mean the date that the Threshold Wireless Carrier is obligated to commence making recurring payments under a Carrier Agreement. rr. Threshold Wireless Carrier shall have the meaning set forth in Section 7. ss. Wireless Carrier shall mean a wireless services provider offering communications services to the public, including commercial mobile radio service (CMRS), cellular, personal communications service (PCS), wireless broadband, telematics and wireless data carriers. the City shall not be considered a Wireless Carrier to the extent it provides any such services for its own internal use. 2. Grant of License. On the terms set forth in this Agreement from time to time upon the Parties' mutual agreement, execution and delivery of a DAS Order substantially in the form attached to this Agreement as Exhibit A (a "DAS Order"), the City will grant to Licensee, and Licensee will receive from the City a license to use: (a)the Radio Space described therein and (b) if applicable, the Fiber Network in the quantity and length identified in such DAS Order. The City agrees, subject to the conditions in this Agreement,that, by way of the DAS Order, it will permit Licensee, as its sole cost,(i)to place,operate and maintain Attachments within the Radio Space on Licensed Structures in order to operate its System, and (ii) if applicable, to use the Fiber Network as a transmission medium to provide communication services and lit fiber transport capacity as appropriate for the operation of the System. Licensee agrees that its Attachments will be used only in connection with Licensee's construction, operation and maintenance of the System. Notwithstanding anything to the contrary contained in this Agreement, Licensee expressly recognizes that the Structures are used and are to continue to be used by the City for the Primary Purpose, and that Attachments are and will continue to be secondary and subordinate to the City's use of its Structures for its Primary Purpose. a. System Additions. Licensee shall have the right to (i)attach to any additional Structure; or (ii)add additional Attachments to any Structure; and, if applicable, use additional portions of the Fiber Network, upon the Parties' execution of a mutually acceptable amended DAS Order. Licensee shall have exclusive right to the use of the Licensed Structures for purpose of operating a System on the Property. b. Limitations. Regardless of its duration, Licensee's use of a Structure shall not vest in Licensee any ownership rights in the Structure. In addition to the Existing Agreements and the Temporary Agreements,the right to Attach herein granted shall at all times be subject to any pre-existing contracts and arrangements, written notice of which the City provides to Licensee in advance of the Parties' executing a DAS Order. Nothing herein contained shall be construed to compel the City to maintain any of its Structures for a period longer than is necessary for its Primary Purpose. c. Consents. The City represents, upon execution of a resolution authorizing the Agreement, that it is authorized to grant to Licensee the right to Attach and that the City has authorized the Structure Manager to grant DAS Orders on its behalf consistent with the terms of this Agreement. No consent or approval of any third party is necessary for The City to execute this Agreement or perform the obligations hereunder for the Term of this Agreement. Licensee will be responsible at its expense for securing all Government Permits necessary for the installation and operation of the System. d. Exclusive Marketing Rights. The City hereby designates Licensee as the point of contact regarding discussions and dealings with Wireless Carriers in connection with their wireless telecommunication needs at the Property, including siting, installation, development, use and management thereof, whether by distributed antenna system,rooftop,tower or otherwise. The City shall require all Wireless Carriers requesting use of, or expressing an interest in using, the Property to provide wireless telecommunications service thereon to consult with Licensee and grants to Licensee the right to negotiate on the City's behalf with all Wireless Carriers in this regard. During the Term, except as provided in Section 1.e below,the City shall not grant a lease, license or similar agreement during the Term to any Wireless Carrier or commercial wireless infrastructure provider for the purposes of installing a wireless telecommunications system at the Property. The City reserves the right to continue, modify or terminate the Existing Agreements as it determines in its sole discretion, though The City has provided that it intends to require Wireless Carriers currently on the Property to utilize DAS Facility Lease Agreement Contract ID# System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page 4 of 14 the System. The City covenants that, at its discretion, it will terminate or allow to expire each Temporary Agreement as set forth on Schedule 2. e. System Expansion. The City and Licensee acknowledge and agree that increased demand,changes or advances in wireless technology, among other reasons, during the Term may cause the City or Wireless Carriers to desire expansion of the System or the provision of additional wireless network coverage or capacity on the Property(collectively, "Additional Services"), and Licensee shall have the exclusive right to provide the Additional Services,as set forth herein. In the event Additional Services are desired by the City, the City shall provide a written Proposal to Licensee setting forth its coverage, technology and other objectives (the "Objectives"). Licensee shall provide a written Proposal ("Proposal")for the provision of Additional Services within ninety(90)days following receipt of such Objectives from the City. In the event a Wireless Carrier desires Additional Services, Licensee shall provide a Proposal to the City for review. In the event that the City accepts Licensee's Proposal (as may be modified by mutual consent),the Parties agree to execute a mutually acceptable amended DAS Order. In the event that(i)Licensee declines to provide the Additional Services,or(ii)following good faith negotiations, the City and Licensee cannot reach agreement on the provision of Additional Services within one hundred eighty(180)days following delivery of Licensee's Proposal,then the City shall be free to enter into agreements with any third party for Additional Services but subject to Objectives substantially similar to those set forth in the original request. Notwithstanding the provisions of this section, the City shall have no obligation whatsoever to allow any Additional Services and Licensee shall have no obligation to effect or right to require such expansion. 3. Term. This Agreement shall commence on the Effective Date and shall continue in effect for a period of nine(9) years and three hundred sixty-four(364) days following the Term Commencement Date (the "Term") unless previously terminated pursuant to the provisions herein; each DAS Order will commence on the "Order Effective Date" set forth thereon. The term of any DAS Order shall, unless previously terminated pursuant to the provisions of this Agreement, continue in effect until the end of the Term and the term of this Agreement shall be incorporated into each such DAS Order. 4. Fees. In consideration for the City's entering into this Agreement and granting the DAS Orders to Licensee throughout the Term, Licensee shall provide the following consideration to the City: a. Initial Fee. Licensee shall make an initial payment to the City of Twenty-Five Thousand Dollars($25,000)("Initial Fee")due and payable within thirty(30)days following the Effective Date. b. Recurring Fee. In consideration for: (i) Licensee's constructing the System at its sole cost and expense to provide wireless coverage to the City, its employees, invitees and guests on and about the Property; (ii) Licensee's marketing the System to Wireless Carriers in order to increase the number of Wireless Carriers providing coverage to the Property; (iii) Licensee's deploying neutral host technology to reduce the visual impact, consumption of Attachment space and limit the disruption to the City's Primary Purpose; and (iv) Licensee's serving as the manager and single point of contact for Wireless Carriers in connection with their telecommunication needs on the Property, including siting, installation, development, use or management of the System, Licensee shall be entitled to bill and receive all revenues earned in relation to, as a result of, and through the privileges of this Agreement (including, but not limited to revenues earned from franchise, usage of the System by Carriers, sub- contractors, customers, franchisees, etcetera). The Licensee shall remit monthly to the City an amount equal to twenty-five percent(25%) of the monthly gross revenues earned, net of any revenue share reimbursements (the "Recurring Fee"). The "monthly gross revenues" earned shall be defined and follow the applicability of General Accepted Accounting Principles (GAAP), and must not include sales taxes, communication taxes, or any other taxes imposed by a government entity and passed through to the customers or users of the System. Licensee shall pay the Recurring Fee monthly, no later than five(5)days from the end of each calendar month for which the Recurring Fee is due. DAS Facility Lease Agreement Contract ID# System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page 5 of 14 c. Carrier Fee. In addition to the Initial Fee and Recurring Fee, within thirty(30) days after the date each Carrier Agreement is fully executed, Licensee shall pay to the City the amount of Twenty-Five Thousand Dollars($25,000)("Carrier Fee"). 5. Maintenance and Examination of Records; Reports. a. Records. Licensee shall maintain current, accurate, and complete financial records (on an accrual basis) related to its operations herein. Systems and procedures used to maintain these records shall include a system of internal controls and all accounting records shall be maintained in accordance with GAAP and shall be open to inspection and audit by the City Manager or the City's Structure Manager, upon reasonable prior notice, whether verbal or written, and during normal business hours. Such records and accounts shall include, at a minimum, a breakdown of gross revenues, expenses, and profit and loss statements. In the event Concessionaire accepts cash as a form of payment, it shall maintain accurate receipt-printing cash registers or the like which will record and show the payment for every transaction processed pursuant to this Agreement;and such other records shall be maintained as would be required by an independent CPA in order to audit a statement of annual gross revenues and profit and loss statement pursuant to GAAP. Licensee shall provide the City with an opportunity to review copies of all Carrier Agreements at any time during normal business hours at Licensee's Miami, Florida office. In addition, Licensee shall permit the City, its agents and employees at all times during normal business hours to review for any and all purposes complete and unredacted copies of the Carrier Agreements in the Miami, Florida office of Licensee and shall make unredacted copies available to the City and its auditors for audits under this Agreement. The City shall reconcile accounts as necessary to resolve any discrepancies between Recurring Fees paid and that set forth in the Report. No more than four(4) times during each calendar year, Licensee shall afford the City, upon reasonable prior notice during regular business hours, the right to review or audit Licensee's books and records regarding operation of the System and performance of its obligations under this Agreement. The Parties will cooperate in good faith to(i)resolve any discrepancies between the Recurring Fees paid to the City and those calculated by the Report or audit to be due to the City and(ii)determine the method that (A)any overpayment of Recurring Fees will be refunded to Licensee or (B)any underpayment of Recurring Fees will be made to the City, (including payment by check or temporary abatement, increase or decrease in the Recurring Fees otherwise due). b. Reports. Licensee shall provide the following reports: 1. Every month, together with the Recurring Fee, Licensee shall provide the City with a copy of any Carrier Agreement executed during the calendar month in which the Recurring Fee accrued. 2. No later than January 31 of each year, Licensee shall provide to the City an annual report showing all revenues received pursuant to this Agreement, including from the Wireless Carriers, and the calculation of the Recurring Fee for the preceding calendar year,or portion thereof("Report"). 3. No later than April 30 of each year, Licensee shall provide the City with a statement of gross revenues received by Licensee under the privileges granted under this Agreement, including from Wireless Careers, in a form consistent with GAAP. Additionally,such statement shall be accompanied by a report from an independent CPA firm. c. Public Records Requests. If the City receives a public records request for records,the City shall notify Licensee in writing of such request so that Licensee may seek the appropriate judicial relief barring public disclosure of the records within a reasonable time, not to exceed thirty (30) days. Absent an order from a court of competent jurisdiction barring disclosure, Licensee acknowledges that the City will comply with the public records request. 6. Taxes. Licensee agrees and shall pay before delinquency all taxes and assessments of any kind levied or assessed upon the Licensed Structure and/or the System, or by reason of Licensee's business and/or DAS Facility Lease Agreement Contract ID# _ System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page 6 of 14 operations pursuant to this Agreement. Licensee will have the right, at its own expense, to contest the amount or validity, in whole or in part, of any tax by appropriate proceedings diligently conducted in good faith. Licensee may refrain from paying a tax to the extent it is contesting the imposition of same in a manner that is in accordance with law. However, if, as a result of such contest, additional delinquency charges become due, Licensee shall be responsible for such delinquency charges, in addition to payment of the contested tax, if so ordered. Licensee shall also be solely responsible(at its sole cost and expense) for obtaining and maintaining current any applicable licenses or permits,as required for the operations contemplated in this Agreement including, without limitation, any occupational licenses required by law for the proposed uses contemplated herein (if required). The City shall pay all real estate taxes assessed upon the Property. Licensee agrees to reimburse the City for any documented increase in real estate or personal property taxes levied against the Property that are directly attributable to the improvements constructed by Licensee. The City agrees to provide Licensee any documentation evidencing the increase and how such increase is attributable to Licensee's use. Licensee reserves the right to challenge any such assessment and the City agrees to cooperate with Licensee in connection with any such challenge. 7. Construction and Operation of the System. Licensee shall commence construction of the System, at its sole cost, as soon as possible, as agreed to by the Parties, even if Licensee has not received a binding contractual commitment from at least one(1) Wireless Carrier to use the System ("Threshold Wireless Carrier"). Provided, however, if the System has not been constructed and operational on or before ; or there is no Threshold Wireless Carrier by the first(Is')anniversary of the Effective Date, the City may at its option, and notwithstanding anything contained herein to the contrary, terminate this Agreement without cost or obligation by written notice to Licensee. If Licensee is to construct the . System, it will do so at the Property at its sole cost and expense, as set forth in the DAS Order, and in accordance with the following: a. Standard of Care. Licensee, at its sole cost, shall construct and maintain all Attachments in a safe condition in accordance with applicable Laws, industry standards and the City's general construction and maintenance standards provided to Licensee prior to the date of the DAS Order. No work shall be done by Licensee when there is reason to suspect that working conditions on a Structure may be hazardous as the result of weather or any other conditions. As promptly as possible following Licensee's completion of the System, Licensee will provide the City with as-built drawings showing the location of the Attachments, including Node and Hub Site locations and equipment layout and the Parties will amend the DAS Order as appropriate to incorporate such drawings. b. Contact. Licensee shall respond on a 24/7 basis to any reasonable problems or emergencies reported by the Structure Manager via contact to Licensee's network operations center at(888)632-0931. c. The City's Liability. The City reserves the right to maintain the Structures as necessary to fulfill its Primary Purpose. The City shall not be liable to Licensee for any interruption of service for the System or for any property of the City used by Licensee. Licensee specifically waives any claim for indirect, special, consequential or punitive damages against the City in connection with this Agreement, including any claims for loss or interruption of service. d. Licensee Liability. Licensee shall exercise reasonable caution in performing the activities covered by this Agreement to avoid damage to the Structures. Licensee hereby agrees to reimburse the City for any direct costs incurred in making repairs to any Property damaged by Licensee. Licensee shall promptly advise the City of all incidents and claims arising or alleged to have arisen in any manner by Licensee's activities upon the Property. The City specifically waives any claim for indirect, special, consequential or punitive damages against Licensee in connection with this Agreement, including any claims for loss or interruption of service. e. Utilities. The City shall allow Licensee to access its electrical power and will provide, at no cost to Licensee or the Wireless Carriers,the electricity power to operate the Node equipment so long as such DAS Facility Lease Agreement Contract ID# System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page 7 of 14 consumption does not require greater than a 20-amp circuit per Node. Any electricity used by Licensee for the Hub Site or for Nodes in excess of that set forth in the preceding sentence shall be paid by Licensee. Such costs shall be billed monthly by the City to Licensee, with reasonable supporting documentation of such utility consumption, and shall be paid by Licensee within thirty(30) days of receipt of such invoice. Licensee agrees to pay for utilities based on (i)sub-metering equipment at the Hub Site, to be installed by Licensee at its cost; (ii)estimated usage for each Node, based on equipment specifications and spot measurements; or (iii)as otherwise agreed between the Parties. At the City's discretion, Licensee may be required to install the sub-meters at locations designated by the City. f. Hazardous Materials. Licensee shall not cause or permit the escape, disposal or release of any Hazardous Materials on or from the Property in any manner prohibited by Law. Licensee shall indemnify and hold the City harmless from any loss, damage, cost, or expense of the City, including, without limitation, reasonable attorney's fees, incurred as a result of, arising from, or connected with the placement by Licensee of any "hazardous substance" or "petroleum products" on, under, in or upon the Property (including, without limitation, the Licensed Structure), as those terms are defined by applicable Federal and State Statute, or any environmental rules and environmental regulations promulgated thereunder; provided, however, that Licensee shall have no liability in the event of the willful misconduct or gross negligence of the City, its agents, servants or employees. The provisions of this subsection shall survive the termination or earlier expiration of this Agreement. g. Fiber Network Maintenance and Operation. Even if a portion of the City's Fiber Network is being made available to Licensee, Licensee shall maintain and operate the Fiber Network in accordance with the Fiber Network Standards. The Licensee will, at its sole cost and expense, perform routine maintenance and repair checks and services, including regularly scheduled preventative inspections, as necessary to maintain the Fiber Network in good working order and with the same care standard as Licensee treats its own fiber, but in no event with less than reasonable care. When Licensee or Licensee's agents perform any routine maintenance, Licensee will notify the City at least seven(7) days before any such maintenance. Maintenance which is reasonably expected to produce any signal discontinuity will be coordinated between the Parties. Licensee will make all reasonable efforts to schedule major system work, such as fiber rolls and hot cuts, between 2:00 a.m. and 6:00 a.m. local time. In the event Licensee fails to meet the Fiber Network Standards, the City, at its discretion, and without an obligation, may make any necessary repairs at its own expense and shall receive reimbursement from Licensee for its costs incurred. The Fiber Network demarcation points will be easily accessible fiber access points to be mutually agreed upon after site walks. 8. Removal and Relocation of Attachments. Without limiting or terminating the Term of the Agreement, specific DAS Orders may be amended without fault to either Party upon the following conditions: a. Amendment by Licensee. Licensee may amend a DAS Order as to any Structure by removing its Attachments therefrom if, in its reasonable business judgment: (i)such removal will not materially degrade the RF coverage on the Property; or (ii)the Attachment being removed is to be relocated pursuant to a DAS Order amendment. At least thirty(30) days prior to removal, Licensee shall give The City notice of such removal substantially in the form attached hereto as Exhibit B hereto and the Parties will execute an amended DAS Order. b. Relocation by The City. The City may request that Licensee remove and relocate any Attachment if The City, in support of its Primary Purpose, at its discretion, intends remove or substantially alter the Structure supporting such Attachment so that it is unable to support the Attachment. In order to require such removal and relocation, the City must: (i)provide at least sixty(60) days' written notice prior to the date of the proposed removal and relocation of any Attachment; (ii)propose a reasonable alternative location for such Attachment acceptable to Licensee (the "Alternate Location"); (iii)grant Licensee at least sixty(60) days following receipt of all necessary Government Permits (but at least one hundred twenty(120) days for removal and relocation of the Hub Site) to complete the removal DAS Facility Lease Agreement Contract ID# _ System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page 8 of 14 and relocation; and (iv)provide, at its expense, for providing an installation-ready location acceptable to Licensee for Licensee's Attachment, including the construction or modification of Structures to accommodate such Attachment and any necessary extension of the Fiber Network (as applicable) to serve the location. In the event Licensee accepts the Alternate Location, the City and Licensee shall execute an amended DAS Order before the Attachment removal and relocation commences. Licensee shall be responsible for the costs of removing and relocating the Attachment, subject to reimbursement by The City through abatement of the Recurring Fee in an amount equal to Licensee's cost of removal and relocation,or as may otherwise be agreed by the Parties. c. Relocation by Licensee. Licensee shall not change the location of its Attachments without the written consent of the City, except in cases of emergency, when verbal authorization would be sufficient but would still be required. In cases of emergency, Licensee shall procure the City's consent orally by contacting the Structure Manager and such request and consent may be confirmed in writing by Licensee and approved in writing by the City once the emergency has been resolved. Any relocation, at the request of Licensee, and which has been approved in writing by the City, shall be undertaken by Licensee,at its sole cost and expense. d. Conflict with Laws. Upon written notice from the City to Licensee that the use of any Structure is forbidden by Law, the DAS Order to Attach to such Structure shall immediately be amended and the Attachments of Licensee shall be removed by Licensee from the affected Structures, provided, however, that Licensee, with the City's reasonable assistance, may contest such adverse decision in good faith, and during the pendency of such challenge may maintain such Attachment to the extent allowed by Government Authorities. The City will cooperate with Licensee to identify a suitable Alternative Location, in which case the Attachment shall be relocated by Licensee, at its sole cost and expense. 9. Insurance; Casualty. Licensee shall carry insurance at its sole cost and expense to protect the Parties from risk arising out of placement of the Attachments on the Structures. Licensee shall provide the specified insurance throughout the Term and shall file with the City's designated risk manager certificates of insurance evidencing such coverage upon request. Certificates, policies or endorsements shall provide thirty(30)days' prior written notice of cancellation,except for non-payment of premiums to the City. a. Coverage Amounts. Throughout the Term, Licensee shall maintain the following insurance coverage from a carrier licensed to conduct business in the state where the Property is located: i. Worker's compensation insurance as required by Florida,with Statutory limits and Employer's Liability Insurance with limit of no less than$1,000,000,per accident for bodily injury or disease. ii. Commercial general liability insurance including personal injury,contractual liability, independent contractors and broad form property damage with the following minimum liability limits: (i)$1,000,000 per occurrence combined single limit;(ii)$2,000,000 general aggregate;and (iii)$3,000,000 umbrella liability,with an endorsement stating the City is an additional insured with respect to operations relating to this Agreement. iii. Commercial automobile liability insurance with a minimum liability limit of$1,000,000 per occurrence combined single limit. iv. Property Insurance against all risks of loss to any part of the System,at full replacement cost with no coinsurance penalty provision. b. Waiver of Claims and Rights of Subrogation. The Parties hereby waive any and all rights of action for negligence against the other on account of damage to the System, to the Property or to any Attachment resulting from any fire or other casualty of the kind covered by property insurance policies with extended coverage, regardless of whether or not, or in what amount, such insurance is carried by the Parties. All policies of property insurance carried by either Party for the System, Property or the Attachments shall include a clause or endorsement denying to the insurer rights by way of subrogation DAS Facility Lease Agreement Contract ID# System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page 9 of 14 against the other party to the extent rights have been waived by the insured before the occurrence of injury or loss. c. Casualty and Restoration. In the event that one or more of the Structures containing an Attachment is damaged or destroyed as a result of a casualty, such that it cannot be used for an Attachment, then within thirty(30) days of such damage or destruction the City shall notify Licensee of its intent, in its sole discretion, as to whether or not the City will repair the Structure, and if so, then the proposed schedule for such repair. Licensee will have the option to: (i) in the event the repair schedule is proposed to be less than ninety(90) days, to abate any or all fees charged to Wireless Carriers with respect to the affected Attachments during the period the Structure is not available; (ii) in the event the City chooses not to repair, or if the repair schedule is proposed to be greater than ninety(90) days, declare the DAS Order null and void with respect to the affected Attachments only and thereafter neither Party will have any liability or obligation hereunder for each such Attachments, in which event there shall be an amendment to the DAS Order; or(iii) in the event the City chooses not to repair, or if the repair schedule is proposed to be greater than ninety(90) days, with respect to damage which will prevent continued operation of the Hub Site or the System in Licensee's reasonable discretion, to terminate the affected DAS Order. The Parties may also agree to relocate the impacted Attachment(s) pursuant to mutually acceptable terms. Notwithstanding the foregoing, any damage to the Attachments, or the cost of any agreed upon relocation of the Attachments under this section shall be the responsibility of the Licensee, at its cost and expense. d. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City's Risk Management Office. e. Verification of Coverage. Within ten(10)calendar days following the Effective Date, Licensee shall provide to the City certificates of insurance evidencing that Licensee has the required commercial general liability insurance required of Licensee under this Agreement. f. Special Risks or Circumstances. The City reserves the right to reasonably modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. g. Certificate Holder: City of Miami Beach c/o Insurance Tracking Services 1700 Convention Center Drive Miami Beach, FL 33139 h. Compliance with the foregoing requirements shall not relieve Licensee of its liability and obligation under this section or under any other section of this Agreement. 10. INDEMNITY. In consideration of a separate and specific consideration of Ten ($10.00) Dollars and other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, Licensee shall indemnify, hold harmless and defend the City, its officials, directors, members, employees, contractors, agents, and servants from and against any and all actions (whether at law or inequity), claims, liabilities, . losses, and expenses, including, but not limited to, attorneys' fees and costs, for personal, economic or bodily injury, wrongful death, loss of or damage to the Property, which may arise or be alleged to have arisen from: (1) wholly or in part from the negligent acts, errors, omissions or other misconduct of Licensee, its officers, director, members, employees, agents, contractors, subcontractors, or any other person or entity acting under Licensee's control or supervision; (2) Licensee's breach of the terms of this Agreement or its representations and warranties herein; (3) Licensee's operations under this Agreement; or (4) the use of the Licensed Structure by Licensee. To that extent, Licensee shall pay all such claims and losses and shall pay all such costs and judgments which may issue from any lawsuit arising from such claims and losses, and shall pay all costs and attorneys' fees expended by the City in the defense of such claims and losses, including appeals. DAS Facility Lease Agreement Contract ID# System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page l0 of 14 II. Eminent Domain. If the City receives notice of a proposed taking by eminent domain (or any agreement in lieu of condemnation) of any part of the Property impacting any Attachment, the City will notify Licensee of the proposed taking within thirty(30)days of receiving such notice and Licensee will have the option to: (i)declare the DAS Order null and void with respect to the affected Attachments only and thereafter neither Party will have any liability or obligation hereunder for each such Attachment, in which event there shall be an amendment to the DAS Order; or (ii)with respect to a taking which will prevent continued operation of the Hub Site or the System, either party may terminate the affected DAS Order. The Parties may also agree to relocate the impacted Attachment(s)pursuant to mutually acceptable terms. 12. Default. a. Cure Period. In the event of default by either Party(the "Defaulting Party") with respect to any of the provisions or obligations of this Agreement,the other Party(the"Non-Defaulting Party")shall give the Defaulting Party written notice of such default. After receipt of such written notice, the Defaulting Party shall have fifteen(15) days in which to cure any monetary default and thirty(30) days in which to cure any non-monetary default. The Defaulting Party shall have such extended periods as may be required beyond the thirty(30) day cure period to cure any non-monetary default if the nature of the cure is such that it reasonably requires more than thirty(30) days to cure, and the Defaulting Party commences the cure within the thirty(30) day period and thereafter continuously and diligently pursues the cure to completion (the "Cure Period"). The Non-Defaulting Party may not maintain any action or effect any remedies for default against the Defaulting Party unless and until the Defaulting Party has failed to cure the same within the time periods provided in this Section. In the event the Defaulting Party fails to commence or to continuously and diligently pursue the cure to completion,the Non-Defaulting Party may, at its option, perform the cure activities of the Defaulting Party, in which event any expenditures reasonably made by the Non-Defaulting Party in this regard shall be deemed to be paid for the account of the Defaulting Party and the Defaulting Party agrees promptly to reimburse the Non-Defaulting Party for any such expenditures upon demand. In the event that the Defaulting Party fails to cure the default as provided herein,the Non-Defaulting Party may immediately,or at any time thereafter, and without further demand or notice, terminate this Agreement without being prejudiced as to any remedies which may be available to it for breach of contract. b. Default in Payment. In the event Licensee fails to make any payment within five (5) days of its due date, a late charge, in the amount of five percent (5%) of the payment amount due shall accrue. Additionally, any payment received by the City after ten (10) days of its due date shall accrue interest at the rate of eighteen percent (18%) per annum or the highest rate allowable by Florida law, whichever is less. c. Removal of Attachments. Upon expiration or earlier termination of this Agreement or a DAS Order, as appropriate, Licensee shall, within sixty(60) days following termination or expiration of the Term, remove at its sole cost and expense, all visible Attachments and restore all or any part of the Radio Space to the same condition as originally received by Licensee(ordinary wear and tear excepted). Licensee's obligation to observe or perform this covenant shall survive the expiration or other termination of this Agreement. Licensee's failure to remove all visible Attachments and to restore all or any part of the Radio Space to its original condition within the sixty (60) day period shall constitute trespass by the Licensee, and may be prosecuted as such. In addition, the Licensee shall pay to the City One Thousand ($1,000.00)Dollars per day as liquidated damages for such trespass and holding over. 13. Assignment. This Agreement shall extend to and bind the successors, transferees and permitted assigns of the Parties. Any attempted assignment or transfer by a Party in violation of this Section shall be void. a. Assignment by Licensee. Licensee has the right to sublicense the Radio Space and use of the System to any Wireless Carrier for a term not to exceed the Term of this Agreement. Also, upon the written consent of the City Manager, which may not be unreasonably withheld, Licensee may also assign or delegate all or a portion of this Agreement to an Affiliate or engage an Affiliate to perform the design or construction services hereunder. DAS Facility Lease Agreement Contract ID# System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page 1 1 of 14 b. Assignment by the City. The City may assign or transfer its interest in this Agreement, provided that the assignee shall be bound by all provisions herein. Any sale or transfer(including by foreclosure)of the City's real property interest in any portion of the Property containing an Attachment shall be subject to this Agreement, and any successor Property owner shall be bound be the terms and conditions herein. 14. Notice. Except as otherwise specified, any notice to be given to either Party under this Agreement shall be sent by registered mail, return receipt requested, or by overnight courier with a tracking record of delivery to the respective addresses set forth below. Except as otherwise stated herein, any notice shall be effective immediately upon being deposited with the applicable delivery agent. The City: Licensee: City of Miami Beach Crown Castle Solutions LLC 1700 Convention Center Drive c/o Crown Castle USA Inc. Fourth Floor General Counsel Miami Beach, FL 33139 Attn: Legal—SCN City Manager 2000 Corporate Drive Attn: Jimmy Morales Canonsburg, PA 15317 (305)374-0700 (866)482-8890 • With a copy which shall not constitute notice to: Raul Aguila,City Attorney Crown Castle Solutions LLC 1700 Convention Center Drive 2000 Corporate Drive Fourth Floor Canonsburg, PA 15317 Miami Beach, FL 33139 Attn: SCN Contract Management 15. The City's right to Terminate for Convenience. The City may also, through its City Manager, and for its convenience and without cause, terminate the Agreement at any time during the Term by providing Licensee with written notice, a one (1) year in advance. Licensee shall be entitled to an early termination fee equal to the total upfront investment in connection with the construction and installation of the System in the City's Property, less the net earned income earned by the Licensee for each year or portion thereof, from the Effective Date, through the effective date of termination. Net earned income shall be determined by taking the monthly gross revenues and deducting all expenses permitted under acceptable accounting principles, excluding any depreciation, amortization,depletion,dividends and/or distribution expenses. 16. Miscellaneous. a. Governing Law/Waiver of Jury Trial. This Agreement shall be governed by and interpreted according to the laws of the state where the Property is located, without reference to its choice of law rules. This Agreement shall be enforceable in Miami-Dade County, Florida, and if legal action is necessary by either party with respect to the enforcement of any and all the terms or conditions herein,exclusive venue for the enforcement of same shall lie in Miami-Dade County, Florida. CITY AND LICENSEE HEREBY KNOWINGLY AND INTENTIONALLY WAIVE THE RIGHT TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING THAT CITY AND LICENSEE MAY HEREIN AFTER INSTITUTE AGAINST EACH OTHER WITH RESPECT TO ANY MATTER ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE CENTER. DAS Facility Lease Agreement Contract ID# System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page 12 of 14 b. Warranties. Each Party represents and warrants to the other that: (a)such Party has full corporate and other authority to execute and deliver this Agreement and to consummate the transactions contemplated in this Agreement and will have the same with respect to each DAS Order; (b)the execution and delivery of this Agreement and the consummation of the transactions contemplated by that Party in this Agreement have been duly and validly authorized by all necessary corporate and other action; (c)such Party's Agreement execution and performance under this Agreement will not breach or violate such Party's operating authority, any applicable law or terms of any agreement to which either is subject; (d)it has obtained or will obtained before the date required, all necessary licenses, permits and authorizations necessary to conduct the activities contemplated by this Agreement; and (e)as of the Effective Date and the date of each DAS Order, there is no action, suit, investigation, claim, arbitration or litigation pending or, to such Party's knowledge, threatened against, affecting or involving such Party, at law or in equity or before any court, arbitrator or governmental authority that is reasonably likely to result in a material adverse effect on such Party's ability to perform such Party's obligations under this Agreement. c. No waiver. Except as expressly set forth in this Agreement: (i)neither Party shall be deemed to have waived any of its rights hereunder unless such waiver is in writing; (ii)no delay or omission by any Party in exercising any right shall operate as a waiver of such right or of any other right; and (iii)a waiver on any one occasion shall not be construed as a bar to, or waiver of, any right or remedy on any future occasion. d. Interpretation. The singular includes the plural and the plural includes the singular. Except as otherwise provided herein, references to a Section, Schedule or Exhibit mean a Section, Schedule or Exhibit contained in or attached to this Agreement, all of which are incorporated herein by reference. The caption headings in this Agreement are for convenience and reference only and do not define, modify or describe the scope or intent of any of the terms of this Agreement. This Agreement will be interpreted and enforced in accordance with its provisions and without the aid of any custom or rule of law requiring or suggesting construction against the Party drafting or causing the drafting of the provisions in question. If any one or more of the provisions of this Agreement, or the applicability of any such provision to a specific situation, shall be held invalid or unenforceable by Law, such provision shall be modified to the minimum extent necessary to make it or its application valid and enforceable, and the validity and enforceability of all other provisions of this Agreement and all other applications of any such provision shall not be affected thereby. If any date herein set forth for the performance of any obligations by either Party or for the delivery of any instrument or notice as herein provided should be on a Saturday, Sunday or legal holiday, the compliance with such obligations or delivery shall be deemed acceptable on the next business day. These terms shall have the indicated meaning when used in this Agreement: (i) including shall mean including, without limitation; (ii)or shall mean and/or(unless indicated otherwise); and (iii)discretion means within the applicable party's sole discretion. Further, any reference to statute, act or code shall mean the statute, act or code as amended. e. Entire Agreement. This Agreement constitutes the entire and final expression of the Parties hereto with respect to the subject matter hereof and supersedes all previous agreements and understandings of the Parties, either oral or written. This Agreement can be amended only by written agreement signed by the Parties. f. Counterparts. This Agreement may be executed in multiple counterparts,each of which shall be fully executed as an original and all of which together shall constitute one and the same instrument. g. Sales. Any sales of equipment or other personal property under this Agreement will be made and fulfilled by CC S& E LLC,an Affiliate of Licensee. DAS Facility Lease Agreement Contract ID# System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page 13 of 14 IN WITNESS WHEREOF, The City and Licensee have caused this Agreement to be executed by their duly authorized representatives as of the Effective Date. THE CITY: LICENSEE: City of Miami Beach Crown Castle Solutions LLC By: �� By: Name: _ A_ A F Name: Title: D i•!� Title: Date: Date: With respect to Section 16.g only: CC S& E LLC By: Name: Title: Date: DAS Facility Lease Agreement Contract ID# System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page 14 of 14 Project ID 47887095 City Draft 6-27-2016 Schedule I Property For all purposes of this Agreement,the following terms shall be defined as follows: Property: 1901 Convention Center Drive Miami Beach, FL 33139 Tax Parcel ID: 02-3227-000-0090 « A fry+::-.Fn Vj:} Primary Purpose: The Miami Beach Convention Center is a convention and meeting facility complex including, without limitation, the exhibit halls, meeting rooms_common areas, lobby areas, executive offices, storage and utility facilities, and the'-entrances;and loading dock areas. The Miami Beach Convention Center encompasses more than 1,400;000 square feet, with more than 500,000 square feet of contiguous.and'~divisible exhibit spa : the four exhibit halls are 84 meeting rooms with_; total of 1867,000 squarecfee of flexible space and one grand ballroom with a total of 60,0,0, O�s quare feet of space,two(2)sjunior ballrooms of 20,000 square feet, a 20,000 square foot rooftopajunior ballroom and flexibleindoor/outdoor space. fir_„;`• 4.,,.....,.:.., �a� ���� - Y-rc _ iJRx : -1.4av,te• :1f l'vv '' fig€-="4'`' --:`: ';_. -',4: .T0 :1:- e_`} f.*:X !lt' :.fib _ .. - _ {- ViiM:''_.. Jr{r: .- . Sv}}.?:L f.}'•i.::•�/ }}'F.i .:"::::e::::::•• l:FiY1::h T'_ ..:*:$:;,.;.:;X::•.::% +£ y%-L �vo: ,Vy : •I�S ".::EI,am If'::: _ **4" :ti $, '^"S•`-" u Y_-- •::ice --,,"" :M- Asw. ..y.?_••& _ar. -:xuv DAS Facility Lease Agreement Contract ID# System BUN Lessor: Miami Beach Convention Center Lessee: Crown Castle Solutions LLC Schedule 1 Property Page I of 1 Project ID 47887095 City Draft 6-27-2016 Schedule 2 Existing Agreements and Temporary Agreements Tenant Location Type(tower,rooftop,etc.) Term Expiration //_.+__ i } i':Yl4a�k. Temporary Agreements '= ..yr.2-'c" `9 -:;-. Tenant Location Type(tower,rooftop,etc.) Term Expiration Xf, --- iC "S:.:,:;a.. .a Gr :Z ,&.. .max" 3::••rv::r:•xl. 2``;:" ..� i t:.. -rrxx -,:q.4.,•.::,.. N nn .-1 w .ijG:+r.• 3,:v kw DAS Facility Lease Agreement Contract ID# System BUN Lessor: Miami Beach Convention Center Lessee: Crown Castle Solutions LLC Schedule 2 Existing Agreements and Temporary Agreements Page I of I Project ID 47887095 City Draft 6-27-2016 Exhibit A Sample DAS Order DAS Order: Description' 1. Introduction. This DAS Order (this "Order"), dated effective as of the date of the last signature below (the "Order Effective Date"), is an agreement entered into by and between City of Miami Beach (the "City") and Crown Castle Solutions LLC ("Licensee") pursuant to the Parties' DAS Facility Use Agreement dated (the"Agreement"). 2. General Framework. All of the Agreement's terms and. conditions, including any Agreement attachments, as amended before the Order Effective Date (if applicable are incorporated by reference into this Order. Capitalized terms used but not defined in this Order have 'the -eanings designated in the Agreement; capitalized terms used and defined in this Order will have the meanings designated. if there is a conflict between the Agreement's terms and conditions and this Order's terms and conditions,Dail is Order contains terms and conditions not contained in the Agreement,then this Order will control (Ater tth�e Agreemen_t,.but only to the extent of the actual conflict or supplemental terms. $z' ra,. 3. DAS Order. For good, valuable, and adequate'consideration, which the Parties acknowledge receiving, in accordance with the Agreement's terms and conditio shwas supplemented or amended by this Order, Licensee accepts a license from The City, and The City grants license to Lensee to use: (a)the Node and other Attachment locations described on Exhibits-A.and 2 to this Order,$(b)sthe Hub Site location as more particularly described on Exhibits 1 and 3 to this Order a d(c)the Fiber Neettworkldescribed on Exhibits 1 and 4 to this Order. The Node equipment to be installed at the Licen�tructures is described on Exhibit 2 to this Order. 4. Applicable Exhibits. The following exhibits are=an �of integral partthis Order and are incorporated by this reference: a 2*PP �-,� :-. .T' ❑ Exhibit I —Syem Descript -.: fs'- =ry ❑ Exhibit 2—Node EquipmenPand Locations:` .. El Exhibit 3 —H bu S i'te vr , El Exhibit 4 Fiber Network S ' ,4411*- - 5. �Fremm liary Drawings. The Radio Space,Node,,-,Hub Site, other Attachment and Fiber Network locations are generally identified to thejattachedprehminary networktdrawings. During the design and installation process, the actual ations thereof will be specifi all identified and(may be changed)by mutual agreement of the Parties. Pursuant to Section 5.a of the Agreement, at he-completion of the System installation, the Parties covenant that the drawings attacheddto this Order, a appropriate,'Will be replaced and updated with as-built drawings which shall become a part of this'Order. . :-`'` .a om. 6. Authorized Signatures. This'Order, together with the Agreement, contains the Parties' entire agreement regarding this Order's subject matter,.` Upon this Order's execution and delivery by the Parties' authorized representatives, this Order wii1 binding on the Parties and is incorporated by this reference into the Agreement. This Order is effective on the Order9Effective Date. THE CITY LICENSEE City of Miami Beach Crown Castle Solutions LLC By: By: Name: Name: Title: Title: Date: Date: DAS Facility Lease Agreement Contract ID# System BUN Lessor: Miami Beach Convention Center Lessee: Crown Castle Solutions LLC Exhibit A Sample DAS Order Page I of 2 CC S& E LLC By: Name: Title: Date: DAS Facility Lease Agreement Contract ID# System BUN Licensor: City of Miami Beach Licensee: Crown Castle Solutions LLC Page 2 of 2 Project ID 47887095 City Draft 6-27-2016 Exhibit 1 Network Description • Preliminary Network Description. (a) Node Locations. (described in more detail in Exhibit 2 to this Order) System Name BU# Address -;:':::: (b) Hub Site Description. The Hub Site .being licensed;'xto_ Licensee will be located at (described in more'detairin Exhibit 3 to this Order). (c) Fiber Network Description. The Fiber Network will consist of -` =t. fiber strands, on a point-to-point basis, originating from the HH." u`b Site and ending at the Nod locations. A schematic drawing of the Fiber Network is attached as Exhibit.4`to:this Order. -,:k:r„. w<- -”- > .. M.:. . :f r r3:.. SCix:tp �.. "ot.lfvx- b.x 741:::...„ :77,..::,,,,..„:„. nr,-*-.. ...;;;'*".:.3i,-,, �znz� fi =aw. =�: ff'w= m ,r �a : a :hsfat whc�! ; y : fie 'ir:� ' -r .:%� `cE spa .. `' _ ''dcf` r=#i 5:-x Afsif �`r.Syr•'yam ota.�.. DAS Facility Use Agreement Contract ID 4 System BUN Lessor: Miami Beach Convention Center Lessee: Crown Castle Solutions LLC Exhibit A Sample DAS Order Exhibit 1 Network Description Page I of I Project ID 47887095 City Draft 6-27-2016 Exhibit 2 Node Equipment and Locations Gam'%, i>}:s :v 4 Si C;. ``er`'}' r-;:*y� :'-'13":'::•-N" •a5vx: x.x.x:x. • x-..r. -it•. :�: E: F N :}l3.A.:.•-v'}Fii.f1,4'i_ry}• iCw: :` :tii-`/.- }Xx - -4C:ti=eie =-i. .vi-}}ii?.v SC: . `(-Y:_}jK' O-S.+! %#j. N_ -e 2�1. J� ���( -"-fin._: _•L�n!i: -- ?TM' 'i�-�-' �}i?YJS+`' ::-..vi vti f Nj ` }.v..w-.-- �fi`} ,N9,w s::_ni-::ar�.,:}i3?r.Yi_ .. -•:,:c.•;:;•;4:7,..;•- `tii+ xe3y.. ,•ix-?a iLi.:}- .{-�+ :-0. `'`v}i:CiritiY- iS;:Oa e9 M1 Svc \ `••,x•S` ixv.,.. • • ----;_ 4+0'2. ,x:YY_: Y z%a DAS Facility Lease Agreement Contract ID# System BUN Lessor: Miami Beach Convention Center Lessee: Crown Castle Solutions LLC Exhibit A Sample DAS Order Exhibit 2 Node Equipment Page I of I Project ID 47887095 City Draft 6-27-2016 Exhibit 3 Hub Site • fly{fwtn�' r'.�-•--�Cvf.J i33:H. 4:fi} -rye Svh{p :_ JwX•v'! - yYv,gyh� -{--_v1y� ���77�+'�iib,.u�c:x •�i-.. •?fir=�'� -;,�kz' `2�::�_. Y+ui4'?r rv} N"Sep :: w4w. wriAv •L�"'i-+hiYSrye'-:}ii''::':L. =��•-.�,"%v l.t:at i_,:%_4.�� 11h. .. -:t�- _r•�.p�;. a'k'`v(',--_�a ems :fee�k, DAS Facility Lease Agreement Contract ID 4 System BUN Lessor: Miami Beach Convention Center Lessee: Crown Castle Solutions LLC Exhibit A Sample DAS Order Exhibit 3 Hub Site Page I of I Project ID 47887095 City Draft 6-27-2016 Exhibit 4 Fiber Network N } ij}�. E k M'. v ..sv ..:;;65..t:.._ -i `: `,` t4 ` `!i�yj5:•v '. 'h am {-.Y A` ='l{`�A, �i`'--_ Vin. • <r :Wi4 i. ' DAS Facility Lease Agreement Contract ID# System BUN Lessor: Miami Beach Convention Center Lessee: Crown Castle Solutions LLC Exhibit A Sample DAS Order Exhibit 4 Fiber Network Page I of I Project ID 47887095 City Draft 6-27-2016 Exhibit B Notification of Removal by Licensee City of Miami Beach 1700 Convention Center Drive Fourth Floor Miami Beach, FL 33139 City Manager Attn: Jimmy Morales (305)374-0700 RE: DAS FACILITY USE AGREEMENT (Agreement) dated x by and between City of Miami Beach (The City)and Crown Castle Solutions LLC(Licensee) :tp This letter shall confirm the agreement of The City and Licensee that the following Attachments were removed: Node# Node location Removal Date , — — — �:•F4i- a The DAS Orders for the above•referenced Attachments are herebystnodified afth ore removal date set forth above. tfkr THE CITY: -„;. „ 4. •``Fl` `4�. .;,:� ..• LICENSEE: City of Miami Beach Crown Castle Solutions LLC tiv_�(-:.t'MS }SCi+:N v`4'`•f--S il},- rwfJ'} r}iAi+i4Jfti4'•.} ;4.�L-v+r- .YMcvl-v i--r v`)Sri•:tivi:A-w•y-•$:-ia ”-+�_•,:��i:}:.1f..i+a 4hv:�0.'�v� �.},y{ _!4iy4�S•`:itti}.:tiv:S:n.SYi-- i-{�V C \:4-_3:: ;rnr-..A.'vIX`i.'S-i. B :4,7:::;:`,7 `;ki-�; .max,: _t. ' B -+%v+Xx ;-,+.cam:•. c•.wxa: -+rci }.. <:-}'- Name: '�r�K<:;:,. �f,� Name: �' .4: S• Title: .; Title: Date: :,}ry' Date: DAS Facility Lease Agreement Contract ID# System BUN Lessor: Miami Beach Convention Center Lessee: Crown Castle Solutions LLC Exhibit B Notification of Removal by Lessee Page 1 of 1 Exhibit C Fiber Network Standards A. Initial Minimum Standards at Installation. All fiber connectivity will be a continuous path utilizing fusion splices from the Hub Site location(s) to the Node location(s). Below are the industry standard specifications for the Fiber Network at installation: 1. • All splices must be sealed in waterproof splice enclosures. 2. The maximum bi-directional average splice loss will not exceed 0.15 dB. 3. The attenuation must not exceed 0.30 dB/km when measured bi-directionally at a 1550 nm wavelength and 0.40 dB/km when measured bi-directionally at a 1310-nm wavelength. 4. The attenuation must not exceed 0.1 dB/connector at all fiber termination locations. 5. The attenuation for the wavelength region from 1525 nm to 1575 nm must not exceed the attenuation at 1550 nm by more than 0.05 dB/km. 6. The fiber strands need to be single mode fiber and conform to a minimum SMF-28 fiber specification. 7. Unless otherwise specified in the DAS Order, all fiber will be standard single mode fiber, SMF-28 or better. Optical Time Domain Reflectometer(OTDR)testing should be performed and the results provided to Licensee as the basis for the minimum standards(Baseline Standard)for the Fiber Network during the Term. B. Operating Minimum Standards during Term. Licensee expects the Fiber Network to operate at the Baseline Standard as set forth in Section A above. C. Maintenance and Response to Outages. In the event of a Fiber Network failure and, after notification from The City about the failure, Licensee expects the Fiber Network to be fixed within two(2)hours in order for Licensee to meet its service level agreement requirements with the Wireless Carriers. DAS Facility Lease Agreement Contract ID# System BUN Lessor: Miami Beach Convention Center Lessee: Crown Castle Solutions LLC Exhibit C Fiber Network Standards Page I of I Exhibit D DAS Fiber Optics Test MOP DAS Facility Lease Agreement Contract ID# System BUN Lessor: Miami Beach Convention Center Lessee: Crown Castle Solutions LLC Exhibit D DAS Fiber Optics Test MOP Page I of I